Jersey Introduces Turnover-Based Merger Control Regime from 1 November 2026, Replacing Share of Supply Test
From 1 November 2026, Jersey replaced its existing merger control framework with a new regime based on an objective turnover test. Under the previous framework, the Jersey Competition Regulatory Authority (JCRA) applied a share of supply test to determine whether a transaction required notification. The new regime triggers a notification obligation where a merger or acquisition meets defined turnover thresholds, aligning Jersey's approach more closely with the model used in most major European jurisdictions. The change moves Jersey away from the share of supply model, which is also used by the UK's Competition and Markets Authority for its Phase 1 jurisdictional assessment (alongside a turnover test), towards a turnover-based trigger, though the JCRA retains a call-in power to review mergers that fall below the thresholds. Turnover tests are generally considered more objective and predictable for transacting parties because they can be calculated from financial statements rather than requiring a market-share analysis that may be contested. The reform is relevant to cross-border transactions with Jersey-domiciled entities, including the significant number of investment funds, holding companies, and financial services businesses incorporated or registered in Jersey that are involved in international M&A activity.
Why this matters
Jersey's adoption of a turnover-based merger notification test is a structural reform that will change the pre-deal planning process for transactions involving Jersey-incorporated entities, which are common in private equity, fund finance, and structured finance deal structures because of the jurisdiction's established legal and regulatory environment. The shift to an objective numerical threshold reduces uncertainty for deal teams because it eliminates the need to conduct a market-share analysis to determine whether JCRA notification is required. The timing, effective from 1 November 2026, means the new regime applies immediately to live transactions.
On the Ground
Competition lawyers advising on cross-border transactions involving Jersey entities will need to update their merger control jurisdiction screening processes to apply the new turnover-based thresholds rather than the former share of supply analysis. Corporate lawyers and private equity practitioners should ensure that deal timetables for Jersey-connected transactions account for any JCRA filing requirements under the new regime. A trainee on a cross-border M&A matter with a Jersey element would assist with regulatory notification drafting, updating the CP checklist to include the JCRA filing, and preparing a jurisdiction screening memo comparing the new Jersey test against the filing thresholds in other relevant jurisdictions.
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“Jersey has replaced its share of supply merger notification test with a turnover-based test from 1 November 2026. What is the practical difference between the two approaches, and why does it matter for cross-border private equity transactions?”
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