
SB25 – California
Status: In ProcessYear Introduced: 2024
Link: https://leginfo.legislature.ca.gov/faces/billStatusClient.xhtml?bill_id=202520260SB25
This bill, known as the Uniform Antitrust Premerger Notification Act, requires companies that are already required to file a notification under the federal Hart-Scott-Rodino Antitrust Improvements Act to also submit a copy of their federal form to the California Attorney General under specific conditions. These conditions include having a principal place of business in California or having annual net sales in the state that represent at least 20% of the federal filing threshold. Companies must file an electronic copy of their federal form and any additional supporting documentary materials with the Attorney General. The bill strictly prohibits the Attorney General from publicly disclosing these confidential business documents, with narrow exceptions for administrative or judicial proceedings and sharing with other state attorneys general who have equivalent confidentiality protections. The Attorney General can impose a civil penalty of up to $10,000 per day for non-compliance with the filing requirements. The law will only apply to premerger notifications filed on or after January 1, 2026, and aims to protect sensitive business information from unauthorized disclosure while providing state regulators with important merger and acquisition data. The bill’s proponents argue that maintaining the confidentiality of these documents is crucial to preventing potential harm to filing companies and avoiding potential securities law violations or anticompetitive conduct.
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