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FTC RIN: 3084-AA91 Publication ID: Spring 2005 
Title: Premerger Notification Rules and Report Form 
Abstract: The Premerger Notification Rules (HSR Rules or rules) and the Antitrust Improvements Act Notification and Report Form (HSR Form) were adopted pursuant to section 7A of the Clayton Act. Section 7A requires firms of a certain size contemplating mergers or acquisitions of a specified size to file notification with the Federal Trade Commission (FTC) and the U.S. Department of Justice (DOJ) and to wait a designated period of time before consummating the transaction. It also requires the FTC, with the concurrence of the U.S. Assistant Attorney General for Antitrust, to promulgate rules requiring that notification be in a form and contain information necessary to enable the FTC and DOJ to determine whether the proposed acquisition may, if consummated, violate the antitrust laws. These rules are continually reviewed in order to improve the program's effectiveness and to reduce the paperwork burden on the business community. On April 8, 2004, the Commission issued a notice of proposed rulemaking (NPRM) to reconcile, as far as practical, the current disparate treatment of corporations, partnerships, limited liability companies and other types of noncorporate entities under the rules. 69 FR 18686. On February 22, 2005, the Commission issued its final rule, which was effective on April 7, 2005. 70 FR 11502 (Mar. 8, 2005). Among other things, the amendments also address acquisitions of interests in unincorporated entities; formations of unincorporated entities; and the application of certain exemptions, including the intraperson exemption. By the end of 2005, BC staff also anticipates forwarding a recommendation that the Commission amend the HSR rules to allow parties to file the premerger notification and report form electronically via the Internet. 
Agency: Federal Trade Commission(FTC)  Priority: Substantive, Nonsignificant 
RIN Status: Previously published in the Unified Agenda Agenda Stage of Rulemaking: Proposed Rule Stage 
Major: No  Unfunded Mandates: No 
EO 13771 Designation: uncollected 
CFR Citation: 16 CFR 801 to 803   
Legal Authority: 15 USC 18a Clayton Act   
Legal Deadline:  None
Timetable:
Action Date FR Cite
NPRM (Rule Change)  02/01/2001  66 FR 8723   
Interim Rule I (Statutory Changes)  02/01/2001  66 FR 8680   
Interim Rule II (Rules of Practice)  02/01/2001  66 FR 8720   
Interim Final Rule With Request for Comments (Change From SIC to NAICS)  05/09/2001  66 FR 23561   
Effective Date (Change from SIC to NAICS)  07/01/2001    
Final Rule Part 802.21  03/18/2002  67 FR 11904   
Final Rules Parts 801 and 802  03/18/2002  67 FR 11898   
Final Rules Parts 801 and 803  01/17/2003  68 FR 2425   
NPRM (Noncorporate Entities)  04/08/2004  69 FR 18686   
Final Rule (Noncorporate Entities)  03/08/2005  70 FR 11502   
Effective Date (Final Rule on Noncorporate Entities)  04/07/2005    
Recommendation to Commission (E-Filing)  06/00/2005    
Regulatory Flexibility Analysis Required: No  Government Levels Affected: None 
Federalism: No 
Included in the Regulatory Plan: No 
Public Comment URL: www.regulations.gov  
Related RINs: Previously reported as 3084-AA23 
Agency Contact:
Marian Bruno
Deputy Director
Federal Trade Commission
Premerger Notification Office, Bureau of Competition, 600 Pennsylvania Avenue NW,
Washington, DC 20580
Phone:202 326-2846
Email: mbruno@ftc.gov