4 In section 135 (variation of references), in subsection (1), for “by it or (as the
case may be) by him” substitute “by it under section 131 or (as the case may
be) by the appropriate Minister under section 132”.

5 (1) Section 140 (supplementary provision about intervention notices under
5section 139(1)) is amended as follows.

(2) In subsection (1)—

(a) for paragraphs (a) and (b) substitute—

“(a) the matter to which the market study notice or (as the
case may be) the consultation under section 169
10concerned relates;

(b) the date of publication of that notice or (as the case
may be) on which the process of consultation began;”,
and”

(b) in paragraph (c), for “case” substitute “matter”.

(3) 15In subsection (2), for “case” (in the second place where it occurs) substitute
“matter”.

(4) After subsection (4) insert—

“(4A) An intervention notice under section 139(1) shall also cease to be in
force if—

(a) 20it mentions a public interest consideration which was not
finalised on the giving of the notice or public interest
considerations which, at that time, were not finalised;

(b) no other public interest consideration is mentioned in the
notice;

(c) 25at least 24 weeks has elapsed since the giving of the notice;

(d) the public interest consideration mentioned in the notice has
not been finalised within that period of 24 weeks or (as the
case may be) none of the public interest considerations
mentioned in the notice has been finalised within that period
30of 24 weeks; and

(e) the Secretary of State has not, by the end of that period of 24
weeks, made a reference under section 140A in relation to the
matter.

(4B) Subsection (4D) applies in a case where—

(a) 35an intervention notice ceases to be in force in accordance with
subsection (4A);

(b) the CMA has, before the time at which the notice ceases to be
in force, prepared a market study report in relation to the
matter within the period permitted by section 131B(4) and
40given it to the Secretary of State in accordance with section
140A(3)(b); and

(c) the report contains the decision of the CMA that it should
make a reference in relation to the matter concerned under
section 131.

(4C) 45Subsection (4D) also applies in a case where—

(a) an intervention notice ceases to be in force in accordance with
subsection (4A); and

(b) the CMA has, before the time at which the notice ceases to be
in force—

(i) decided that it should make an ordinary reference or
a cross-market reference under section 131 in relation
5to the matter concerned; and

(ii) given a document containing its decision, the reasons
for it and such information as the CMA considers
appropriate for facilitating a proper understanding of
the reasons for its decision to the Secretary of State in
10accordance with section 140A(3)(c).

(4D) In a case to which this subsection applies—

(a) the CMA shall, as soon as reasonably practicable, make a
reference in relation to the matter under section 131; and

(b) the reference is to be treated for the purposes of this Part as
15having been made in accordance with the requirements
imposed by this Part.”

(5) In subsection (5)—

(a) before paragraph (a) insert—

“(za) the CMA accepts an undertaking under section 154
20instead of making a reference under section 131 in
relation to the matter;

(zb) the CMA publishes notice that it has otherwise
decided not to make a reference under section 131 in
relation to the matter;

(zc) 25the period permitted for the preparation by the CMA
of the market study report in relation to the matter
and for the report to be published under section
131B(4) or (as the case may be) given to the Secretary
of State under section 140A(3) has expired and no
30such report has been so prepared or no such action
has been taken;

(zd) the Secretary of State makes a reference under section
140A(5) in relation to the matter;”,

(b) in paragraph (a), after “143(1) or (3)” insert “or (as the case may be)
35143A(2) or (3)”,

(c) in paragraph (c), after “143(1)” insert “or (as the case may be)
143A(2)”,

(d) in paragraph (d), at the end insert “or (as the case may be) fails to
make and publish a decision under subsection (2) of section 146A
40within the period required by subsection (6) of that section”,

(e) in paragraph (e), at the end insert “or (as the case may be) decides
under section 146A(2) to make no finding at all in relation to the
matter”, and

(f) in paragraph (f), after “147(2)” insert “or (as the case may be)
45147A(2)”.

(6) In subsection (6)—

(a) before paragraph (a) insert—

“(za) in a case falling within subsection (5)(za), the
acceptance of the undertaking concerned;

(zb) in a case falling within subsection (5)(zb), the
publication of the notice concerned;”,

(b) in paragraph (a), after “(5)” insert “(zc),”, and

(c) after paragraph (a) insert—

“(aa) 5in a case falling within subsection (5)(zd), the making
of the reference concerned;”.

