With the 12th amendment to the Act against Restraints of Competition (Gesetz gegen Wettbewerbsbeschränkungen – GWB), another reform of German antitrust law is on the horizon. The ministerial draft (Referentenentwurf) of the German Federal Ministry for Economic Affairs and Energy, published on 4 June 2026, seeks to align German competition law with the current challenges of the digital economy and with European legal developments. In doing so, the amendment takes up central demands from the coalition agreement of the governing parties CDU, CSU, and SPD, who have set themselves the goal of further developing competition and antitrust law.
Merger control
A central area of reform concerns merger control under §§ 35 et seq. GWB. As already implemented in France, where significantly increased notification thresholds take effect in September 2026, the German legislator likewise plans to raise all notification thresholds. Specifically, the worldwide turnover threshold is to be raised from €500 million to €750 million, the first domestic turnover threshold from the current €50 million to €75 million, and the second domestic turnover threshold from €17.5 million to €20 million. Therefore, the increases range from between 14% and 50%. As a result, numerous concentrations that were previously subject to notification would in the future no longer fall under preventive merger control.
According to the draft’s estimates, raising the thresholds will lead to a decline in notifications to the Federal Cartel Office of approximately 13% to 14%, corresponding to around 120 proceedings per year. This is likely to meet with little enthusiasm at the Federal Cartel Office. The authority has repeatedly emphasized in the past that competition concerns can also arise in the case of smaller concentrations, in particular on regional markets and in the area of so-called “killer acquisitions”, in which innovative start-ups are acquired by dominant undertakings in order to eliminate potential competitors at an early stage. However, the transaction-value threshold introduced by the 9th GWB amendment is specifically expanded by the draft in order to better capture precisely such constellations in the future, particularly where the target undertaking is not yet significantly active domestically, but is expected to become so in the future.
Nevertheless, with these increases the legislator is pursuing the aim of concentrating merger control on competitively significant concentrations and relieving companies of bureaucratic burdens. In addition, a simplification of the procedure in the first review phase is being sought in order to further reduce the time required for unproblematic concentrations.
Procurement screening and cartel enforcement
One practically-relevant innovation is the introduction of so-called procurement screening (Vergabescreening) in § 32h GWB. For the first time, the Federal Cartel Office is being granted the power to systematically and without suspicion evaluate the bid data of tenderers in public procurement procedures above the EU thresholds for indications of infringements of the prohibition of cartels. For this purpose, contracting authorities are obliged to transmit the necessary data, including the prices of the unsuccessful tenderers, to the Public Procurement Data Service (Datenservice Öffentlicher Einkauf).
Germany is thereby following the example set by other EU member states such as Spain or Denmark, where the systematic evaluation of procurement data is already practiced. This measure gains additional significance against the background of the special fund of more than €500 billion for infrastructure and climate neutrality, which entails an increased procurement volume and thus also a heightened risk of bid-rigging.
Strengthening procedural rights and legal protection
The amendment addresses the procedural rights of those affected in cartel proceedings. Adjustments are made to file inspection (new § 56b GWB) and to the publication of decisions of the competition authorities. In addition, from 2028, merger control notifications will be made exclusively in digital form, with a transitional period for written notifications applying until then.
Furthermore, third parties’ options to appeal against ministerial authorization decisions are being strengthened. The restriction of legal protection introduced by the 9th GWB amendment, limiting it to third parties whose subjective rights were violated by the ministerial authorization decision, is being deleted. This restores the status quo ante that existed before the 9th GWB amendment. In addition, the complaint against the refusal of leave to appeal (Nichtzulassungsbeschwerde) in cartel administrative appeal proceedings is being abolished in order to facilitate access to the Federal Court of Justice (Bundesgerichtshof) as the court of final appeal and to accelerate proceedings.
Further innovations
The amendment contains a number of further innovations. The provision on abuse control in the energy sector (§ 29 GWB) is being extended by five years until 31 December 2032. The term of office of the President of the Federal Cartel Office is being limited to eight years, with no possibility of reappointment. In addition, the right to guidance from the competition authority under § 32c GWB, previously limited to horizontal cooperation, is being extended to vertical agreements.
Finally, the fee framework for proceedings before the competition authorities is being modernized. The fee ceilings in § 62(2) GWB, largely unchanged since 1989, are being raised in order to reflect the increased administrative burden and the higher price level. For reasons of legal housekeeping, the provisions on competition rules (§§ 24–27 GWB), which have become practically meaningless, are also being deleted.
Practical implications
For companies, the 12th GWB amendment has a range of practical implications. Existing compliance programs should be reviewed and adapted to the new rules. This applies in particular to companies active in digital markets or that participate in public procurement procedures.
In the area of merger control, the planned increase of the first domestic turnover threshold to €75 million and the second threshold to €20 million will lead to noticeable relief for M&A transactions. Companies whose concentrations previously lay just above the applicable thresholds will in the future be able to act without a notification procedure and waiting period. At the same time, it is to be expected that the Federal Cartel Office will use the freed-up capacities for a more intensive and in-depth review of the remaining, competitively significant concentrations. The expanded transaction-value threshold additionally provides the authority with an instrument to continue reviewing strategically significant acquisitions even below the general turnover thresholds.
Conclusion
The 12th GWB amendment represents an important further development of German competition law. It addresses central challenges of the modern economy – from the realignment of merger control, through the introduction of procurement screening and the strengthening of legal protection in the ministerial authorization, to procedural efficiency. In practice, it will be decisive to await the final version of the law and the resulting guidelines of the Federal Cartel Office.
Companies should closely follow the further development of the legislative process and examine at an early stage which adjustments will be required in their distribution, cooperation, and M&A strategies. Timely advice is particularly advisable where existing agreements or business practices could be affected by the planned innovations.
