Singapore to update merger control rules for infocomm media sector

Key proposed amendments

Prior to issuing the TMCC, the IMDA conducted two public consultations in 2019 and 2021 to align competition regulation in the media sector with that of the telecommunications sector. The proposed Bill now seeks to implement changes to the media competition framework based on the policy positions developed through those consultations, including:

• Expanded Merger Controls

  • Under the current Act, only “regulated persons,” defined as newspaper publishers regulated by IMDA, holders of broadcasting licences, or ancillary media service providers, must seek the IMDA’s approval before acquiring a 30% stake in a media entity.

  • The Bill expands this requirement to cover any person, whether licensed or not, acquiring 30% or more of ownership interests in a media entity. This aligns the infocomm media regime’s change‑of‑control requirements with those in the telecommunications sector.

• No Approvals for Pro Forma Transactions

  • Presently, written approval from the IMDA is required for carrying out transactions in the infocomm media sector even if they do not result in changes to the voting power held by shareholders of a regulated person (i.e, a pro forma transaction).

  • Under the Bill, companies will no longer need the IMDA’s written approval for pro forma transactions in the infocomm media sector. Instead, they will only be required to notify IMDA of the transaction, a requirement that mirrors that within the telecommunications regime.

• Leeway for Anti‑Competitive Agreements
  • Under the proposed Bill, only the anti‑competitive portions of an agreement will be void, rather than the entire agreement being void (as is the case under the current provisions).
• Structural Separation Powers
  • The authority to order structural separation of regulated entities will shift from the IMDA to the Minister for Digital Development and Information, thereby strengthening ministerial oversight of structural remedies.
• Appeal Process Overhaul
  • Presently, those who are aggrieved by the IMDA’s decisions may appeal only to the Minister to reconsider the decision, with no option to request for the IMDA’s reconsideration.
  • Under the Bill, parties will be able to request the IMDA to reconsider its decisions in addition to appealing directly to the Minister, thereby introducing a two‑tier appeal mechanism.

Through the Bill, the MDDI and IMDA also propose five other amendments to the Act to further refine the infocomm media competition framework:

• Enhanced Direction Powers: IMDA will gain expanded powers to issue directions to regulated entities and those controlling essential resources, enabling swift action against anti‑competitive conduct and enhancing consumer protection.
• Notification of Dominant Position: Designation of dominant entities or essential resource controllers will be notified directly to affected parties, replacing the current practice of publication in the Gazette.
• Information Gathering: The IMDA will have greater authority to obtain information on equity interests and voting power, particularly in complex ownership structures.
• Approval of External Codes: The IMDA may approve externally prepared codes of practice or standards, if deemed suitable.

The proposed changes under the Bill will also align relevant provisions of the Telecommunications Act 1999 with the updated IMDA Act, ensuring consistency across both the infocomm media and telecommunications sectors.

Key impacts for TMT clients to consider

The proposed amendments to the Info‑Communications Media Development Authority Act will materially affect how technology, infocomm media, and telecommunications (TMT) companies operate, structure transactions, and manage regulatory risk in Singapore. Key considerations include:

1. Transaction Structuring and Approval Timelines

• Companies contemplating mergers, acquisitions, or equity investments in infocomm media entities must now factor in expanded approval requirements, even if they are not currently licensed by the IMDA.

• Transactions involving a 30% or greater ownership stake will require prior regulatory clearance, potentially extending deal timelines and increasing due diligence burdens.

2. Governance and Ownership Transparency

• The IMDA’s enhanced powers to gather information on voting rights and equity interests will require companies to maintain clear and auditable ownership structures.

3. Contractual Risk Management

• The shift to partial voidability of anti‑competitive agreements introduces greater flexibility, but also demands careful drafting of commercial contracts to isolate and mitigate competition risks.

4. Increased Regulatory Engagement and Compliance

• Companies must prepare for more active regulatory engagement, including responding to directions from the IMDA and complying with the IMDA’s notification obligations for pro forma transactions.

Next steps

The MDDI and IMDA are inviting views from industry participants and the public on the draft Bill. Feedback may be submitted via the MDDI’s consultation portal by 21 January 2026 at 12 noon. Following the close of consultation, the Bill is expected to be tabled in Parliament, with enactment anticipated later in 2026.

In the meantime, companies should begin reviewing the potential impact of the proposed changes on their operations and transaction planning. For any assistance in understanding the impact of this update, feel free to reach out to the authors or your usual Hogan Lovells contact.

Authored by Charmian Aw and Ciara O'Leary.