SINGAPORE Law and Practice Contributed by: Lim Chong Kin and Corinne Chew, Drew & Napier LLC
2.12 Requirement for Clearance Before Implementation There is no requirement for parties to suspend the implementation of a merger or anticipated merger pri - or to clearance. While merger parties may implement an anticipated merger or further integrate a completed merger before or during notification to the Commis - sion, these actions are taken at the parties’ own risk if there is a likelihood that the merger may lead to an SLC; see 2.13 Penalties for the Implementation of a Transaction Before Clearance . 2.13 Penalties for the Implementation of a Transaction Before Clearance The Commission may issue directions imposing any interim measures it considers appropriate for mergers under investigation. Interim directions are issued for the purposes of preventing merger parties from tak - ing any action that may prejudice the Commission’s investigations or its ability to impose the appropriate remedies, or as a matter of urgency to prevent serious, irreparable damage to a particular person or category of persons, or to protect the public interest. These measures may include: • suspending the merger; • prohibiting the transfer of staff; or • setting limits on the exchange of commercially sensitive information. If the parties concerned do not comply with the Com - mission’s direction, the Commission may apply to reg - ister the direction with a district court, following which any person who fails to comply with the registered direction without reasonable excuse may be found to be in contempt of court. Sanctions for contempt of court include the imposition of a fine or imprisonment. The court may also issue orders to secure compli - ance with the direction, or to require any person to remedy, mitigate or eliminate any effects arising from non-compliance. As a matter of practice, the Commission is unlikely to use these powers unless it believes there is a real possibility of the merger raising serious competition concerns. Interim decisions may be issued to ensure that the relevant market remains open and contest -
able until investigations are completed. As of 15 May 2026, the Commission has only exercised its power to issue interim directions twice. • The first instance was Grab’s acquisition of Uber’s South-East Asian business and Uber’s acquisi - tion of a 27.5% stake in Grab ( Grab - Uber case). The directions made by the Commission included orders to maintain pre-transaction pricing and commission levels, and the removal of exclusivity obligations with new drivers. • The second instance was the possible acquisi - tion by Grab of the whole or part of the business of Delivery Hero in South-East Asia ( Grab - Delivery Hero case), including Singapore. The interim deci - sions included directions for the parties to deal with each other at arm’s length and to not share confidential information with each other. However, this set of interim measures ceased to be in effect from 23 February 2024 after the Commission was informed that the possible acquisition had been abandoned. Where the Commission finds that there has been an infringement of the Section 54 Prohibition, it will decide on the appropriate action to remedy, miti - gate or prevent the adverse effects resulting from the merger, and to prevent the recurrence of such infringe - ments. Such actions may involve directions requiring the unwinding of the merger or the divesting of one of the overlapping businesses that led to the competition concerns, as well as the imposition of financial penal - ties; see 5.2 Parties’ Ability to Negotiate Remedies . 2.14 Exceptions to Suspensive Effect The notification of a merger under the Competition Act does not itself have a suspensive effect on the transaction. However, where the Commission issues interim directions to the parties, there are no pre - scribed general exceptions to the suspensive effect of such interim directions. Prior to the issuance of interim directions (ie, to suspend a merger), the Com - mission will provide parties with the proposed interim directions and an opportunity to make written repre - sentations. The Commission will consider the written representations before making a decision on whether or not to issue the interim directions.
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