Merger Control 2026 Comparisons

The Federal Competition Act (Ley Federal de Competencia Económica, or FCA) is the key piece of merger control legislation. The FCA is supplemented by the Regulations (Disposiciones Regulatorias) issued by the National Antitrust Commission (Comisión Nacional Antimonopolio, or CNA). Additionally, the CNA has issued formal guidance (Guía para la de Notificación de Concentraciones) on merger control thresholds, procedures and criteria.

The Foreign Investment Act (Ley de Inversión Extranjera, or FIA) and its Regulations set forth the limited list of industries which are either reserved only for Mexican investors or in which foreign investment is limited to a minority interest. The FIA also establishes certain restrictions upon foreign ownership of real estate in coastal and border zones and, importantly, that the acquisition by foreign investors of interests greater than 49% in Mexican companies whose assets exceed a certain monetary threshold requires the prior authorisation of the Foreign Investments Commission (Comisión Nacional de Inversiones Extranjeras, or CNIE). This monetary threshold is fixed annually by the CNIE.

Additionally, sector-specific statutes (eg, financial sector laws) may impose additional requirements upon foreign transactions or investments.

Since 2025, the National Antitrust Commission (Comisión Nacional Antimonopolio, or CNA) has been the sole authority responsible for the enforcement of merger control. Between 2013 and 2025, the Federal Telecommunications Institute (Instituto Federal de Telecomunicaciones) had merger control jurisdiction over concentrations in the telecommunications and broadcast industries.

Reportable transactions (ie, those that exceed at least one of the jurisdictional thresholds set forth in 2.5 Jurisdictional Thresholds) are subject to a mandatory filing. Transactions that are not mandatorily reportable may nevertheless be notified to the CNA under a voluntary filing.

Exempted Transactions

The following transactions are exempted from the need for prior CNA clearance even if they exceed the jurisdictional thresholds set forth in 2.5 Jurisdictional Thresholds. Under Mexican law, exemptions are narrow and not general in nature. Accordingly, to be exempted, transactions must exactly meet the criteria (as applicable) set forth below:

• Corporate restructurings:Restructurings where all the parties to the restructuring are under common control or otherwise form a part of the same economic group and no third party participates in such restructuring;
• Controlling interests: Increases in ownership in already controlled entities, provided that control has vested in the acquirer since the incorporation of the relevant entity or since the CNA approved the acquisition of such control;
• Trusts: Transfers of assets to trusts for security, management or other purposes, provided that the actual intent is not to dispose of the relevant asset (or the control thereof);
• Mexican investment funds: Purely passive investments in equity instruments made by variable income investment funds regulated under the Investment Funds Act (Ley de Fondos de Inversión); and
• Publicly traded issuers: Acquisitions of stock of publicly traded corporations below 10% that do not vest the right to appoint board members or officers of the issuer or otherwise give control or influence over the main policies of the issuer.

It is worth noting that two exemptions that had been in the FCA for several years were repealed in 2025, namely: (i) foreign transactions where the relevant target has no assets or subsidiaries in Mexico; and (ii) acquisitions by investment funds the purpose of which is solely speculative. Accordingly, to the extent that one of the jurisdictional thresholds set forth in 2.5 Jurisdictional Thresholds is exceeded, these transactions are reportable.

Voluntary Filings

While voluntary filings are not common, certain collaboration agreements between competitors have been notified to the agencies voluntarily in order to obtain clearance and thus mitigate the risk that such arrangements could be later investigated as cartels (under the FCA, there is no mechanism to obtain a no-action letter from the CNA). Among others, purchasing groups and airline code-sharing arrangements have been cleared by the agencies following a voluntary filing.

The CNA may impose fines of up to 8% of an undertaking’s taxable income in Mexico in the case of failure to secure clearance of a reportable transaction prior to its closing. In addition to these fines, the CNA retains the ability to order the unwinding of transactions to the extent that it determines that those transactions create competition concerns.

