I 

113TH CONGRESS 

2D SESSION H. R. 5402 

To amend the Clayton Act and the Federal Trade Commission Act to provide 

that the Federal Trade Commission shall exercise authority with respect 

to mergers only under the Clayton Act and only in the same procedural 

manner as the Attorney General exercises such authority. 

IN THE HOUSE OF REPRESENTATIVES 

SEPTEMBER 8, 2014 

Mr. FARENTHOLD introduced the following bill; which was referred to the 

Committee on the Judiciary 

A BILL 

To amend the Clayton Act and the Federal Trade Commission Act to provide that the Federal Trade Commission 

shall exercise authority with respect to mergers only 

under the Clayton Act and only in the same procedural 

manner as the Attorney General exercises such authority. 

1 Be it enacted by the Senate and House of Representa2 tives of the United States of America in Congress assembled, 

3 SECTION 1. SHORT TITLE. 

4 This Act may be cited as the ‘‘Standard Merger and 

5 Acquisition Reviews Through Equal Rules Act of 2014’’. 

6 SEC. 2. AMENDMENTS TO THE CLAYTON ACT. 

7 The Clayton Act (15 U.S.C. 12 et seq.) is amended— 


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1 (1) in section 4F— 

2 (A) in the heading by inserting ‘‘OR THE

3 FEDERAL TRADE COMMISSION’’ after ‘‘UNITED

4 STATES’’, 

5 (B) in subsection (a)— 

6 (i) by inserting ‘‘(or the Federal 

7 Trade Commission with respect to a viola8 tion of section 7)’’ after ‘‘United States’’, 

9 and 

10 (ii) by inserting ‘‘(or it)’’ after ‘‘he’’ 

11 each place it appears, and 

12 (C) in subsection (b) by inserting ‘‘(or the 

13 Federal Trade Commission with respect to a 

14 violation of section 7)’’ after ‘‘United States’’, 

15 (2) in section 5— 

16 (A) in subsection (a) by inserting ‘‘(includ17 ing a proceeding brought by the Federal Trade 

18 Commission with respect to a violation of sec19 tion 7)’’ after ‘‘United States’’, 

20 (B) in subsection (b) by inserting ‘‘(includ21 ing the Federal Trade Commission with respect 

22 to a violation of section 7)’’ after ‘‘United 

23 States’’ each place it appears, 

24 (C) in subsection (c) by inserting ‘‘(includ25 ing the Federal Trade Commission with respect 


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1 to a violation of section 7)’’ after ‘‘United 

2 States’’ each place it appears, 

3 (D) in subsection (d) by inserting ‘‘(includ4 ing the Federal Trade Commission with respect 

5 to a violation of section 7)’’ after ‘‘United 

6 States’’ each place it appears, 

7 (E) in subsection (e)(1) by inserting ‘‘(in8 cluding the Federal Trade Commission with re9 spect to a violation of section 7)’’ after ‘‘United 

10 States’’, 

11 (F) in subsection (f)(4) by inserting ‘‘(in12 cluding the Federal Trade Commission with re13 spect to a violation of section 7)’’ after ‘‘United 

14 States’’, 

15 (G) in subsection (g)— 

16 (i) by inserting ‘‘(including the Fed17 eral Trade Commission with respect to a 

18 violation of section 7)’’ after ‘‘United 

19 States’’, 

20 (ii) by inserting ‘‘(or the Federal 

21 Trade Commission)’’ after ‘‘General’’, and 

22 (iii) by inserting ‘‘(or any officer or 

23 employee of the Federal Trade Commis24 sion)’’ after ‘‘Justice’’, and 


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1 (H) in subsection (i) by inserting ‘‘(includ2 ing the Federal Trade Commission with respect 

3 to a violation of section 7)’’ after ‘‘United 

4 States’’, 

5 (3) in section 11(a) by inserting ‘‘(excluding en6 forcing compliance with section 7)’’ after ‘‘com7 merce’’, 

8 (4) in section 13 by inserting ‘‘(including the 

9 Federal Trade Commission with respect to a viola10 tion of section 7)’’ after ‘‘United States’’ the 1st 

11 place it appears, and 

12 (5) in section 15 by inserting ‘‘and the duty of 

13 the Federal Trade Commission with respect to a vio14 lation of section 7,’’ after ‘‘General,’’. 

15 SEC. 3. AMENDMENTS TO THE FEDERAL TRADE COMMIS16 SION ACT. 

17 The Federal Trade Commission Act (15 U.S.C. 41) 

18 is amended— 

19 (1) in section 5(b)— 

20 (A) by inserting ‘‘(excluding the con21 summation of a proposed merger, acquisition, 

22 joint venture, or similar transaction subject to 

23 section 7 of the Clayton Act)’’ after ‘‘unfair 

24 method of competition’’, and 


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1 (B) by inserting ‘‘(excluding the con2 summation of a proposed merger, acquisition, 

3 joint venture, or similar transaction subject to 

4 section 7 of the Clayton Act)’’ after ‘‘method of 

5 competition’’ the 2d and 3d places it appears, 

6 (2) in section 9 by inserting after the 4th un7 designated paragraph the following: 

8 ‘‘Upon the application of the commission with respect 

9 to any activity related to the consummation of a proposed 

10 merger, acquisition, joint venture, or similar transaction 

11 subject to section 7 of the Clayton Act that may result 

12 in any unfair method of competition, the district courts 

13 of the United States shall have jurisdiction to issue writs 

14 of mandamus commanding any person or corporation to 

15 comply with the provisions of this Act or any order of the 

16 commission made in pursuance thereof.’’, and 

17 (3) in section 13(b)(1) by inserting ‘‘(excluding 

18 section 7 of the Clayton Act and section 5(a)(1) with 

19 respect to the consummation of a proposed merger, 

20 acquisition, joint venture, or similar transaction sub21 ject to section 7 of the Clayton Act)’’ after ‘‘Com22 mission’’. 

23 SEC. 4. EFFECTIVE DATE; APPLICATION OF AMENDMENTS. 

24 (a) EFFECTIVE DATE.—Except as provided in sub25 section (b), this Act and the amendments made by this 


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1 Act shall take effect on the date of the enactment of this 

2 Act. 

3 (b) APPLICATION OF AMENDMENTS.—The amend4 ments made by this Act shall not apply to any of the fol5 lowing that occurs before the date of enactment of this 

6 Act: 

7 (1) A violation of section 7 of the Clayton Act 

8 (15 U.S.C. 18). 

9 (2) A transaction with respect to which there is 

10 compliance with section 7A of the Clayton Act (15 

11 U.S.C. 18a). 

12 (3) A merger, acquisition, joint venture, or 

13 similar transaction that is consummated. 

Æ 


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