South Africa Merger Control Thresholds 2026

Last checked against the official text on 15 October 2026. Authority: Competition Commission of South Africa.

Current thresholds

Previous amounts (superseded)

Who reviews, and is filing mandatory

Mergers in South Africa are reviewed under the Competition Act 89 of 1998 by the Competition Commission, with large mergers decided by the Competition Tribunal. The text of the Act used for this page is the Commission's compiled version. Section 11 requires the Minister of Trade, Industry and Competition, in consultation with the Commission, to determine a lower and a higher threshold. Those thresholds sort mergers into three categories (section 11(5)): small, intermediate and large.

Filing is mandatory for intermediate and large mergers. Section 13A(1) provides that a party to an intermediate or a large merger must notify the Commission in the prescribed manner and form. Section 13A(3) provides that the parties may not implement an intermediate or large merger until it has been approved, with or without conditions, by the Commission under section 14(1)(b), by the Competition Tribunal under section 16(2), or by the Competition Appeal Court under section 17. The regime is therefore suspensory for those two categories.

A small merger is treated differently. Under section 13(1) a party to a small merger need not notify unless the Commission requires it, and the merger may be implemented without approval unless the Commission does so. Section 13(2) allows voluntary notification at any time. Section 13(3) allows the Commission, within six months after implementation, to require notification if in its opinion the merger may substantially prevent or lessen competition or cannot be justified on public interest grounds.

The thresholds determined by the Minister

The amounts are set by the Determination of Merger Thresholds, most recently amended by Government Notice No. 7458 in Government Gazette No. 54640 of 8 May 2026. The notice states that the new determination comes into effect on 1 May 2026; it is dated 4 May 2026 and was published on 8 May 2026. The Commission's own thresholds page gives the same amounts. The method of calculation is not changed by the notice. The notice's covering text refers to the method in Part B of General Notice 1254 of 2017, while the notice itself refers to General Notice 1003 of 2017.

Lower threshold (intermediate mergers). Item 2 of the notice provides that the lower threshold is reached if the value of the merger equals or exceeds both a combined value and a target value. The combined value is ZAR 1 billion, measured in any of four ways listed in the notice: the combined annual turnover in, into or from the Republic of the acquiring firms and the transferred firms; their combined assets in the Republic; the acquiring firms' turnover plus the transferred firms' assets; or the transferred firms' turnover plus the acquiring firms' assets. The target value is ZAR 200 million, measured by the transferred firms' annual turnover in, into or from the Republic or by the asset value of the transferred firm.

Higher threshold (large mergers). Item 3 is built the same way. The combined value is ZAR 9.5 billion, measured in the same four ways. The target value is ZAR 280 million, measured by turnover or asset value of the transferred firm.

Categories. Item 4 of the notice states that the provisions for an intermediate merger apply to a merger that equals or exceeds both values of the lower threshold but falls below either value of the higher threshold, and that the provisions for a large merger apply to a merger that equals or exceeds both values of the higher threshold. The notice defines a transferred firm as a firm, or the business or assets of a firm, that would become directly or indirectly controlled by an acquiring firm as a result of a transaction in circumstances described in section 12 of the Act, together with any other firm, business or assets of a firm the whole or part of whose business is directly or indirectly controlled by such a firm.

A note on the wording of the 2026 notice

The sub-items of item 2 (lower threshold) are worded with the phrases "valued below" and "less than" next to the amounts, whereas the opening words of item 2, item 4 and the Commission's own page describe the lower threshold as one that is reached at or above those amounts. This page follows the opening words of item 2, item 4 and the Commission's page, and shows the lower amounts as thresholds met at the stated value or more. Section 11(5) of the Act also describes the small category by reference to a value at or below the lower threshold, while item 4(a) of the notice refers to a merger that falls below either value of the lower threshold. This page states each text and draws no conclusion for any particular transaction.

Review periods by category

Intermediate mergers (section 14). Within 20 business days after all parties have fulfilled their notification requirements, the Commission must either issue a certificate approving the merger, approving it subject to conditions or prohibiting its implementation, or extend its period once by up to 40 business days by issuing an extension certificate. If no certificate has been issued when the period or the extension ends, section 14(2) provides that the merger must be regarded as approved, subject to section 15.

