Facts
- The case concerned a merger involving bus services in South Yorkshire.
- The Monopolies and Mergers Commission (MMC) reviewed the merger under the Fair Trading Act 1973, which covers mergers affecting a "substantial part of the United Kingdom."
- South Yorkshire, despite being small in land area, was a key market for bus operations due to the concentration of bus routes and their impact on local transportation.
- The MMC asserted that South Yorkshire represented a "substantial part" of the UK for the relevant market.
- The House of Lords was called upon to interpret whether the MMC’s intervention was valid given the area's small geographic size.
Issues
- Whether "substantial part of the United Kingdom" in the Fair Trading Act 1973 should be interpreted by reference to economic significance or solely by geographic and population size.
- Whether the MMC could lawfully intervene in a merger situated in a geographically small but economically significant area.
- What factors should determine the boundaries of the relevant market in merger reviews.
Decision
- The House of Lords ruled that "substantial part" concerns the economic importance of the area, not its land area or population.
- It held that a smaller region could qualify as a "substantial part" if it has significant economic activity, while a physically larger area might not if it lacks such importance.
- The Court upheld the MMC’s authority to review and intervene in mergers where the affected area, though small, plays a significant economic role in the relevant market.
Legal Principles
- "Substantial part of the United Kingdom" under the Fair Trading Act 1973 is determined by the significance of the area in economic terms, not by size or population alone.
- The "economic function" test requires authorities to assess the merger’s impact on competition, considering factors such as volume of trade, role in the national sector, and local business presence.
- Defining a relevant market may involve geographic, product, or service boundaries, always focusing on economic activity and competition risks rather than mere physical dimensions.
Conclusion
The House of Lords in R v Monopolies and Mergers Commission, Ex parte South Yorkshire Transport Ltd established that the assessment of a "substantial part" for UK merger reviews is based on economic significance and function rather than physical size, providing enduring guidance for competition law and regulatory authorities.