Antitrust: premerger notification.

Existing law generally prohibits restraints on competition and authorizes the Attorney General to bring an action on behalf of the state or of any of its political subdivisions or public agencies, as specified. Existing federal law, the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (15 U.S.C. Sec. 18a) , before an acquisition of voting securities or assets, requires both parties to file notification of the acquisition and additional documentary material with the Federal Trade Commission and the federal Department of Justice, if, as a result of the acquisition, the acquiring person would hold voting securities or assets in excess of a specified value, except as specified. Existing federal law prohibits disclosure of the filed information, except as relevant to an administrative or judicial action or proceeding. This bill, the California Uniform Antitrust Premerger Notification Act, would require any person who is required to file a notification pursuant to the Hart-Scott-Rodino Antitrust Improvements Act of 1976 to additionally file a copy of the federal form with the Attorney General if the person has its principal place of business in this state or has annual net sales in this state of the goods or services involved in the transaction of at least 20% of the above-described filing threshold. The bill would also require the person to file or provide the additional documentary material required under federal law, as specified. The bill would prohibit the Attorney General from disclosing the filed information, as specified, and would authorize the Attorney General to impose a civil penalty for a violation of the filing requirement. The bill would provide that its provisions only apply to premerger notifications filed on or after January 1, 2027. Existing constitutional provisions require that a statute that limits the right of access to the meetings of public bodies or the writings of public officials and agencies be adopted with findings demonstrating the interest protected by the limitation and the need for protecting that interest. This bill would make legislative findings to that effect.