In practice, this provision has been consistently applied, and several agents have been fined, especially in the past few years, not only for failing to report a transaction altogether but also in cases where the CNA has taken the position that the parties closed a transaction which is different to the one notified to and cleared by it.

Among others, recent fines have been imposed for: (i) closing with purchasers different to those described in the filing, even if pertaining to the same economic interest group; (ii) including a non-compete obligation that was not originally disclosed in the filing; and (iii) executing steps of a series of transactions prior to closing.

These fines are made public and have ranged from a few tens of thousands to hundreds of thousands of US dollars. The actual amount of each fine is usually set based on the time lapsed between closing and the date on which the CNA was made aware of the same, the concentration of the affected market and the market shares of the parties, and whether the failure to notify was voluntarily disclosed to the CNA or not, among other factors.

The subject matter of a merger control filing is a concentration, which is broadly defined in the FCA as any merger, acquisition or other action pursuant to which shares, interests, trusts, participations or any other assets (or control thereof) are acquired.

In addition to straightforward mergers and acquisitions, joint ventures, internal reorganisations and even capital subscriptions can qualify as concentrations and be subject to a filing requirement to the extent that thresholds are exceeded (and provided that the exemptions mentioned in 2.1 Notification are not applicable).

Interestingly, CNA guidance and precedent have expanded the concept of concentration to include certain arrangements where there is no transfer of assets, such as greenfield joint ventures, with respect to which the CNA has taken the position that if capital commitments exceed filing thresholds, such ventures may be reportable, and joint marketing agreements, which according to the CNA may be reportable if the parties to such an arrangement undertake to fund and co-ordinate marketing efforts.

Change-in-control transactions can give rise to a filing requirement to the extent that monetary thresholds are exceeded.

Neither the FCA nor its Regulations define “control”. However, CNA guidance makes reference to the definitions of control used in certain court precedents and the Securities Market Act, among others. Generally speaking, the CNA considers that control exists when a person meets one or more of the following criteria: the person (i) can impose, directly or indirectly, decisions in the shareholder meetings or equivalent body of a company; (ii) can appoint or remove the majority of the members of a company’s board of directors; (iii) holds rights which allow it to, directly or indirectly, vote more than 50% of the shares of a company; (iv) has the ability to determine, directly or indirectly, the management, strategy or main policies of a company, either through the ownership of stock, under contract or by any other means; or (v) has the capacity or the right to appoint high-level executives such as directors, managers, relevant executives or main representatives of a company.

Concentrations are subject to prior CNA approval in the event that at least one of the following statutory thresholds is met. Monetary values are calculated using the 2026 value of the daily Measuring and Update Unit (Unidad de Medida y Actualización, UMA), which is MXN117.31.

• The transaction (or series of transactions), regardless of the place of execution thereof, provides for a consideration payable for the Mexican portion of the transaction in excess of 16 million times the UMA (MXN1,876,960,000, or approximately USD108,182,000 at time of writing);
• The transaction (or series of transactions) results in the acquisition in Mexico of at least 30% of the total assets or capital stock of an economic agent whose total assets or sales in Mexico are in excess of 16 million times the UMA (MXN1,876,960,000, or approximately USD108,182,000); and
• The transaction (or series of transactions) results in the acquisition in Mexico of assets or capital stock in excess of 7.4 million times the UMA (MXN868,094,000, or approximately USD50,034,000), provided that the joint assets or annual sales in Mexico of the economic agents involved in the transaction (or series of transactions) amount to at least 40 million times the UMA (MXN4,692,400,000, or approximately USD270,455,000) or more.

These thresholds apply across all sectors and industries.