Large mergers (section 14A). After receiving notice, the Commission must refer it to the Competition Tribunal and to the Minister and, within 40 business days after the parties have fulfilled their notification requirements, forward a written recommendation with reasons on whether implementation of the merger should be approved, approved subject to conditions or prohibited. The Tribunal may extend that period on the Commission's application by no more than 15 business days at a time, and if the period passes without a recommendation or an application for an extension, any party may apply to the Tribunal to begin considering the merger without one.

What the 2026 notice replaced

The notice shows the amounts it replaced as omissions: ZAR 600 million and ZAR 100 million for the lower threshold, and ZAR 6.6 billion and ZAR 190 million for the higher threshold. These are listed as superseded amounts. The notice amends the determination published in General Notice 1003 of 2017 (Government Notice No. 41124 of 15 September 2017). The date from which each earlier amount applied has not been verified on this page, so none is shown. The earlier amounts ended on 30 April 2026, the day before the new determination took effect.

What this page does not cover

This page does not cover the method of calculating turnover and assets, the notification forms and filing fees, the substantive and public interest assessment, the participation of the Minister and of employees or trade unions, exemptions, penalties for implementing a merger before approval, or the interaction with other approvals such as sector regulators or foreign-investment rules. It does not cover thresholds for specific industries, which section 11(1)(a) permits; the procedure that applies once the Commission requires a small merger to be notified (section 13(4) to (7)) or the Commission's guidelines on small merger notification; the banking and financial markets mergers that section 18(2) and (3) take out of the Commission's and Tribunal's decision powers where the Minister of Finance issues a certificate; or section 18A on mergers involving a foreign acquiring firm and national security, which the compiled text marks as a pending amendment not in effect at its date of publication. The text of the Act was read in the Commission's compiled version updated to 13 February 2020, and the notice read is the Government Gazette copy of 8 May 2026; amendments to the Act after the compiled version's date were not checked here. It does not state any conclusion about whether a particular transaction must be notified.

Changes log

• 15 October 2026: Page published. Figures checked against Government Notice No. 7458 (Government Gazette No. 54640, 8 May 2026) and the Competition Act.
• 1 May 2026: New Determination of Merger Thresholds takes effect: lower threshold ZAR 1 billion combined and ZAR 200 million target; higher threshold ZAR 9.5 billion combined and ZAR 280 million target.

Frequently asked questions

What are the South African merger thresholds in 2026?

Under the Determination of Merger Thresholds in force since 1 May 2026, the lower (intermediate) threshold is a combined value of ZAR 1 billion together with a transferred-firm value of ZAR 200 million; the higher (large) threshold is a combined value of ZAR 9.5 billion together with a transferred-firm value of ZAR 280 million. The notice describes each as reached when the value of the merger equals or exceeds both values.

Which Act and notice set the thresholds?

Section 11 of the Competition Act 89 of 1998 requires the Minister of Trade, Industry and Competition to determine them. The current amounts are in Government Notice No. 7458, Government Gazette No. 54640 of 8 May 2026.

Is merger filing in South Africa mandatory and suspensory?

For intermediate and large mergers, yes. Section 13A(1) requires a party to notify the Commission, and section 13A(3) bars implementation until approval. A small merger need not be notified unless the Commission requires it within six months after implementation under section 13(3); voluntary notification is allowed under section 13(2).

Who decides a large merger?

The Commission refers a large merger to the Competition Tribunal and the Minister and must forward a recommendation within 40 business days after the notification requirements are fulfilled, a period the Tribunal may extend on the Commission's application by no more than 15 business days at a time (section 14A). The Tribunal's approval is one of the approvals named in section 13A(3).

How long does the Commission have for an intermediate merger?

Section 14(1) gives 20 business days after the notification requirements are fulfilled, extendable once by up to 40 business days. Under section 14(2), if no certificate has been issued when the period or its extension ends, the merger is regarded as approved, subject to section 15.

What were the previous South African thresholds?

The notice replaced ZAR 600 million and ZAR 100 million for the lower threshold and ZAR 6.6 billion and ZAR 190 million for the higher threshold. The earlier amounts ended on 30 April 2026.

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