Justice, FTC reduce paperwork, maintain confidentiality

The Justice Department’s Antitrust Division and the Federal Trade Commission announced today an electronic filing system that will allow merging companies to submit pre-merger notification filings, as required by the Hart-Scott-Rodino Act, via the Internet, eliminating the time and expense of duplicating and submitting written documents.

The new system ends the requirement to submit to Justice and the FTC paper copies of the required pre-merger notification form and attachments, according to a DOJ announcement.

Under the new system, pre-merger filers now have three options. They can:

• Complete and submit the form and all attachments in hard copy.


• Complete the electronic version of the form and submit it and all attachments electronically.


• Complete the electronic version of the form and submit it electronically while submitting all documentary attachments in paper copy.

The Hart-Scott-Rodino Act requires companies planning acquisitions or mergers that meet certain threshold requirements to file a Notification and Report Form with Justice and the FTC in advance. The law also requires the merging parties to observe a mandatory 15- or 30-day waiting period, after which the companies may proceed with the transaction if neither Justice nor the FTC has requested additional information about the transaction.

Because Hart-Scott-Rodino filings are highly confidential, every step of the e-filing process has been designed to ensure the confidentiality and security of submitted information, according to the statement. A valid electronic signature will be required before submission of the package, which will be encrypted and transmitted via the Internet to a secure FTC server.

Justice and the FTC will employ unspecified security measures to protect the information parties submit, according to the statement.

In addition to providing benefits to filers and government agencies, e-filing complies with the Government Paperwork Elimination Act, which requires that federal agencies provide e-filing and signature options to the extent practicable.

Detailed information on e-filing, including an electronic version of the Notification and Report Form, is available at https://www.hsr.gov/.

The e-filing option will be available on the publication of the Federal Register notice announcing necessary Hart-Scott-Rodino Act changes. That notice is available at http://www.ftc.gov/bc/hsr/hsr.htm.