Jurisdictional thresholds are calculated as follows:

• Transaction value: In connection with the first threshold, the CNA considers the value or price paid by purchaser (including cash, assumption of liabilities, or any type of exchange of securities or swap of assets) for assets located in national territory. In its guidance, the CNA takes the position that for purely Mexican deals, total consideration paid by purchaser is the relevant figure whereas in cross-border deals, this threshold would only in principle apply to the extent that the parties specifically allocate (in the transaction documents, internal documents or otherwise) a specific portion of the total consideration to the Mexican assets.
• Value of assets: In assessing the value of the Mexican assets of target (second threshold), the CNA relies on the total assets line item of the most recent audited financial statements (or most current internal statements in lieu of audited financials). With respect to the value of the Mexican assets being concentrated (third threshold), the CNA will look at the higher of (i) commercial value (ie, price paid for such assets) and (ii) book value.
• Sales in Mexico: Sales originating in Mexico (second and third thresholds) are considered by the CNA to be those that have a material nexus with Mexico. These include sales made by Mexican companies, regardless of their destination, and sales made by foreign companies to customers located within the national territory.
• Capital stock: For purposes of the third threshold (capital stock being concentrated), the CNA will look at the capital stock line item in the financial statements of the acquired Mexican entities.
• Total assets/sales of the participants of a transaction: The second prong of the third threshold captures (i) total assets in Mexico of buyer and seller (including the target), even if the same have no connection with the industry in which the target operates, and (ii) sales originating in Mexico (see ‘Sales in Mexico’ above) of buyer and seller.

The second threshold focuses only on Mexican assets and sales of the entity whose shares are being acquired or that is selling assets. In the case of share deals this is quite straightforward, but in asset deals it is often warranted to run the Mexican assets and sales test both at the level of the entity that sells the relevant assets and at the level of the economic group to which it pertains.

In the case of the third threshold, as it looks at total assets and sales of the participants of a transaction, the Mexican assets and sales test is run on a group-wide basis.

Foreign-to-foreign transactions where no assets or subsidiaries in Mexico were involved were exempted from merger control until 2025. While the exemption no longer exists, a filing requirement would only be triggered to the extent that the target has assets, sales or capital stock in Mexico that exceed at least one of the aforementioned thresholds (or if the parties allocate a portion of the transaction value to Mexico and such value exceeds the first threshold).

The FCA does not feature a market share threshold.

As noted in 2.3 Types of Transactions, joint ventures are neither excluded from merger control nor subject to special rules, and would generally trigger a filing requirement if the contributions of the parties to a common vehicle, the underlying assets acquired by a party to the joint venture (weighed by its interest in the joint venture) or the aggregate commitments of the parties to the joint venture, among others, exceed the monetary thresholds set forth above.

The CNA can investigate transactions not reported to it even if they did not exceed jurisdictional thresholds. The statute of limitations to call-in below-the-radar transactions is three years after closing.

Mexico is a suspensive jurisdiction, and accordingly, closing (as a matter of law or de facto) of a reportable transaction cannot occur until clearance from the CNA has been obtained.

As mentioned in 2.2 Failure to Notify, the CNA may impose fines of up to 8% of an undertaking’s taxable income in Mexico in the case of failure to secure clearance of a reportable transaction prior to its closing.

The CNA has fined several economic agents that were parties to both domestic and cross-border transactions for, among other things: (i) closing an international transaction with a carve-out of the Mexican portion which, in the view of the CNA, failed to adequately segregate the Mexican operation; (ii) executing the initial steps of a series of transactions which were reportable as a whole, prior to securing CNA clearance; and (iii) granting to a financial investor the ability to control the business of the target through covenants.

There are no exceptions to the suspensive effect, and the CNA is not empowered under the FCA to provide a waiver of such effect.

The CNA is not allowed to authorise closing prior to clearing the transaction.

Carve-outs are neither prohibited nor regulated in Mexico. Accordingly, while theoretically possible, parties implementing them assume the risk that the carve-out is unsatisfactory to the agency. While this can be discussed with the agency’s staff, the CNA does not have clear statutory authority to approve such carve-outs and staff would generally limit themselves to providing general guidance on the thinking of the CNA but would likely not provide assurances even informally.

In at least one precedent, the predecessor agencies of the CNA fined the parties to a global transaction for gun jumping as they took the position that the carve-out implemented by those parties failed to adequately segregate the Mexican operation.

There is no deadline for making a merger control filing. The only mandatory requirement is that a filing be made before the reportable transaction takes effect.