(7) After subsection (6) insert—

“(6A) In subsection (6)(za) the reference to the acceptance of the
undertaking concerned shall, in a case where the CMA has accepted
10a group of undertakings under section 154, be treated as a reference
to the acceptance of the last undertaking in the group; but
undertakings which vary, supersede or revoke earlier undertakings
shall be disregarded for the purposes of subsections (5)(za) and
(6)(za).”

(8) 15In subsection (7), after “147(2)” insert “or (as the case may be) 147A(2)”.

6 After section 140A (inserted by section 29) insert—

“140B Variation of restricted PI references and full PI references

(1) The Secretary of State may at any time vary a restricted PI reference
or a full PI reference.

(2) 20The Secretary of State shall consult the CMA before varying any such
reference.

(3) But subsection (2) does not apply if the CMA requested the variation
concerned.

(4) No variation under this section is capable of altering the public
25interest consideration or considerations specified in the reference.”

7 (1) Section 141 (questions to be decided where section 139(1) intervention notice
is in force) is amended as follows.

(2) For subsection (1) substitute—

“(1) This section applies where the Secretary of State makes a restricted
30PI reference.”

(3) For the heading, substitute “Restricted PI references: questions to be decided
by CMA”.

8 (1) Section 142 (investigations and reports) is amended as follows.

(2) In subsection (1)—

(a) 35for the words from the beginning to “the Commission” substitute
“Where the Secretary of State makes a restricted PI reference or a full
PI reference, the CMA”, and

(b) after “section 143(1) or (3)” insert “or (as the case may be) 143A(2)
or (3)”.

(3) 40In subsection (2)—

(a) in paragraph (a), at the end insert “or (as the case may be) 141A”,

(b) omit the “and” after paragraph (b), and

(c) after paragraph (c) insert “; and

(d) in the case of a report in relation to a full PI reference
in respect of which the Secretary of State appointed a
public interest expert, a summary of the views of the
5expert.”

(4) After subsection (2) insert—

“(2A) A summary of the views of a public interest expert in a report
under this section shall be approved by the expert before action is
taken in relation to the report under section 143A(2) or (3).”

9 (1) 10Section 143 (publication etc of reports) is amended as follows.

(2) Before subsection (1) insert—

“(A1) This section applies in relation to a report prepared under section 142
in respect of a restricted PI reference.”

(3) In subsection (1), in the words before paragraph (a), for “a report under
15section 142” substitute “the report”.

(4) Omit subsection (2).

(5) In subsection (3), for “a report under section 142” substitute “the report”.

(6) Omit subsections (5) to (8).

(7) For the heading substitute “Restricted PI references: publication etc of
20reports of CMA”.

10 After section 143 insert—

“143A Full PI references: publication etc of reports of CMA

(1) This section applies in relation to a report prepared under section 142
in respect of a full PI reference.

(2) 25The CMA shall publish the report if it contains—

(a) the decision of the CMA that there is no adverse effect on
competition;

(b) the decision of the CMA that there is an adverse effect on
competition but that the feature or combination of features
30which gave rise to it does not operate and may not be
expected to operate against the public interest; or

(c) the decisions of the CMA that there is one or more than one
adverse effect on competition and that one or more than one
of the features or combinations of features which gave rise to
35an adverse effect on competition operates or may be expected
to operate against the public interest but, on the question
mentioned in section 141A(5)(a), and in relation to each effect
adverse to the public interest concerned, that no action
should be taken by the Secretary of State.

(3) 40The CMA shall give the report to the Secretary of State if it contains
the decisions of the CMA—

(a) that there is one or more than one adverse effect on
competition and that one or more than one of the features or
combinations of features which gave rise to an adverse effect

on competition operates or may be expected to operate
against the public interest; and

(b) in relation to at least one effect adverse to the public interest
concerned, that action should be taken by the Secretary of
5State.

(4) The Secretary of State shall publish, no later than publication of the
Secretary of State’s decision under section 146A(2) in relation to the
case, a report of the CMA given to the Secretary of State under
subsection (3) and not required to be published by virtue of section
10148A(3).”

11 (1) Section 144 (time-limits for investigations and reports in public interest
cases) is amended as follows.

