The Australian Senate passed the Treasury Laws Amendment (Mergers and Acquisitions Reform) Bill 2024 on 28 November 2024. The Treasurer and the Assistant Minister for Competition described the reforms as the largest shakeup of Australia's merger settings in half a century, delivering a regime that is faster, stronger, simpler, more targeted and more transparent. The Australia merger reform replaces the current voluntary system with mandatory notification for mergers above certain thresholds, with the Australian Competition and Consumer Commission (ACCC) as the decision maker on approvals.
The new system will take effect from 1 January 2026, and businesses will be able to make voluntary notifications under the new regime from 1 July 2025.
The proposed thresholds
When the Bill was introduced in October 2024, the government set out three key thresholds:
- combined Australian turnover above $200 million, where the target business or assets have Australian turnover above $50 million or the global transaction value exceeds $250 million;
- an acquirer with Australian turnover above $500 million buying a business or assets with Australian turnover above $10 million;
- for serial acquisitions, combined Australian turnover above $200 million where cumulative turnover from acquisitions in the same or substitutable goods or services over three years is at least $50 million, or $10 million if a very large business is involved.
The thresholds will be reviewed 12 months after they take effect. The legislation also lets the Treasurer adjust thresholds in response to concerns about high-risk mergers, and the government said it intends to use this power to ensure the ACCC is notified of every supermarket merger. Certain residential property development and commercial land acquisitions will be excluded unless caught by targeted requirements.
What it means for dealmakers
For domestic and international buyers, the Australia merger reform turns ACCC clearance from a strategic choice into a legal requirement for deals above the thresholds, with the ACCC deciding on approval. Transactions expected to sign in 2025 and complete after 1 January 2026 will need timetables and conditions precedent that reflect the new regime, and acquisitive groups will need to track cumulative acquisitions for the serial acquisition test. The voluntary window from 1 July 2025 offers an early route into the new process.
