The Competition Commission reviewed 344 merger notifications in the 2025/26 financial year, up 4% on the year before, and finalised 343 cases, according to its annual report.
Which deals must be notified
Section 12 of the Competition Act treats a deal as a merger when a firm gains control, directly or indirectly, of all or part of another firm’s business. Share purchases, asset purchases, leases and joint ventures can all qualify. The Commission’s filing page gives four signs of control: holding over half the shares, holding the majority of votes at shareholder meetings, being able to appoint or veto most directors, or being able to materially influence the firm’s policy.
Size decides the route. The Commission’s thresholds page, as at 1 May 2026, sets two tiers:
- Intermediate merger: combined annual turnover or assets of R1 billion or more, and R200 million or more for the target.
- Large merger: combined turnover or assets of R9.5 billion or more, and R280 million or more for the target.
Anything below both tiers is a small merger. The parties can notify one voluntarily at any time. The Commission can also require them to notify it within six months of implementation. The filing page also carries an older threshold table (R600 million and R6.6 billion), so rely on the dated thresholds page.
Who files, and what it costs
The buyer and the target normally file together. Where that is impossible, as in a hostile takeover, one of them files alone with the Commission’s permission. The filing page lists fees of R165,000 for an intermediate merger and R550,000 for a large one, taken from a schedule labelled 2018, and no fee for a small merger. A firm unsure whether its deal counts as a merger can buy a non-binding advisory opinion for R2,500.
NotifiedApproved with conditions
Source: Competition Commission, Annual Report 2025/26, Table 3 (financial years run April to March). Chart: Rand Desk
For small mergers the Commission says: “Merging parties may not take further steps to implement that merger until it has been approved or conditionally approved.” That applies once the Commission has required notification.
How long review takes
The annual report splits review into phases and gives average turnaround times, which we read as days, for 2025/26 against the target:
- Phase 1: 13 days, against 19.
- Phase 2: 34 days, against 43.
- Phase 3, small and intermediate mergers: 53 days, against 57.
- Phase 3, large mergers: 95 days, against 114.
The Commission completed 21 mergers it classed as highly complex Phase 3 cases. It also published draft guidelines in October 2025 for voluntary, confidential pre-merger consultations, meant to speed up assessment after filing.
What the Commission decides
The Commission can authorise a merger with or without conditions, prohibit it or refer it, under section 21(1)(e) of the Act. The Competition Tribunal is the adjudicative authority, and the parties to the Suzano and Kimberly-Clark deal asked it to reconsider some of the Commission’s conditions. The Competition Tribunal approved Harith’s purchase of FlySafair’s owner Safair on 27 October 2026, with conditions.
Of 343 mergers finalised in 2025/26, 239 were approved without conditions, 100 with conditions, one was prohibited and three were abandoned. The table counts them as withdrawn or outside the Commission’s jurisdiction, and the report’s text gives 240 and 99 for the first two groups; we use the table, which adds up to the total. The one prohibition was the Transpaco and Premier Plastics deal, which the Commission found would give the merged firm a share above 50% of vest-type carrier bags sold to large retailers.
Conditions beyond competition
Public interest is part of the test. In 2025/26 the Commission recorded 48 cases with employment conditions, 342 jobs lost, 11,135 jobs committed to be created and 120,521 employees covered by moratoria on merger-specific retrenchments of two to five years. Twenty-six cases carried ownership conditions worth R1.7 billion, and 47 carried conditions for small and black-owned firms worth R40.8 billion.
The Commission has also proposed raising the thresholds, last revised in 2017, and estimated that the change would cut filings by 25% to 30%. Its thresholds page carries figures dated 1 May 2026.
