Date of Publication: 30 September 2026
The Philippine Competition Commission (PCC) has reinstated the 30-day period for the compulsory notification of mergers and acquisitions through PCC Memorandum Circular No. 26-004 (MC 26-004), as approved under Commission Resolution No. 12-2026.
The new circular restores a definite filing period that was suspended under interim COVID-19 pandemic rules, which waived the 30-day notification requirement.
Under MC 26-004, parties to transactions subject to compulsory notification whose Definitive Agreements are signed on or after the effectivity of the circular must file their Notification Forms with the PCC within 30 calendar days from signing, in accordance with the PCC Rules on Merger Procedure. The applicable Size of Party and Size of Transaction thresholds are those in effect when the Definitive Agreement is executed.
The circular also establishes a transitional rule for transactions signed before its effectivity. Parties that executed their Definitive Agreements before MC 26-004 takes effect, but have not undertaken any act of consummation, are given 90 calendar days from the effectivity of the circular within which to notify the PCC.
This transitional period is particularly significant for transactions entered into while the previous waiver of the 30-day filing period was in place. Parties to such transactions should determine whether their agreements remain unconsummated and, if the applicable notification thresholds are met, identify the corresponding 90-day filing deadline.
Expedited Merger Review Remains Suspended
MC 26-004 also provides that the PCC Rules on Expedited Merger Review remain suspended while the Commission revisits the existing rules and guidelines.
The expedited procedure was designed for qualifying transactions unlikely to raise significant competition concerns and provided for an abridged review period. While the suspension remains in place, transaction parties should factor the ordinary merger-review process and its potential timing into their transaction documents and closing timetable.
What Transaction Parties Should Do
Parties to transactions that may meet the PCC’s compulsory notification thresholds should review their transaction timetable in light of MC 26-004. In particular, they should:
• determine whether the Definitive Agreement was signed before or after the effectivity of MC 26-004 and calculate the applicable filing deadline;
• for agreements signed before effectivity, confirm whether any act of consummation has already occurred;
• assess the applicable Size of Party and Size of Transaction thresholds as of the date the Definitive Agreement was executed;
• preserve appropriate no-consummation or standstill provisions pending PCC clearance where notification is required;
• factor the ordinary PCC review process into conditions precedent, long-stop dates, financing arrangements, and closing timetables; and
• begin preparing notification materials early, particularly transaction documents, ownership and organizational information, transaction rationale, and relevant market information.
MC 26-004 takes effect on 03 October 2026.