(2) In subsection (1)—

(a) for “the date of the reference” substitute “the relevant date”, and

(b) 15for the words from “publish it” to the end substitute “publish it
under section 143(1) or 143A(2) or (as the case may be) give it to the
Secretary of State in accordance with section 143(3) or 143A(3).”

(3) After subsection (1) insert—

“(1A) For the purposes of subsection (1), the “relevant date” is—

(a) 20in the case of a report in relation to a restricted PI reference or
to a full PI reference which specifies that the Secretary of State
does not propose to appoint a public interest expert, the date
of the reference;

(b) in the case of a report in relation to a full PI reference which
25specifies that the Secretary of State proposes to appoint a
public interest expert, the earliest of the following—

(i) the date of the appointment of the expert;

(ii) the date on which the Secretary of State gives notice to
the CMA that the Secretary of State no longer intends
30to appoint such an expert;

(iii) the end of the period of 2 months beginning with the
date of the reference.”

(4) In subsection (4), after “143(1) or (3)” insert “or (as the case may be) 143A(2)
or (3)”.

12 (1) 35Section 145 (restrictions where public interest considerations not finalised:
Part 4) is amended as follows.

(2) In subsection (2), after “143(3)” insert “or (as the case may be) 143A(3)”.

(3) In subsection (3), after “141(3)” insert “or (as the case may be) 141A(4) and
(5).”

(4) 40In subsection (4), after “141(3)” insert “or (as the case may be) 141A(4) and
(5).”

13 (1) Section 146 (decision of Secretary of State) is amended as follows.

(2) In subsection (1), in the words before paragraph (a), for “report of the
Commission” substitute “report of the CMA in relation to a restricted PI
45reference”.

(3) In the heading, at the beginning, insert “Restricted PI references:”.

14 After section 146 insert—

“146A Full PI references: decision of Secretary of State

(1) Subsection (2) applies where the Secretary of State has received a
5report of the CMA in relation to a full PI reference which—

(a) has been prepared under section 142;

(b) contains the decisions of the CMA that there is one or more
than one adverse effect on competition and that one or more
than one of the features or combinations of features that gave
10rise to an adverse effect on competition operates or may be
expected to operate against the public interest and that, in
relation to at least one effect adverse to the public interest
concerned, action should be taken by the Secretary of State;
and

(c) 15has been given to the Secretary of State as required by section
143A(3).

(2) The Secretary of State shall decide whether to make an adverse
public interest finding in relation to the matter and whether to make
no finding at all in the matter.

(3) 20For the purposes of this Part, the Secretary of State makes an adverse
public interest finding in relation to a matter if, in relation to that
matter, the Secretary of State decides—

(a) that there is an adverse effect on competition;

(b) that there is one or more than one admissible public interest
25consideration which is relevant to the matter; and

(c) taking account only of any adverse effect on competition and
any relevant admissible public interest consideration or
considerations, that any feature or combination of features
which gave rise to an adverse effect on competition operates
30or may be expected to operate against the public interest.

(c)(c)taking account only of any adverse effect on competition and
any relevant admissible public interest consideration or
considerations, that any feature or combination of features
which gave rise to an adverse effect on competition operates
35or may be expected to operate against the public interest.

(4) The Secretary of State may make no finding at all in a matter only if
the Secretary of State decides that there is no admissible public
interest consideration which is relevant to a consideration of the
matter concerned.

(5) 40In deciding whether to make an adverse public interest finding
under subsection (2), the Secretary of State shall accept the decision
of the CMA as to whether there is an adverse effect on competition
in relation to the matter.

(6) The Secretary of State shall make and publish the decision under
45subsection (2) within the period of 90 days beginning with the receipt
of the report of the CMA under section 142.

(7) In this section “admissible public interest consideration” means a
public interest consideration which—

(a) was mentioned in the intervention notice concerned; and

(b) 50was not disregarded by the CMA for the purposes of its
report under section 142.”

15 In section 147 (remedial action by Secretary of State), in the heading, at the
beginning, insert “Restricted PI references:”.

16 After section 147 insert—

“147A Full PI references: remedial action by Secretary of State

(1) 5Subsection (2) applies where the Secretary of State has decided under
subsection (2) of section 146A within the period required by
subsection (6) of that section to make an adverse public interest
finding in relation to a matter and has published the decision within
the period so required.

