On 23 June 2026, the European Competition Network ("ECN") endorsed merger call-in mechanisms as an effective tool for reviewing below-threshold deals, reflecting growing alignment among ECN competition authorities.

The ECN, comprising of the European Commission and the national competition authorities of all 27 EU Member States, issued a Joint Statement on the implementation of merger call-in mechanisms endorsing merger call-in mechanisms as an "appropriate, useful and effective tool to protect competition" in cases of below-threshold concentrations.

Call-in mechanisms enable competition authorities, under certain conditions, to review transactions that may harm actual or potential competition, despite otherwise falling outside the authorities' jurisdiction. Nine EU Member States have adopted call-in legislation: Bulgaria, Denmark, Hungary, Ireland, Italy, Latvia, Lithuania, Slovenia and Sweden; and additionally, Iceland and Norway; twelve further Member States are reportedly considering it: Belgium, Cyprus, Czechia, Finland, France, Greece, Luxembourg, Malta, the Netherlands, Portugal, Romania and Slovakia.

The gap the ECN seeks to address

The ECN statement refers to the widely discussed phenomenon that turnover-based notification thresholds cannot capture all competitively significant transactions, and concentrations that do not meet mandatory notification thresholds may have a significant impact on competition to the detriment of consumers and competitive market dynamics. In this context, the statement points to certain acquisitions of start-ups, roll-up strategies, mergers involving highly concentrated local markets, and concentrations in low-turnover industries.

The ECN's Joint Statement adds to this discussion a collective endorsement of call-in mechanisms by competition authorities of the ECN as one possible response to address this gap, with reference to experience in jurisdictions across the ECN members that have included such mechanisms into their national law which allowed interventions in relevant concentration cases. However, the supporting five examples are a relatively modest evidential base and there is no reference in the statement to how frequently call-in reviews have been opened and then closed without intervention, which would be relevant to assess relevance and proportionality.

What the statement says – and what it does not

While the statement explicitly says it does not want to imply that jurisdictions without call-in mechanism should introduce one, the statement points to a growing alignment between competition authorities across the ECN, culminating in them endorsing the call-in mechanism, and also sets out parameters for jurisdiction "who wish to introduce" call-in mechanisms:

• Material Scope. The ECN proposes that call-in powers should be limited to concentrations that would not be assessed under any other national notification threshold in force, but which prima facie could still lead to material anticompetitive effects in the relevant territory.  Moreover, the ECN recommends that to enhance legal certainty, national legislators additionally introduce local nexus criteria or supplementary thresholds based on turnover, transaction value or market share, as well as additional soft law instruments such as informal guidance, voluntary notification and/or the possibility to engage in consultations.
• Temporal Scope. The ECN proposes that the possibility to exercise a call-in mechanism should in principle be limited to a pre-defined period. The statement offers no minimum or maximum benchmark for that period, though the footnote references Italy's six-month post-closing window as one national example (another example with the identical temporal scope would be Bulgaria).

With the Material Scope, the ECN seems to suggest, call-in mechanisms would provide a proportionate balance between effective merger control enforcement, legal certainty and predictability, while alleviating the administrative burden for businesses and competition authorities. However, the statement is light on specifics. It does not define what constitutes a concentration that "could lead to material anticompetitive effects" for the purpose of triggering a call-in. It also does not propose any specific guardrails for any supplementary criteria or thresholds recommended; likewise, it is unclear if national legislators will introduce supplementary soft law instruments. Moreover, the statement does not propose a harmonised Temporal Scope or procedural safeguards.

For businesses, this means that the legal landscape regarding call-in powers and supplementary solutions across the EEA will remain fragmented and therefore concerns around undermined predictability and legal certainty may outweigh any effective merger control enforcement.

Implications for businesses and parties to multi-jurisdictional transactions

The Joint Statement does not create new legal obligations. Its practical significance lies in the political signal it sends to national legislators. While saying it does not do so, the ECN appears to actively encourage the adoption of call-in powers by national legislators and the twelve Member States currently considering doing so are likely to regard the statement as validation for them moving forward. Nonetheless, the actual implementation of call-in mechanisms will depend on national legislators, not competition authorities represented by the ECN.

For Germany, for example, the recent draft 12th Amendment to the German Act against Restraints of Competition ("GWB") published by the German Federal Ministry for Economic Affairs and Energy suggests that the German legislator will likely not opt for a call-in mechanism. Rather, the draft intends to strengthen and expand the existing transaction value threshold by (i) extending it to acquisitions of target companies that are not yet or only marginally active in Germany but are expected to become significantly active in Germany in the near future (as relevant for innovative or fast-growing companies), and (ii) adding a "Phase 0" simplified procedure for transactions that are subject to merger control solely on the basis of the transaction value threshold, giving the Bundeskartellamt two weeks to decide whether a short-form notice submitted by the Parties suffices to clear the transaction or a full merger filing is required.

In the meantime, several practical points are worth noting for businesses:

• Considering a possible call-in. Portfolios of below-threshold acquisitions should be assessed against existing call-in regimes and considered in light of proposed call-in regimes in relevant jurisdictions, particularly in high-value, low-turnover industries and/or highly concentrated local markets as mentioned by the statement. While not  all jurisdictions will have call-in options, there is a trend visible to expand the geographic reach of the control of below-threshold merger over the next few years
• Fragmentation risk. Without a harmonised material and temporal scope, or procedural safeguards, parties to multi-jurisdictional transactions face asymmetric and unpredictable call-in exposure across the EEA. The ECN's soft recommendations on supplementary guardrails to ensure legal certainty will not resolve this unless consistently implemented across jurisdictions.
• Consultations and voluntary notification as risk management. Where competition authorities offer consultations or voluntary notification schemes, engaging early may reduce the risk of a post-closing call-in reviews, particularly for transactions in the categories the ECN explicitly flags (low-turnover industries, highly concentrated local markets, etc.).
• Integration planning. Parties to transactions in jurisdictions which have or soon might have call-in powers should factor potential post-closing review into their integration timelines.

Looking ahead

The ECN's Joint Statement reflects a deliberate shift in how competition authorities across the ECN frame below-threshold merger control – from an acknowledged gap to an emerging policy consensus. Whether that consensus translates into effective, predictable enforcement will depend on whether and how national legislators implement call-in powers in practice, and in particular whether they follow the ECN's recommendations on additional guardrails to support legal certainty or opt for broad discretionary regimes that maximise jurisdictional reach at the expense of predictability and legal certainty. Businesses and their advisers should monitor legislative developments in the twelve EU Member States currently considering call-in legislation and revisit their deal strategy frameworks accordingly.