It is not required to have a binding agreement to make a filing. A draft of the relevant transaction document or even a term sheet could suffice to meet the statutory requirement. Having said that, there are a couple of nuances that the parties should bear in mind before making a filing before a binding or final agreement is reached:

• The actual executed final transaction document will have to be provided to the CNA after closing to evidence that the transaction has closed. To the extent that the CNA considers that the final document and the draft it reviewed for clearance purposes are materially different (usually, because there is a change in the parties thereto, the perimeter of the transaction, or the non-compete or non-solicitation obligations), it could fine the parties as noted in 2.2 Failure to Notify (for closing a transaction different to the one cleared by the CNA); and
• Once the CNA confirms that the parties have satisfied its information requests, the filing is deemed “closed” and no material changes can be made thereafter. Accordingly, to the extent that there are changes in the parties to the transaction, the perimeter thereof, or the non-compete or non-solicitation obligations, a new filing would likely be required.

Filing fees apply to any filing, whether mandatory or voluntary. Until 2025, filing fees were fixed annually by Congress in the Federal Duties Act (Ley Federal de Derechos).

On 19 December 2025, the CNA passed a resolution (the “Order”) setting the merger control filing fees applicable from such date. The Order abandons the fixed fee and transitions to a ladder of fees that are now determined based on a metric called the Maximum Estimated Value of the Transaction in Mexico (valor máximo estimado de la operación en México, or MEV).

Based on the MEV, filing fees are divided into five tiers and range from approximately USD50,000 (excluding VAT, which applies to the filing fee) in the lower range, to approximately USD335,000 (excluding VAT), in the upper range.

Determining the MEV is not straightforward. Under the Order, applicants must calculate the MEV using the highest value among several variables set forth in the Order and CNA guidance, including, among others: (i) consideration actually paid; (ii) value of assets actually acquired; and (iii) acquired share capital. As part of the filing, the parties must make a determination of the filing fee and attach evidence of payment thereof. The CNA, in turn, can require that the parties make a supplemental payment per the fee ladder contained in the Order if it determines that the MEV is higher than that considered by parties. In this case, supplemental payment would typically be required before the CNA clears a transaction. Conversely, if the parties consider a higher MEV and pay a higher filing fee than they should have, they are not entitled to a reimbursement.

The FCA requires that all parties to a relevant transaction make the filing. While this is generally limited to buyer and seller, the CNA usually requires that all parties to the transaction agreement join the application. In practice, this could result in parent entities, target entities, guarantors and minority sellers (often times, several individuals) having to either sign the application or grant a power of attorney to be represented in the proceedings.

Generally speaking, per the FCA and CNA practice, all parties making a filing must provide a notarised and apostilled power of attorney (except for individuals signing the application themselves), together with a certified Spanish translation thereof.

The applicants, along the same lines, must file, together with the application, copies of their organisational documents and most recent financial statements (in all cases, together with certified Spanish translations thereof). Equal corporate and financial information is required from all entities involved in the transaction (usually the target and its subsidiaries and the relevant subsidiaries of the applicants). The applicants are also required to provide documentation, to the extent available, which sets forth the rationale of the transaction from their perspective.

The application itself must be filed in Spanish and include a description of the parties (including their shareholding structures), the transaction, and the target and its business. Also, a proposed relevant market should be described and market information (participants, market shares, market structure and dynamics, among other things) provided.

As the burden to make a complete filing is placed on the applicants, there is no fine for submitting incomplete information. Having said that, an incomplete filing may result in the dismissal thereof, although applications are rarely dismissed and parties are usually given the opportunity to supplement and complete the information through requests for information (RFIs).

Providing inaccurate or misleading information, on the other hand, may result in fines should the CNA take the position that the parties closed a transaction different to the one approved by it. Correspondingly, transactions cleared by the CNA cannot be challenged thereafter, unless the same were approved on the basis of incomplete or misleading information.

Supplying false information to the CNA is a felony and can result in criminal charges to the applicants and even their representatives.

Differently from other jurisdictions, merger control proceedings before the CNA are not divided into phases.