(2) 10The Secretary of State may take such action under section 159 or 161
as the Secretary of State considers to be reasonable and practicable to
remedy, mitigate or prevent any of the effects adverse to the public
interest which have resulted from, or may be expected to result from,
the features or combinations of features in question.

(3) 15In making a decision under subsection (2), the Secretary of State
shall, in particular, have regard to the report of the CMA under
section 142.

(4) In making a decision under subsection (2), the Secretary of State may,
in particular, have regard to—

(a) 20the need to achieve as comprehensive a solution as is
reasonable and practicable to the effects adverse to the public
interest concerned; and

(b) any detrimental effects on customers so far as resulting from
those effects.”

17 (1) 25Section 148 (reversion of the matter) is amended as follows.

(2) Omit subsections (3) to (5).

(3) For the heading substitute “Restricted PI references: reversion of the matter
to CMA”.

18 After section 148 insert—

“148A 30 Full PI references: reversion of the matter to CMA

(1) This section applies if—

(a) the Secretary of State decides under section 146A(2) to make
no finding at all in the matter; or

(b) the Secretary of State fails to make and publish the decision
35under subsection (2) of section 146A within the period
required by subsection (6) of that section.

(2) The CMA shall proceed under section 138 as if—

(a) a reference under section 131 had been made (in accordance
with the requirements imposed by this Part) instead of a full
40PI reference; and

(b) its report had been prepared and published under section 136
within the period permitted by section 137.

(3) The CMA shall publish the report which has been prepared by it
under section 142 (if still unpublished) as soon as it becomes able to
45proceed by virtue of subsection (2).

(4) In relation to proceedings by virtue of subsection (2), the reference in
section 138(3) to decisions of the CMA included in its report by virtue
of section 134(4) is to be construed as a reference to decisions which
were included in the report of the CMA by virtue of section 141A(6).

(5) 5Where the CMA becomes under a duty to proceed as mentioned in
subsection (2), references in this Part to a reference under section 131,
so far as necessary, are to be construed accordingly.

(6) Where the CMA, in proceeding by virtue of subsection (2), intends to
proceed in a way which is not consistent with its decisions as
10included in its report by virtue of section 141A(6), it shall not so
proceed without the consent of the Secretary of State.

(7) The Secretary of State shall not withhold consent under subsection
(6) unless the Secretary of State believes that the proposed alternative
way of proceeding will operate against the public interest.

(8) 15For the purposes of subsection (7) a proposed alternative way of
proceeding will operate against the public interest only if any
admissible public interest consideration or considerations outweigh
the considerations which have led the CMA to propose proceeding
in that way.

(9) 20In deciding whether to withhold consent under subsection (6), the
Secretary of State shall accept the CMA’s view of what, if the only
relevant consideration were how to remedy, mitigate or prevent the
adverse effect on competition concerned or any detrimental effect on
customers so far as resulting from the adverse effect on competition,
25would be the most appropriate way to proceed.

(10) In this section “admissible public interest consideration” has the
same meaning as in section 146A.”

19 (1) Section 149 (intervention notices under section 139(2)) is amended as
follows.

(2) 30In subsection (1)(c), for “case” substitute “proposal to accept the
undertaking”.

(3) In subsection (2), for “case” (in the second place where it occurs) substitute
“proposal to accept the undertaking”.

20 In section 150 (power of veto of Secretary of State: undertakings in lieu),
35before subsection (1) insert—

“(A1) Where an intervention notice under subsection 139(1) is in force, the
CMA shall not, without the consent of the Secretary of State, accept
any proposed undertaking under section 154 in relation to the matter
concerned.”

21 (1) 40Section 151 (further interaction of intervention notices with general
procedure) is amended as follows.

(2) For subsection (1) substitute—

“(1) Sections 134(1), (1A), (4), (6) and (7), 136(1) to (6), 137(1) to (6), 138
and 138A do not apply in relation to a restricted PI reference or a full
45PI reference.”

(3) In subsection (2), for the words from “, the Commission” to the end
substitute “at a time after the Secretary of State has made a restricted PI
reference or a full PI reference, the CMA shall proceed as if the reference
concerned had instead been made under section 131 (in accordance with the
5requirements imposed by this Part).”

(4) In subsection (4), for the words from “, the Commission shall” to the end
substitute “, the CMA shall proceed as if the restricted PI reference or (as the
case may be) the full PI reference concerned had instead been made by the
CMA under section 131 (in accordance with the requirements imposed by
10this Part).”

