Part 3

Mergers
Chapter 3

Other special cases

Special public interest cases

Intervention by Secretary of State in special public interest cases
59
1
Subsection (2) applies where the Secretary of State has reasonable grounds for suspecting that it is or may be the case that a special merger situation has been created or arrangements are in progress or in contemplation which, if carried into effect, will result in the creation of a special merger situation.
2
The Secretary of State may give a notice to the CMA (in this Part “a special intervention notice”) if he believes that it is or may be the case that one or more than one consideration specified in section 58 is relevant to a consideration of the special merger situation concerned.
3
For the purposes of this Part, a special merger situation has been created if—
a
two or more enterprises have ceased to be distinct enterprises at a time or in circumstances falling within section 24;
b
no relevant merger situation has been created; and
c
immediately before the enterprises concerned ceased to be distinct, one or more of the conditions mentioned in subsections (3C) to (3F) were satisfied.
3B. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3C
The condition mentioned in this subsection is that, in relation to the supply of newspapers of any description, at least one-quarter of all the newspapers of that description which were supplied in the United Kingdom, or in a substantial part of the United Kingdom, were supplied by the person or persons by whom one of the enterprises concerned was carried on.
3D
The condition mentioned in this subsection is that, in relation to the provision of broadcasting of any description, at least one-quarter of all broadcasting of that description provided in the United Kingdom, or in a substantial part of the United Kingdom, was provided by the person or persons by whom one of the enterprises concerned was carried on.
3E
The condition mentioned in this subsection is that a relevant merger situation would have been created if, in subsection (1) of section 23—
a
the “and” at the end of paragraph (a) were omitted;
b
for paragraph (b) there were substituted—
b
one of the enterprises concerned is a media enterprise
...
; and
;
c
after that paragraph there were inserted—
c
the value of the turnover in the United Kingdom of the enterprise being taken over exceeds £70 million.
3F
The condition mentioned in this subsection is that a relevant merger situation would have been created if, for section 23(2)(c), there were substituted—
c
one of the enterprises concerned is a media enterprise ....
5
For the purposes of deciding whether two or more enterprises have ceased to be distinct at a time or in circumstances falling within section 24, whether a relevant merger situation has been created or whether arrangements are in progress or in contemplation which, if carried into effect, will result in the creation of a relevant merger situation, sections 23 to 30 (read together with section 34) shall apply for the purposes of this Chapter as they do for the purposes of Chapter 1 but subject to subsection (6).
6
In their application by virtue of subsection (5) sections 23 to 30 shall have effect as if—
a
for paragraph (a) of section 23(9) there were substituted—
a
in relation to the giving of a special intervention notice, the time when the notice is given;
aa
in relation to the making of a report by the CMA under section 61, the time of the making of the report;
ab
in the case of a reference which is treated as having been made under section 62(2) by virtue of section 64(2), such time as the CMA may determine; and
;
b
the references to the CMA in section 24(2)(a) and (b) included references to the Secretary of State;
c
the references to the CMA in section 25(1) to (3) ... included references to the Secretary of State;
d
the references to the CMA in section 25(4) and (5) were references to the Secretary of State;
e
the reference in section 25(4) to section 73 were a reference to paragraph 3 of Schedule 7;
f
the reference in section 25(12) to one extension were a reference to one extension by the CMA and one extension by the Secretary of State;
g
the powers to extend time-limits under section 25 as applied by subsection (5) above ... were not exercisable by the CMA or the Secretary of State before the giving of a special intervention notice;
h. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
i
in the case of the giving of special intervention notices, the references in sections 23 to 30 to the making of a reference or a reference were, so far as necessary, references to the giving of a special intervention notice or a special intervention notice; ...
j. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6A
The Secretary of State may by order —
a
substitute a new sum for the sum for the time being mentioned in subsection (3E)(c);
b
amend the conditions mentioned in subsections (3C), (3D), (3E)(b) and (3F).
7
No more than one special intervention notice shall be given under subsection (2) in relation to the same special merger situation.
8. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
9. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
S. 59(6A) inserted (29.12.2003) by Communications Act 2003 (c. 21), ss. 378(2), 411(2)(3) (with transitional provisions in Sch. 18); S.I. 2003/3142, art. 3(1), Sch. 1 (subject to arts. 3(3), 11)
Pt. 3 (ss. 22-130) modified (20.6.2003) by 1998 c. 41, Sch. 7 para. 20(3) (as substituted by Enterprise Act 2002 (c. 40), ss. 185, 279, {Sch. 11 para. 11(2)-(4)(8)}; S.I. 2003/1397, art. 2(1), Sch. (with art. 8)
Pt. 3 excluded in part (29.9.2008) by The Bradford & Bingley plc Transfer of Securities and Property etc. Order 2008 (S.I. 2008/2546), arts. 1(2), 40
Pt. 3 modified (1.7.2012) by Health and Social Care Act 2012 (c. 7), ss. 79, 306(4); S.I. 2012/1319, art. 2(3)
Pt. 3 modified (1.4.2014) by Enterprise and Regulatory Reform Act 2013 (c. 24), s. 103(3), Sch. 4 para. 56; S.I. 2014/416, art. 2(1)(c) (with Sch.)
Word in s. 59(2) substituted (1.4.2014) by Enterprise and Regulatory Reform Act 2013 (c. 24), s. 103(3), Sch. 5 para. 101(2) (with s. 28); S.I. 2014/416, art. 2(1)(d) (with Sch.)
Words in s. 59(5) omitted (1.4.2014) by virtue of Enterprise and Regulatory Reform Act 2013 (c. 24), s. 103(3), Sch. 15 para. 26(2); S.I. 2014/416, art. 2(1)(f) (with Sch.)
Word in s. 59(6) substituted (1.4.2014) by Enterprise and Regulatory Reform Act 2013 (c. 24), s. 103(3), Sch. 5 para. 101(3)(a) (with s. 28); S.I. 2014/416, art. 2(1)(d) (with Sch.)
Word in s. 59(6) substituted (1.4.2014) by Enterprise and Regulatory Reform Act 2013 (c. 24), s. 103(3), Sch. 5 para. 101(3)(b) (with s. 28); S.I. 2014/416, art. 2(1)(d) (with Sch.)
Words in s. 59(6) substituted (1.4.2014) by Enterprise and Regulatory Reform Act 2013 (c. 24), s. 103(3), Sch. 15 para. 26(3); S.I. 2014/416, art. 2(1)(f) (with Sch.)
Words in s. 59(6)(c) substituted (1.4.2014) by Enterprise and Regulatory Reform Act 2013 (c. 24), s. 103(3), Sch. 15 para. 26(4); S.I. 2014/416, art. 2(1)(f) (with Sch.)
Words in s. 59(6)(g) omitted (1.4.2014) by virtue of Enterprise and Regulatory Reform Act 2013 (c. 24), s. 103(3), Sch. 15 para. 26(5); S.I. 2014/416, art. 2(1)(f) (with Sch.)
S. 59(6)(h) omitted (1.4.2014) by virtue of Enterprise and Regulatory Reform Act 2013 (c. 24), s. 103(3), Sch. 15 para. 26(6); S.I. 2014/416, art. 2(1)(f) (with Sch.)
Words in s. 59(6)(i) substituted (1.4.2014) by Enterprise and Regulatory Reform Act 2013 (c. 24), s. 103(3), Sch. 15 para. 26(7); S.I. 2014/416, art. 2(1)(f) (with Sch.)
S. 59(6)(j) and word omitted (1.4.2014) by virtue of Enterprise and Regulatory Reform Act 2013 (c. 24), s. 103(3), Sch. 15 para. 26(8); S.I. 2014/416, art. 2(1)(f) (with Sch.)
