At 12:00 a.m. on November 17, 2026, the suspensive (pre-closing) regime provided for in Article 9 of Law 27,442 will take effect, such that any merger to be implemented after that date must be notified and authorized prior to its completion. Until that date, the current transitional, non-suspensive regime under Article 84 (post-closing) will apply, which allows for notification either before closing or within the week following closing. This raised the question of whether a merger entered into before November 17 but closing after that date would be subject to the suspensive regime.

The Tribunal established that the applicable control regime is determined by the date of notification. Consequently, transactions notified prior to 12:00 a.m. on November 17, 2026, will be subject to the post-closing regime under Article 84, even if their closing takes place after that date.

This rule applies in both directions, such that a transaction for which an agreement was entered into before November 17 will be subject to the suspensive regime if it is notified after that date.

In order for the post-closing regime to apply, a notification filed before November 17 must be supported by a legally binding agreement between the notifying parties that establishes the obligation to implement the transaction on the terms notified. Letters of intent, memoranda of understanding, term sheets, and non-binding offers—regardless of their designation—do not satisfy this requirement.

Finally, the application of the non-suspensive regime in the aforementioned cases does not constitute any ruling on the competitive effects of the transaction nor does it establish any legal situation that would prevent the Tribunal from exercising its powers; therefore, the completion of the transaction before the authority issues a ruling will be at the sole risk of the notifying parties.

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