Once a filing is made, the CNA usually (in the vast majority of cases) makes an RFI within ten business days, based on the information contained in and attached to the application. Such requests are customary and not an indication that a more in-depth analysis is warranted. These RFIs, however, can be lengthy, and the timeframe to respond to the same is relatively short. Most matters are cleared after the parties satisfy the requests contained in the RFI and any follow-on questions from staff.

To the extent that staff are not satisfied after the responses to the RFI have been delivered, the CNA has the statutory powers to issue a second RFI, which is generally broader and more focused on market information. It may also conduct a market test and request information from third parties. A second RFI and/or requests to third parties are indications that staff have identified competition concerns which will need to be addressed before the matter can be cleared.

If, after the aforementioned proceedings, staff still believe there are competition concerns, they will notify such concerns to the applicants, who can, in turn, propose remedies to address them. With such remedies or in the absence thereof, staff will issue a recommendation to the Board of Commissioners, which will decide the matter.

Under the FCA, the CNA must issue a decision within 30 business days (extendable in complex cases for an additional 20 business days) after staff confirm that all information requests have been satisfied. Because the CNA controls the date on which the clock actually starts ticking, the maximum statutory timeframe has limited value. It should be noted, however, that if the CNA fails to enter a decision within such timeframe, it is constructively deemed that it does not object to the notified transaction.

In practice, filings with no overlaps and that do not raise competition concerns are usually cleared within eight to 12 weeks after an application is submitted; filings with moderate overlaps or non-critical concerns are usually cleared within four to six months; and filings where significant overlaps or competition concerns exist can take anywhere between six and 12 months (and even more in cases where remedies are offered) before a decision is rendered.

The parties are free to engage in discussions with the agencies but, other than giving guidance on specific questions, staff will likely only engage in substantive discussions until after a filing is made. Accordingly, courtesy meetings are customary but not pre-notification discussions.

RFIs have steadily grown in length and complexity in Mexico over the past few years.

Parties to a filing in Mexico almost always (north of 90% of the time) receive an RFI.

Most filings will only require standard information (organisational documents, financial information) and a customary back and forth with staff to answer questions and provide clarification on the information submitted with the application. On average, however, a quarter of all applicants will receive a second RFI, the scope and length of which are usually broader and longer than the first one.

Because the FCA features a maximum timeframe within which the competition authority must render a decision in merger control cases, which only starts after a filing has been perfected (ie, all RFIs have been satisfied and the agency has granted formal acceptance of the filing), responding to RFIs usually takes quite some time as formal requests are customarily followed by informal requests (which staff view as clarifications of submitted information). This exercise usually forces the applicants to ask for extensions to allow staff to continue their review and avoid the risk of having the filing dismissed.

Under the FCA, a short-form filing (which could reduce the maximum decision time to 15 business days after the CNA accepts it) is available to the extent that it can be established that it is evident that the relevant transaction will not have an anti-competitive effect in the relevant market. Historically, however, the agencies have applied this threshold strictly. Thus, a short-form filing is generally only available when (i) the notified transaction does not result in overlapping (note that potential competitors may also be considered to overlap with the target) or (ii) the transaction’s only effect is to increase the ownership interest of a person who already owns a controlling interest in the target entity. To the extent that this cannot be established, a long-form notice is required.

Because there is a high risk that the CNA takes the position that the parties cannot meet the aforementioned standard and requires that a long-form filing be made, this abbreviated procedure has little practical use.

The substantive test applied by the CNA to determine whether a transaction should be approved or not is whether the resulting agent will have the ability to increase prices without being countered by competitors, whether because the transaction confers market power to the resulting agent (or increases the power it already had), because barriers to competition are created or strengthened by the transaction, or because access to essential facilities is limited by the transaction.

To assess the foregoing, the CNA defines one or more relevant markets pursuant to standard economic analysis tools and weighs the potential anti-competitive and pro-competitive effects of the transaction in such markets.

