Library / PETROLEUM INDUSTRY ACT, NO. 6, 2021 MIDSTREAM AND DOWNSTREAM PETROLEUM PREVENTION OF ANTICOMPETITIVE PRACTICES AND BEHAVIOUR REGULATIONS, 2026 ARRANGEMENT OF REGULATIONS

PETROLEUM INDUSTRY ACT, NO. 6, 2021 MIDSTREAM AND DOWNSTREAM PETROLEUM PREVENTION OF ANTICOMPETITIVE PRACTICES AND BEHAVIOUR REGULATIONS, 2026 ARRANGEMENT OF REGULATIONS

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necessary to prevent serious and irreparable harm to competition, impose 
interim measures or hold-separate obligations on the parties to the transaction. 
(2) Hold-Separate Obligations 
The Authority may require the merging parties, by written order, to: 
(a) Maintain 
the 
operational, 
financial, 
and 
managerial 
independence of their respective businesses; 
(b) Refrain from integrating or coordinating any part of their 
operations, 
systems, 
marketing, 
pricing, 
procurement, 
or 
distribution channels; 
(c) Prohibit the exchange or access to any competitively sensitive or 
confidential business information, including pricing models, 
customer data, procurement strategies, and strategic plans; 
(d) Cease any joint decision-making or coordination of commercial 
conduct; 
(e) Maintain separate branding, communication, and public 
representation. 
(3) Purpose and Duration 
Such interim measures are intended to preserve the competitive status quo 
and prevent irreversible harm pending the Authority’s competition assessment. 
These measures shall remain in effect until: 
 
(a) 
The Authority issues a final decision approving or prohibiting the 
transaction; 
 
(b) 
The measures are modified or lifted by the Authority on 
application by the parties, with justification. 
(4) Monitoring and Compliance 
The Authority may appoint an independent monitor or require periodic reports 
from the parties to ensure compliance with interim measures. Non-compliance 
shall attract enforcement actions, including monetary penalties, injunctive 
relief, and potential rejection of the transaction. 
 
53. Decision of the Authority on the Review of Mergers, Acquisitions or Transfer 
of interest  
(1) Decision of the Authority 
Upon completion of the competition assessment of a notifiable merger, 
acquisition, or takeover transaction under this Regulation, the Authority shall 
issue a formal decision, which may be one of the following: 
(a) Unconditional Approval 
The Authority may approve the transaction without conditions where it 
determines that the proposed transaction is not likely to substantially prevent 
or lessen competition in any relevant petroleum market segment. 
(b) Conditional Approval (Remedial Clearance) 
Where the Authority finds that the transaction raises competition concerns but 
such concerns can be effectively addressed, it may approve the transaction 
subject to structural and/or behavioural conditions. These may include, but are 
not limited to: 
 
(i) 
Divestiture of specified assets, business units, or operational 
control;