The Enterprise Act 2002 (Merger Fees) (Amendment) Order 2005

Explanatory Note

(This note is not part of the Order)

This Order amends the Enterprise Act 2002 (Merger Fees and Determination of Turnover) Order 2003 (S.I.2003/1370).

The Order increases the amounts of the fees payable in each of the three fee bands while making no change to the structure of the bands. Article 1(2) contains a transitional provision which applies where, in the case of a completed merger, a decision is made relating to a possible reference by the OFT or the Secretary of State under sections 22 or 45(2) or (3) of the Enterprise Act 2002 or a reference is made by the OFT under section 32(b) of the Water Industry Act 1991. In the case of a completed merger, falling within the transitional provision, fees will only be payable at the new higher rate where the decision or reference relates to two or more enterprises which cease to be distinct on or after 6th April 2006. Section 27 of the Enterprise Act 2002 governs when two enterprises cease to be distinct.

The Order also removes the exclusion from paying merger fees that previously applied to certain acquirers who were not UK nationals or bodies corporate where the creation or possible creation of a relevant merger situation resulted from their conduct outside the UK.

A regulatory impact assessment has been prepared. A copy can be obtained from Consumer and Competition Policy Directorate, Bay 415, 1 Victoria Street, London SW1H OET, telephone [phone]. A copy an also be found at http://www.dti.gov.uk/ccp/consultations.htm.