After having defined the relevant markets and the participants therein and their respective market shares, the CNA assesses the concentration of each relevant market. As in other jurisdictions, the CNA looks at the Herfindahl–Hirschman Index (HHI) prior to the transaction and after giving effect to the same.

While HHI is one among several factors that the CNA considers when reviewing a transaction, under CNA criteria a concentration is deemed to have low probabilities of foreclosing competition when it yields:

• an increase in HHI of less than 100;
• a post-transaction HHI of less than 2,000; or
• a post-transaction HHI between 2,000 and 2,500 provided that (a) the increase in HHI is between 100 and 150, and (b) the resulting entity is not among the top four players (per market shares).

If none of the aforementioned criteria are met, a closer look at market structure and potential effects in the relevant and related markets is conducted.

The CNA does take into consideration precedents from the USA and the European Commission, especially when a particular market has not been analysed by it.

The starting point of the analysis of competition concerns is market concentration and thus whether the transaction could grant or strengthen market power. The CNA, however, also looks into whether the proposed transaction could facilitate co-ordinated effects (collusion), especially in already concentrated markets.

Depending on the industries and markets concerned, the CNA also looks at other concerns such as vertical effects and portfolio effects. Recently, the CNA has been especially focused on potential overlaps or effects not only at the level of the parties but also above them, and thus requesting extensive disclosure of shareholders and investors (typically, investors owning a 5% or greater ordinary interest or a 20% or greater passive interest) and their respective investments in Mexico (especially in the relevant and related markets).

While the CNA is statutorily required to look into efficiencies and weigh the same against potential anti-competitive effects, the CNA holds efficiencies to a high standard of proof and only considers those that can actually be demonstrated by the parties. Theoretical efficiencies as well as intra-firm efficiencies rarely carry weight in the CNA’s analysis.

The CNA does not have statutory authority to consider any issue beyond competition. As the CNA is now a body within the Ministry of Economy (although it technically has autonomy), it could be the case that its practice and precedents move in the direction of considering other factors such as employment or economic policy, among others, but at time of writing there is no clear indication in that regard.

There is no special consideration for joint ventures, as noted above. Having said that, as the CNA is required to look into potential facilitation of co-ordination, the review of joint ventures usually includes a special focus on the nature of the parties thereto and whether there could be co-ordination or vertical issues between them in the relevant market or even outside of the scope of the joint venture.

While the CNA can object to a transaction, it is not common that it does and it would usually accept remedies to address the competition concerns it finds.

In the few cases where the CNA has prohibited a transaction from going through, it has grounded its decision on the bases that the proposed transaction would allow the resulting entity to increase prices or exclude competitors and that the remedies proposed by the parties did not adequately address its concerns.

The proceedings before the CNA allow the parties ample opportunity to propose and negotiate remedies. Generally speaking, the CNA favours fix-it-first remedies, which usually take the form of a pre-closing divestiture or the exclusion (in Mexico) of a certain product or portion of business from the perimeter of the proposed transaction.

Post-closing divestitures are challenging for the CNA as it would have to devote meaningful resources to verifying compliance and, potentially, manage litigation in connection therewith. Accordingly, the CNA does not favour this approach.

A similar comment can be made with respect to behavioural remedies; these require verification mechanisms that place additional burdens on the CNA. Behavioural remedies that can be implemented prior to closing are usually effective (ie, stepping down from a board, waiving an exclusivity clause, etc), whereas post-closing remedies (ie, not entering into certain arrangements, providing non-discriminatory access to facilities, etc) are more challenging.

The legal standard of remedies is only that they adequately address the competition concerns identified by the CNA. Accordingly, no remedies beyond competition matters have either been imposed or accepted by the CNA.

As stated in 5.2 Parties’ Ability to Negotiate Remedies, remedies must adequately address the competition concerns identified by the CNA.

Remedies can be proposed at any time during the process. While not common, the parties may elect to offer remedies from the outset (for instance, in global transactions where a remedy has already been offered in the primary jurisdiction).

