Section 121: Consideration of mergers.

(1) Whenever required to consider a merger, the Commission shall:
(a) initially determine whether or not the merger is likely to substantially prevent or lessen competition, by assessing the factors set out in subsection (2) of this section; and
(b) if it appears that the merger is likely to substantially prevent or lessen competition, then determine:
(i) whether or not the merger is likely to result in any technological efficiency or other pro-competitive gain which will be greater than, and off-set, the effects of any prevention or lessening of competition, that may result or is likely to result from the merger, and would not likely be obtained if the merger is prevented,
and
(ii) whether the merger can or cannot be justified on substantial public interest grounds by assessing the factors set out in subsection (3) ;
(c) otherwise, determine whether the merger can or cannot be justified on substantial public interest grounds by assessing the factors set out in subsection (3) ;
(d) determine whether all shareholders are fairly, equitably and similarly treated and given sufficient information regarding the merger.
(2) When determining whether or not a merger is likely to substantially prevent or lessen competition, the Commission shall assess the strength of competition in the relevant market, and the probability that the company, in the market after the merger, will behave competitively or co-operatively, taking into account any factor that is relevant to competition in that market, including:
(a) the actual and potential level of import competition in the market;
(b) the ease of entry into the market, including tariff and regulatory barriers;
(c) the level and trends of concentration, and history of collusion, in the market;
(d) the degree of countervailing power in the market;
(e) the dynamic characteristics of the market, including growth, innovation, and product differentiation;
(f) the nature and extent of vertical integration in the market;
(g) whether the business or part of the business of a party to the merger or proposed merger has failed or is likely to fail; and
(h) whether the merger will result in the removal of an effective competitor.
(3) When determining whether a merger can or cannot be justified on public interest grounds, the Commission shall consider the effect that the merger will have on:
(a) a particular industrial sector or region;
(b) employment;
(c) the ability of small businesses to become competitive; and
(d) the ability of national industries to compete in international markets.
(4) After making the initial determination, the Commission may grant an approval in principle to the merger and direct the merging companies to make an application to the court to order separate meetings of shareholders of the merging companies in order to get their concurrence to the proposed merger.
(5) If a majority representing not less than three quarters in value of the shares of members being present and voting either in person or by proxy at each of the separate meetings agree to the scheme, the scheme shall be referred to the Commission for approval.