Merger control outlook: what 2026 means for NI deals

A look back at the most consequential trends in competition law over the past year and a look forward to what dealmakers can expect in 2026.

CMA’s focus on growth and the impact of political dynamics

The Competition and Markets Authority (the CMA) has published its draft annual plan, indicating a year of increased focus on consumer protection. This follows the phased introduction of the Digital Markets, Competition and Consumers Act (the DMCC Act). In April, the CMA’s new consumer enforcement powers under the DMCC Act came into effect and they launched a major consumer protection drive on online pricing practises by opening investigations into eight businesses and sending advisory letters to100 firms.

On 20 January 2026, the UK Department for Business and Trade published a consultation paper (the Consultation), “Refining our competition regime” which proposed targeted legislative reforms to the UK competition framework. The Consultation has proposed changes to the CMA’s decision-making process, including abolishing the independent panel of decision-makers in Phase 2 merger and markets cases and bringing decision-making more directly under the control of the CMA board. Such proposed changes align with the UK Government’s “Growth Agenda”.

The Consultation also proposes modernising measures to reflect the digital economy, including giving the CMA stronger powers to investigate the use of algorithms in its competition and consumer protection work. The government is also considering a broader formal role for the Secretary of State in CMA guidance. Together, these changes aim to strengthen confidence in the UK as a place to do business and ensure that competition and consumer protection remain effective.

Labour markets have been a major CMA focus and in September 2025, it published Competing for Talent, highlighting three employment‑related risks: no poach agreements, wage fixing and the exchange of sensitive information. The CMA backed this with enforcement action, fining BT, IMG, ITV and the BBC £4.2m  in March for sharing freelance pay rates in sports broadcasting. This focussed interest in the labour markets is expected to continue through 2026.

Merger control shake up

In 2025, after the UK Government’s pro‑growth Strategic Steer, the CMA introduced a new Mergers Charter and its 4Ps framework: pace, predictability, proportionality and process, with a view to drive a more streamlined and business aligned merger control approach. The Consultation retains the CMA’s “material influence” and “share of supply” tests. Despite speculation that these tests would be removed from the UK merger regime, the Consultation does not propose this, meaning the CMA continues to have broad jurisdiction to review mergers.

The Consultation also proposes greater flexibility at Phase 1 by extending the CMA’s period for considering remedies after a substantially lessening competition (SLC) decision from ten to 20 working days, while keeping the requirement to submit proposals by working day five, with a possible five-day discretionary extension. The aim is to allow more cases to be resolved without moving to Phase 2. The government also proposes merging market studies and market investigations into a single process based on one test of “adverse effect on consumers,” with the aim of shortening review timelines.

In late 2025, the CMA updated its remedies guidance to streamline processes, protect merger efficiencies and clarify its approach, notably confirming that behavioural remedies can be accepted more widely, including at Phase 1, where they are sufficiently clear cut. Building on this, the government proposes further reforms in 2026, including placing the CMA’s default use of sunset clauses on a statutory footing and requiring all market remedies to be reviewed at least once every ten years, to ensure obligations do not remain in place longer than necessary.

National security and investment regime in motion

In July to October 2025, the UK Government consulted on changes to the 17  sensitive sectors that require mandatory notification under the National Security and Investment regime. The proposals included creating new standalone sectors for Water, Semiconductors and Critical Minerals, reflecting their growing strategic importance. The Consultation also considered updates to several existing sensitive sectors to better align the regime with current technological and national security priorities. The finalised sector definitions may be confirmed during 2026 and could reshape which transactions fall within the mandatory notification requirement. The Government is also expected to publish further details on new exemptions from the regime, including exemptions for certain internal reorganisations. Additional exemptions are being developed for the appointment of liquidators, special administrators and official receivers. These proposed changes are expected to ease the compliance burden for businesses active in one or more NSI sensitive sectors, especially for routine transactions that do not raise security concerns.

Summary

2026 could be the year we gain clarity on CMA policies and priorities. The government’s recent proposed reforms continue to build on the broader move toward a more streamlined and growth focused competition regime. Many of the measures will be welcomed by businesses, however, some proposals, including the removal of the independent panel for Phase 2 merger and market decisions and the limited substantive change to the key jurisdictional tests, are likely to attract mixed views. As with many of the developments highlighted in 2025, the direction of travel is clear, but the final shape of the regime is still uncertain. With the Consultation open until 31 March 2026 and legislative change expected to take time, the coming year will play an important role in determining how far these reforms reshape the competition landscape.

For more information, please contact Miceala Diver, Partner, Kathy Regan, Senior Associate, Aimee Fullen, Solicitor or your usual EU, Competition & Procurement Belfast contact. 

Date published: 3 February 2026