Staff can opine on the remedies and provide guidance but cannot propose remedies themselves. Once the matter is turned over to the Board of Commissioners, it has the ability to accept the remedies as proposed, reject them and object to the transaction, or approve the transaction subject to the remedies that it deems appropriate. Usually, approval is conditioned on the prior written acceptance of such remedies by the parties.

If, however, the parties offer remedies after the filing has been perfected (ie, after any RFIs have been satisfied), the statutory clock to clear the matter restarts.

As noted in 5.2 Parties’ Ability to Negotiate Remedies, post-closing remedies are possible though not favoured by the CNA. To the extent that approval is granted subject to remedies and the parties accept such remedies but fail to comply with them, the CNA can impose fines of up to 12% of each agent’s taxable income in Mexico. In addition to these fines, the CNA retains the ability to order the unwinding of the transaction.

All merger control filings result in a final, formal and written order from the CNA (unless the parties withdraw such filing before the CNA reaches a decision). Public versions (with confidential information redacted) of all CNA decisions are publicly available on the CNA’s website.

The agencies have not required remedies on pure foreign-to-foreign deals, as remedies require that competition concerns in one or more Mexican relevant markets are evidenced.

As part of a filing, the parties are required to provide the full set of transaction documents, which often includes ancillary agreements. The CNA will review all such documents, but its clearance will be limited to the transaction as notified.

While CNA decisions explicitly note that clearance of notified transactions does not limit its ability to investigate anti-competitive conduct, it would be debatable whether an ancillary arrangement provided as part of a filing could later trigger a CNA investigation.

Third parties do not have standing and are not formally made part of the merger control proceedings. Having said that, competitors, clients and other interested parties that become aware of a transaction are free to submit briefs and evidence to the CNA and even request a hearing with the Board of Commissioners.

While the CNA must consider the information provided by such third parties, they are not considered part of the proceedings and have no right under the FCA to access the file, be notified of the decision or appeal the same.

The CNA contacts third parties regularly as part of its review process. Such contacts usually take the form of written questionnaires or informal conversations. Remedies are not usually discussed with third parties, although there have been cases where the remedies imposed by the CNA were the result of pleadings from third parties.

The contents of a filing are not made public until a version of the decision is made publicly available. However, the CNA website will usually state that certain applicants have made a filing before it. In special cases (eg, publicly traded companies), the CNA has accepted confidential treatment requests and has excluded the names of the applicants even from its website, until a decision was made or confidentiality was waived by the parties.

As to information submitted as part of the filing, the parties can request that the information provided to the CNA be classified as confidential, provided that they ground such request in law (ie, personal data, commercial secrets, privileged information, etc).

It is common that on complex cross-border matters, CNA staff request a confidentiality waiver so that they can reach out to other agencies. Typically, these waivers are sought to contact the US agencies and the European Commission.

Only final decisions from the CNA can be challenged and only by petitioning for judicial review to the Federal Courts specialising in competition, telecommunications and broadcast matters.

The parties can petition for judicial review within 15 business days after being notified of the CNA’s decision. The timing for getting a decision from the courts usually takes several months, if not years (first-instance decisions can be appealed before Circuit Courts).

Courts have traditionally showed great deference to the CNA on economic matters. Most court precedents on merger control matters relate to formal questions, such as due process, timing for issuance of a decision, and fines relating to remedies. No objection to a merger has been successful in court.

As noted in 7.1 Third-Party Rights, third parties do not have standing in the CNA merger control process and therefore do not have appeal rights. To successfully petition a court and have a clearance decision reversed, a third party would in essence need to challenge the constitutionality of the FCA and persuade a court that the merger control proceedings should include third parties as formal interested parties.

The effect of such a claim would be to reverse clearance and remand so that the CNA can take into consideration the arguments of the third party and then issue a decision. In the larger scheme of things, however, this would set a precedent that would change the nature of merger control as set forth in the FCA.

As noted in 1.2 Legislation Relating to Particular Sectors, the FIA establishes that the acquisition by foreign investors of interests greater than 49% in Mexican companies whose assets exceed a certain monetary threshold fixed annually by the CNIE requires the prior authorisation of the CNIE.