Pt. 3 modified (31.12.2020) by The Competition (Amendment etc.) (EU Exit) Regulations 2019 (S.I. 2019/93), reg. 1(1), Sch. 4 paras. 28-33; 2020 c. 1, Sch. 5 para. 1(1)
Words in s. 59(6)(c) omitted (31.12.2020) by virtue of The Competition (Amendment etc.) (EU Exit) Regulations 2019 (S.I. 2019/93), regs. 1(1), 46 (with Sch. 4 para. 28) (as amended by S.I. 2020/1343, regs. 1(1), 35-59); 2020 c. 1, Sch. 5 para. 1(1)
S. 59(3B) omitted (4.1.2022) by virtue of National Security and Investment Act 2021 (c. 25), s. 66(3), Sch. 2 para. 8 (with s. 62); S.I. 2021/1465, regs. 2, 3 (with regs. 4, 5)
S. 59(8) omitted (4.1.2022) by virtue of National Security and Investment Act 2021 (c. 25), s. 66(3), Sch. 2 para. 8 (with s. 62); S.I. 2021/1465, regs. 2, 3 (with regs. 4, 5)
S. 59(9) omitted (4.1.2022) by virtue of National Security and Investment Act 2021 (c. 25), s. 66(3), Sch. 2 para. 8 (with s. 62); S.I. 2021/1465, regs. 2, 3 (with regs. 4, 5)
Pt. 3 excluded (28.6.2022) by 1992 c. 13, s. 56A(9B) (as inserted (E.W.) by Skills and Post-16 Education Act 2022 (c. 21), ss. 23(2)(f), 36(2))
Pt. 3 excluded (28.6.2022) by 1992 c. 13, s. 56E(9B) (as inserted (E.W.) by Skills and Post-16 Education Act 2022 (c. 21), ss. 23(3)(f), 36(2))
Pt. 3 modified (1.7.2022) by 2006 c. 41, s. 72A (as inserted by Health and Care Act 2022 (c. 31), ss. 83(1), 186(6); S.I. 2022/734, reg. 2(a), Sch. (with regs. 13, 29, 30))
Pt. 3 applied (with modifications) (29.12.2004) by Water Industry Act 1991 (c. 56), Sch. 4ZA paras. 1, 2 (as inserted by Enterprise Act 2002 (c. 40), ss. 70(2), 279, Sch. 6); S.I. 2004/3233, art. 2, Sch. (with transitional provisions and savings in arts. 3-5)
Pt. 3 (ss. 22-130) applied (1.10.2005) by Water Industry Act 1991 (c. 56), s. 17M(4) (as inserted by Water Act 2003 (c. 37), ss. 56, 105(3), Sch. 4 para. 2); S.I. 2005/2714, art. 2(h) (with Sch. para. 5)
Pt. 3 applied (1.10.2005) by Water Industry Act 1991 (c. 56), s. 17Q(9) (as inserted by Water Act 2003 (c. 37), ss. 56, 105(3), Sch. 4 para. 2); S.I. 2005/2714, art. 2(h) (with Sch. para. 5)
Pt. 3 applied in part (N.I.) (1.4.2007) by The Water and Sewerage Services (Northern Ireland) Order 2006 (S.I. 2006/3336 (N.I. 21)), arts. 1(2)(3), 23(4), 27(9); S.R. 2007/194, art. 2(2), Sch. 1 Pt. 2 (with Sch. 2)
Pt. 3 modified (E.W.) (29.12.2004) by The Water Mergers (Modification of Enactments) Regulations 2004 (S.I. 2004/3202), regs. 2-35 (as amended (1.4.2014) by S.I. 2014/549, art. 1(1), Sch. 1 para. 22 (with art. 3); (18.12.2015) by S.I. 2015/1936, regs. 1, 3-20; (6.12.2023) by S.I. 2023/1185, arts. 1(2), 9-27); and (23.8.2024) by S.I. 2024/840, regs. 1(1), 3-7; and (1.1.2025) by S.I. 2024/1234, regs. 1(1), 3-10 (with reg. 11))
S. 59(3) substituted for s. 59(3)(3A) (1.1.2025) by Digital Markets, Competition and Consumers Act 2024 (c. 13), s. 339(1), Sch. 4 para. 6(2); S.I. 2024/1226, regs. 1(2), 2(1)(10) (with Sch. paras. 5(1), 20)
S. 59(3E)(3F) inserted (1.1.2025) by Digital Markets, Competition and Consumers Act 2024 (c. 13), s. 339(1), Sch. 4 para. 6(3); S.I. 2024/1226, regs. 1(2), 2(1)(10) (with Sch. paras. 5(1), 20)
Words in s. 59(5) inserted (1.1.2025) by Digital Markets, Competition and Consumers Act 2024 (c. 13), s. 339(1), Sch. 4 para. 6(4); S.I. 2024/1226, regs. 1(2), 2(1)(10) (with Sch. paras. 5(1), 20)
S. 59(6A)(a)(b) substituted for words in s. 59(6A) (1.1.2025) by Digital Markets, Competition and Consumers Act 2024 (c. 13), s. 339(1), Sch. 4 para. 6(5); S.I. 2024/1226, regs. 1(2), 2(1)(10) (with Sch. paras. 5(1), 20)
Words in s. 59(3E)(b) omitted (24.7.2025) by virtue of The Enterprise Act 2002 (Amendment of Section 58 Considerations) Order 2025 (S.I. 2025/737), arts. 1(1), 4(a)
Words in s. 59(3F) omitted (24.7.2025) by virtue of The Enterprise Act 2002 (Amendment of Section 58 Considerations) Order 2025 (S.I. 2025/737), arts. 1(1), 4(b)