NORWAY Law and Practice Contributed by: Fredrik Lykke, Christian P. N. Fenner and Magnus Brox, Advokatfirma DLA Piper AS Norway
2.2 Primary Regulators M&A activity is in general not supervised by regula - tory bodies in Norway. The Norwegian Competition Authority (NCA) is the only “general” regulator con - cerned with private M&A (see 2.4 Antitrust Regula- tions ). Takeover transactions of companies listed on regu - lated markets (the Oslo Stock Exchange and Euronext Expand) are subject to the review of the Oslo Stock Exchange (Oslo Børs), which, since 2019, has been part of the Euronext. The NFSA took over this role with effect from 1 April 2025. There are a number of sector-specific regulators such as the NFSA within the banking, insurance and asset management industries, and the Norwegian Water Resources and Energy Directorate in relation to energy and natural resources. There is also significant sector regulation within agriculture and the oil and gas indus - try as well as national security issues within several sectors (see 2.6 National Security Review ). 2.3 Restrictions on Foreign Investments There are no general restrictions on foreign invest - ments in Norway, although the country is in the pro - cess of significantly expanding its FDI regulations. There is a national security regime ( 2.6 National Secu- rity Review ), in addition to various sector-specific reg - ulations which prohibit non-Norwegians from owning certain assets. A significant asset class in this respect is Norwegian hydropower assets, which cannot be more than one-third foreign owned. Furthermore, there are restrictions within the defence industry and on certain important infrastructure assets; however, such restrictions do not apply systematically to all and/or only foreigners, but are considered on a case-by-case basis. 2.4 Antitrust Regulations Norway, as part of the EEA, is subject to the EU Merg - er Regulation, which applies provided the transaction meets the turnover thresholds specified in that Regu - lation.
There are also specific Norwegian merger control rules that apply and there is a mandatory filing requirement if the following thresholds are met: • the combined annual turnover in Norway of the undertakings concerned exceeds NOK1 billion; and • at least two of the undertakings concerned have an annual turnover in Norway exceeding NOK100 million. There is no specific deadline for filing, except that fil - ing must be submitted and the transaction cleared pri - or to implementation of the transaction. Transactions cannot be completed prior to clearance, although the NCA in principle may, upon application, grant a partial or full exemption from this obligation. Such exemp - tions are generally not granted. The NCA also has the authority to order notification below these thresholds (call-in option), including minority acquisitions (where no controlling influence is achieved), which is a tool that has been used more fre - quently in recent years, especially for deals affecting local markets or potentially problematic small-scale acquisitions. As of 1 January 2025, the NCA renewed the duty of disclosure for a number of undertakings in the markets for power, fuel, waste, newspaper, laun - dry and garden centres, concrete, alarms, electric car charging, sports equipment, accounting services and online marketplaces. In addition, certain listed grocery retailers have a duty of disclosure until 31 March 2026. Voluntary Notifications Parties may voluntarily file a notification (in situations where the above turnover thresholds are not met) and are encouraged to do so if the combined entity is to become a dominant entity in the market. In addition, the NCA has, as mentioned above, a call-in option under which it may order the submission of a notifica - tion for a period of up to three months after the trans - action was signed or control was achieved (whichever is first) – even where the thresholds set out above are not met. Noteworthy Recent Merger Control Matters In July 2025, the NCA intervened in Infomedia Retriev - er Holding AB’s pan-Nordic acquisition of 100% of
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