Irish merger control is being reshaped at both policy and enforcement level. Ongoing debate as to the appropriate breadth of jurisdiction under Part 3 of the Competition Act 2002 (as amended) has sharpened focus on whether reform is now warranted. At the same time, the Competition and Consumer Protection Commission (“CCPC”) has, for the first time, exercised its statutory power to call in and review a transaction that fell outside the mandatory notification regime. Taken together, these developments reflect an evolution in both the scope and operation of Irish merger control law, with direct implications for transaction risk and deal planning.
CCPC exercises call-in powers for the first time
Ireland’s merger control regime has historically been characterised by clear, turnover-based jurisdictional thresholds that provided a high degree of legal certainty. Under Part 3 of the Competition Act 2002 (as amended), a transaction was only subject to mandatory notification where, in the most recent financial year,
- The aggregate turnover in the State of the undertakings involved was not less than €60 million; and
- The turnover in the State of each of two or more of the undertakings involved was not less than €10 million.
While these thresholds offered predictability, they constrained the CCPC’s ability to review acquisitions involving smaller targets, nascent competitors or strategically important assets, particularly in concentrated, digital or innovation‑driven markets. Prior to the reforms introduced by the Competition (Amendment) Act 2022 (the “2022 Act”), transactions falling below these thresholds could proceed without notification, unless the parties chose to file voluntarily.
Power to direct notification of “below-threshold” transactions
The commencement of the 2022 Act significantly expanded the CCPC’s merger control toolkit, including introducing for the first time, an express power to require notification of below-threshold transactions. Since September 2023, the CCPC may direct parties to notify any below‑threshold transaction where it considers the transaction “may have an effect on competition in markets for goods or services in the State”.[1]
The introduction of this “call-in” power reflects a broader policy shift towards a more effects‑based approach to merger control and aligns Ireland more closely with jurisdictions such as the UK, where competition authorities have long had discretion to intervene in non‑notifiable deals.
The first formal call in: Uniphar/TouchStore
On 20 March 2026, the CCPC confirmed it had exercised its statutory “call‑in” powers for the first time, directing notification and review of Uniphar plc’s (“Uniphar”) proposed acquisition of TouchStore Limited (“TouchStore”).
Uniphar is one of two full line pharmaceutical wholesalers in Ireland and also operates an extensive retail pharmacy network, while TouchStore supplies dispensing and retail management software to pharmacies across Ireland. The transaction was announced in January 2026. As the transaction fell below Ireland’s mandatory merger notification thresholds, the deal was not notified to the CCPC for review.
Following information requests, market research and engagement with third parties, the CCPC formed the view that the transaction may raise competition concerns and accordingly exercised its call-in power to review the transaction. The CCPC has indicated that its assessment will consider whether the transaction would raise competition concerns in the wholesale pharmaceutical supply, pharmacy software and/or retail pharmacy sectors in Ireland.
As a result of the CCPC’s exercise of its call‑in power, Uniphar is required to formally notify the transaction to the CCPC by 17 April 2026, after which the CCPC will review the transaction in accordance with its standard merger review procedures.
Practical takeaways
The CCPC’s call‑in powers, and its willingness to use them, mean that falling below the Irish turnover thresholds can no longer be relied upon as assurance that a transaction will proceed without regulatory scrutiny. Merger control risk in Ireland must now be assessed by reference to competitive conditions and market dynamics, not turnover alone. For transaction parties, this increases the importance of early competition risk assessment, merger control diligence and appropriate contractual protections, even for transactions that are not mandatorily notifiable.
Consultation on reform of Irish merger turnover thresholds
On 23 March 2026, the Department of Enterprise, Tourism and Employment (the “Department”) launched a public consultation seeking views on a proposal to raise the financial thresholds for mandatory notification of mergers and acquisitions to the CCPC. Under the Competition Act 2002 (as amended), the Minister for Enterprise, Tourism and Employment (the “Minister”) has the power to amend these thresholds to reflect changing economic conditions. The consultation follows a recommendation made by the CCPC in 2025 that the existing thresholds be increased, having last been revised in 2019. The consultation paper highlights that merger notifications have increased significantly since 2019, with 90 notifications notified to the CCPC in 2025 compared to 47 in 2019.
The proposal: Higher financial thresholds
Currently, where the aggregate turnover in the State of the undertakings involved is not less than €60m, and the turnover in the State of each of 2 or more of the undertakings involved is not less than €10m, then the merger or acquisition must be notified to the CCPC. The CCPC has requested increasing the thresholds to an aggregate turnover of €100m and individual turnover of €15m.
According to the Department and the CCPC, the proposed increase in the jurisdictional thresholds is intended to:
- Allow the CCPC to focus its resources on higher‑value transactions that are more likely to raise competition concerns;
- Reduce regulatory burden and cost for smaller, non‑problematic transactions;
- Reflect inflation and growth in transaction values since 2019; and
- Bring Ireland more closely into line with comparable EU merger regimes.
The public consultation closes on 1 May 2026. Following its conclusion, the Minister may amend the thresholds by Ministerial Order.
Interaction with call-in powers
Importantly, the consultation makes clear that any increase in the notification thresholds would not curtail the CCPC’s ability to intervene in potentially problematic transactions below those thresholds. The CCPC’s call‑in power is expressly identified as the mechanism through which lower‑value transactions that raise substantive competition concerns may continue to be reviewed. In this context, raising the mandatory notification thresholds is expected to place greater practical importance on the CCPC’s call‑in powers as a key safeguard within the Irish merger control framework.
Practical implications for businesses
If implemented, the proposed changes would significantly reduce the number of transactions subject to mandatory merger notification in Ireland, with the potential to shorten deal timetables and lower transaction costs for many acquisitions. However, the changes would not eliminate the need for competition law assessment at the deal‑planning stage. The CCPC’s statutory call‑in power means that transactions falling below the revised thresholds may still be reviewed where they give rise to potential competition concerns. Businesses should therefore continue to assess Irish competition risk carefully, even where formal notification is not required and factor call‑in risk into their overall transaction strategy.
For further information, please contact a member of the Competition and Regulated Markets team.
[1] Section 18A(1)(c), Competition Act 2002 (as amended).