(5) For the heading, substitute “Public interest intervention cases: interaction
with general procedure”.

22 In section 152 (certain duties in relation to providing information), omit
subsection (2).

23 15In section 155 (undertakings in lieu: procedural requirements), in subsection
(3)(a), at the end insert “or (but for the effect of section 140A(3)) it would
have had power to make and which it would otherwise have intended to
make”.

24 (1) Section 157 (interim undertakings: Part 4) is amended as follows.

(2) 20In subsection (1)(b), after “143(3)” insert “or (as the case may be) 143A(3)”.

(3) In subsection (6)—

(a) in the definition of “pre-emptive action”, for “or (as the case may be)
147(2)” substitute “, 147(2) or (as the case may be) 147A(2)”, and

(b) for the definition of “relevant authority” substitute—

• 25““the relevant authority” means—

  (a)

  in the case of a restricted PI reference or a full
  PI reference, the Secretary of State;

  (b)

  in any other case, the CMA.”

25 In section 158 (interim orders: Part 4), in subsection (1)(b), after “143(3)”
30insert “or (as the case may be) 143A(3)”.

26 In section 159 (final undertakings: Part 4), in subsection (2), after “147” insert
“or (as the case may be) 147A”.

27 (1) Section 160 (order-making power where final undertakings not fulfilled:
Part 4) is amended as follows.

(2) 35In subsection (2), for “or (as the case may be) 147(2)” substitute “, 147(2) or
(as the case may be) 147A(2)”.

(3) In subsection (3), for “or (as the case may be) 147” substitute “or 147 or (as
the case may be) subsections (3) and (4) of section 147A”.

28 In section 161 (final orders: Part 4), in subsection (2), after “147” insert “or (as
40the case may be) 147A”.

29 In section 169 (certain duties of relevant authorities to consult: Part 4), in
subsection (6)—

(a) in the definition of “relevant authority”, at the end insert “or the
Secretary of State”,

(b) in the definition of “relevant decision”, in paragraph (b), after
“appropriate Minister” (in the first place where it occurs) insert
“(other than the Secretary of State acting alone)”, and

(c) also in that definition, after paragraph (b) insert—

“(ba) 5in the case of the Secretary of State, any decision by
the Secretary of State—

(i) to make a reference under section 132;

(ii) to vary under section 135 such a reference;

(iii) in a case where the Secretary of State is
10required to make a reference under section
140A, whether to make a reference under
subsection (5) or (6) of that section; or

(iv) to vary under section 140B a reference made
under section 140A(6).”

30 (1) 15Section 172 (further publicity requirements: Part 4) is amended as follows.

(2) In subsection (1), in paragraph (a), after “section 131” insert “, other than a
reference treated as so made by virtue of section 140A(5)(b)”.

(3) In subsection (2), omit paragraph (d).

(4) In subsection (3)—

(a) 20after paragraph (d) insert—

“(da) any reference made by him under section 140A(5) or
(6);

(db) any variation made by him under section 140B of a
reference under section 140A(6);”, and

(b) 25in paragraph (e), after “147(2)” insert “or (as the case may be)
147A(2)”.

(5) In subsection (7), omit “or (2)(d)”.

(6) In subsection (7A) (inserted by Schedule 12), at the end insert “or (3)(da)”.

(7) In subsection (8), in paragraph (a), after “146(2)” insert “or 146A(2)”.

(8) 30In subsection (10), after “147(2)” insert “or 147A(2)”.

31 In section 177 (excisions from reports: Part 4), in subsection (5), omit “, 143(2)
and (5) to (7), 148(3) to (5)”.

32 (1) Section 183 (interpretation: Part 4) is amended as follows.

(2) In subsection (3), in paragraph (a), for the words before sub-paragraph (i)
35substitute “where the reference is made under section 131 or 132—”.

(3) In that subsection, in paragraph (b)—

(a) for the words before sub-paragraph (i) substitute “where the
reference is a restricted PI reference or a full PI reference—”,

(b) in sub-paragraph (i), after “143(1) or (3)” insert “or (as the case may
40be) 143A(2) or (3)”,

(c) in sub-paragraph (ii), omit “(disregarding the fact that the notice was
given)”,

(d) in sub-paragraph (iii), after “143(1)” insert “or (as the case may be)
143A(2)”,