Telecoms, data and payments transactions, M&A, JVs, SHAs, network-sharing, SaaS
In short: the Secretary of State may give a public interest intervention notice (a notice bringing grounds other than competition into a merger decision) on a public interest ground that is not yet in section 58 of the Enterprise Act 2002, and must then act to add that ground by order while the deal is…
In short: The CMA merger counterfactual in nexfibre/Substantial is, provisionally, a purchase of Substantial by CityFibre, the rival bidder in the 2025 sale process, followed by a sale of its retail businesses. Measured against that, the CMA provisionally found on 2 October 2026 that the deal may be expected to lessen competition substantially in wholesale…
In short: transferred loss remains a narrow exception to the rule that a contracting party recovers only its own loss. In Forthwell v Pontegadea [2026] UKSC 33, decided on 17 September 2026, the Supreme Court rejected a general route for group company losses while leaving the separate performance-interest argument open. By Rob Bratby, Managing Partner,…
In short: The Epiris Gamma Communications offer is conditional on antitrust clearance in Germany and Austria, and on foreign investment and sector clearances in Australia, Germany, Spain, the Netherlands and the United Kingdom. The UK condition is the National Security and Investment Act 2021. No UK competition clearance condition appears, because the Enterprise Act 2002…
In short: section 60A Competition Act 1998 obliges a UK court, the CMA and the concurrent regulators to have regard to European Commission statements made before Brexit implementation period (IP) completion day (31 December 2020) and not subsequently withdrawn. At paragraph 246 of its Guidelines of 3 September 2026 the Commission withdrew its prior 2009…
In short: The NSI Act annual report 2025-26, published 14 July 2026, shows national security screening still concentrated in defence, government supply and dual-use activity, with data infrastructure the one commercial-technology sector to feature heavily: it drew three of the nine final orders. Notifications rose 15% to 1,324, with 60 call-in notices in total. Digital-infrastructure…
![Section 172 good faith: Saxon Woods v Costa [2026] UKSC 21, Supreme Court judgment of 14 July 2026](https://bratby.law/wp-content/uploads/2026/07/section-172-good-faith-saxon-woods-header-768x402.png)
In short: in Saxon Woods v Costa [2026] UKSC 21, the Supreme Court held that section 172 good faith governs a director’s conduct as well as honest belief. A director may challenge the board’s strategy but may not secretly frustrate it. The ruling has practical implications for nominee directors, joint ventures and industry-owned companies. By…
In short: nexfibre and Substantial Group used a CMA fast-track Phase 2 reference to skip a standalone Phase 1 decision on their £2 billion fibre merger entirely. The CMA accepted the request under section 34ZD of the Enterprise Act 2002 on 1 July 2026, and section 33(1A) then made referral mandatory. The statutory deadline is…
In short: On 25 June 2026 the European Commission told Amazon and Microsoft that it provisionally regards AWS and Azure as gatekeepers under the Digital Markets Act. That preliminary view is the first move towards DMA cloud gatekeeper designation of a cloud service. The UK looked at the same two firms and chose a lighter…
In short: The Microsoft SMS investigation is the CMA’s inquiry into whether Microsoft has strategic market status in business software. Launched on 14 May 2026 under the Digital Markets, Competition and Consumers Act 2024, it covers Office, Windows, Windows Server, SQL Server and security software. The invitation to comment closed on 4 June 2026 and…
In short: Google search conduct requirements are the CMA’s first behavioural rules on Google’s search business. On 17 June 2026 the CMA imposed Fair Ranking and Data Portability requirements under the Digital Markets, Competition and Consumers Act 2024 strategic market status regime. Google has six and three months respectively to comply. By Rob Bratby, Managing…
In short: geographic market definition CMA practice asks where customers would switch if a hypothetical monopolist raised price by 5 to 10 per cent. The CMA’s 21 May 2026 Welltower decision found competition concerns in 30 local catchment areas. The CMA reaches the finding through postcode-level overlap mapping and drive-time isochrone analysis, a methodology that…