Heads up: new merger rules and what businesses need to know

Australia is introducing new regulations around mergers and acquisitions, and these changes are set to have a significant impact on Large Format Retailers.

From 2026, the Australian Competitive and Consumer Commission (ACCC) will require businesses to notify the ACCC about certain mergers to ensure that competition is maintained, and consumers aren’t negatively impacted.

What is changing?

Under the current rules, businesses do not have to notify the ACCC about mergers or acquisitions before going ahead with them.

However, from 1 January 2026, business involved in mergers or acquisitions that meet a specific size or value threshold will need to formally notify the ACCC before proceeding. This change is crucial for Large Format Retailers who regularly engage in mergers or acquisitions to expand or consolidate their market presence.

Transition period

To help businesses adjust to these new rules, the ACCC has provided a voluntary transition period. Starting 1 July 2025, businesses can choose to begin using the new rules before they become mandatory in 2026. This transition period will give companies time to understand the process and navigate the changes.

What does this mean for Large Format Retailers?

Given that Large Format Retailers are often involved in mergers or acquisitions as part of their business strategy, whether that be for expansion, entering new markets or consolidating operations, it is essential to ensure that any planned mergers meet the ACCC’s new requirements. Retailers must now be aware of the need to notify the ACCC if a merger meets the prescribed threshold, to ensure they comply with the new regulations. While the exact threshold is yet to be determined by the ACCC, businesses should expect that the notification requirement will apply to larger transactions.

The ACCC will be closely monitoring mergers to maintain fair competition in the retail sector. This is particularly important for Large Format Retailers, as mergers that reduce competition or harm consumers could face regulatory scrutiny.

How retailers can prepare

For retailers considering mergers or acquisitions, it’s critical to start engaging with the ACCC early. If a retailer plans to seek informal clearance in 2025, it’s important to understand how the ACCC’s review process will work and the potential impact of any clearances on the mandatory notification rules starting in 2026.

Additionally, retailers should stay informed about the new rules by subscribing to updates from the ACCC, ensuring that they have the most current information as they plan their next steps.

With new merger rules coming into effect in 2026, Large Format Retailers planning mergers or acquisitions will face a shifting regulatory landscape. By staying informed and engaging early with the ACCC, businesses can minimise delays and keep their plans on track. As these changes are designed to safeguard competition and deliver better outcomes for consumers, it’s essential for retailers to take a proactive approach in navigating the transition.

Rhys Munzel is Partner with FAL Lawyers.