NIGERIA Law and Practice Contributed by: Chiagozie Hilary-Nwokonko and Chukwuyere Ebere Izuogu, Streamsowers & Köhn
3.10 Requests for Information During the Review Process During the review process or while conducting its investigation, the FCCPC may undertake market testing of the notified transaction and request additional information from the notify- ing parties to enable it to proceed or conclude with its review. Such requests effectively suspend the review pending their resolution. 3.11 Accelerated Procedure Form 2 (Notice of Merger Simplified Procedure) allows for a simplified procedure if the merger parties assess the proposed merger and believe that the transaction is unlikely to impede market competition. Paragraph 21 (3) of the MRR empowers the FCCPC to approve a fast-track process for merger notifications upon request by the parties. This expedited process reduces the timeline for all relevant steps during the initial review by 40% unless a different timeframe is specified in the applicable notice. It is important to note that this reduction applies only where the FCCPC has not already published a specific review period and is subject to any issues that may arise during the prescribed review period. For foreign-to-foreign mergers with a Nigerian nexus, the Foreign-to-Foreign Merger Guidelines provide an expedited procedure under which the Commission is required to conclude its review and issue a decision within 15 business days, following the payment of a processing fee of NGN10 million. The FCCPC generally adheres to this 15-day timeline, except where the notifi - cation is deficient or other substantive or proce - dural issues are identified.
initial competition concerns, but the need for a Phase Two review is not expected. For most cases where no material competition concerns arise, the FCCPC will seek to complete the first detailed review within 45 business days. Gener - ally, a Phase One review will conclude within the statutory timeframes. Under Regulation 19 of the MRR, the FCCPC utilises the statutory exten - sions in two ways: • first, to fulfil the proposed remedies’ objec - tive, where they are acceptable; and • second, to undertake the Phase Two review. 3.9 Pre-Notification Discussions With Authorities The MRG suggest that the pre-notification phase of a merger review is crucial, and the FCCPC encourages merging parties to discuss a proposed merger informally and confidentially before submitting a notification, typically at least two weeks before the submission of a formal notification is contemplated. This allows both the FCCPC and the merging parties to discuss legal issues, prepare for investigations and iden - tify potential competition concerns early on. Consultations with the FCCPC may be conduct - ed in person, by telephone, via videoconference, through other digital platforms, or by any other means deemed appropriate by the Commis - sion. These consultations are intended to clarify jurisdictional issues as well as substantive and procedural matters. They may be scheduled through the FCCPC’s merger notification portal and, for confidentiality purposes, can be held on a “no-names” basis. However, consultations are generally more effective and offer clearer guid - ance to merging parties when the Commission is provided with complete and accurate infor - mation.
414 CHAMBERS.COM
Powered by FlippingBook