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The Digital Markets, Competition and Consumers Act 2024: What Your Business Needs to Know

The Digital Markets, Competition and Consumers Act 2024 (“DMCC ACT“) is widely regarded as the most significant overhaul of UK consumer protection and competition law since the Consumer Rights Act 2015. The DMCC Act introduces wide-ranging reforms to digital markets, competition enforcement and consumer protection. Although the Competition and Markets Authority (“CMA“) has suggested it will offer businesses some initial breathing room to adjust to the changes, organisations need to understand how the rules are changing and where they may need to proactively adapt.

What does the DMCC Act do?

While the DMCC Act contains a number of key pillars of reform, the one that is likely to be key for most businesses is the reform to consumer protection. The DMCC Act introduces stronger enforcement powers for the CMA, including direct penalties and new rules around unfair commercial practices, hidden fees (drip pricing), fake reviews and subscription traps. These changes are consumer-facing and are where businesses of all sizes are most likely to feel immediate impact.

CMA’s Direct Enforcement Powers

For the first time, the CMA can investigate and penalise consumer law breaches through administrative proceedings, bringing consumer protection enforcement into closer alignment with its existing competition law powers. It can now impose substantial financial penalties without going through the courts, including up to 10% of global annual turnover (or £300,000, whichever is greater) for consumer protection breaches. These penalties are split into categories reflecting different types of infringement, ranging from procedural or investigatory failures to non-compliance with CMA directions. These powers apply to a broad range of existing consumer protection legislation, much of which has now been consolidated in the DMCC Act.

Although there is no formal statutory grace period, the CMA has indicated it will focus initially on more serious breaches. Businesses must therefore treat compliance as a priority, rather than a simple operational tick-box exercise.

New Consumer Protection Requirements

The new consumer protections that businesses must address include:

Drip Pricing

All pricing information must now display the total upfront cost in adverts and product listings, including any booking fees, taxes, delivery charges or other payments that the consumer will incur. If there are charges that cannot reasonably be calculated in advance these can be excluded from the headline price but nonetheless must be clearly disclosed. Hidden mandatory fees are a key risk area that the CMA is actively policing.

The CMA’s guidance gives the example that if a gym membership is subject to a minimum contract term of six months, then the advertised price must set out the total six-month cost, not just the monthly fee.

Fake Reviews

Publishing or facilitating fake or misleading reviews is banned. Crucially, the DMCC places a positive obligation on traders to take “reasonable and proportionate steps” to prevent fake reviews from appearing on their platforms.

Businesses that use the online platforms or digital marketing will need to implement checks on reviews alongside clear terms of engagement in order to demonstrate it is actively preventing and removing fake reviews.

The CMA permitted a 3-month adjustment period to enable businesses to digest the guidance, which concluded earlier this month, and since then it has completed a website review of more than 100 businesses including Viagogo, StubHub, AA Driving School and Wayfair. It found that more than half of the businesses investigated may be failing to comply with the guidance.

Subscription Contracts

Rules about consumer subscriptions were due to come into force in Spring 2026, but it is expected that this may be pushed back by a further 6 months. Once in place, businesses offering subscription services will face additional requirements designed to combat “subscription traps”. These include:

• providing clear information about pricing, auto-renewals, and cancellation methods after trial periods before consumers enter contracts;
• issuing reminders before free or discounted trials end; and
• ensuring clear and straightforward cancellation procedures and renewal terms.

The obligations will become implied terms of consumer contracts and will give consumers additional cancellation rights if traders fail to comply.

Implications for Businesses

Consumer-facing business models are under new and heightened scrutiny, particularly where online platforms, digital marketing, subscriptions or renewal models are used. Consumer protection has been elevated, therefore businesses must ensure their terms of sale (including terms covering subscription/cancellation/refunds) comply with the new rules.

In relation to M&A, the enhanced review powers coupled with greater willingness from the CMA to intervene, mean that businesses engaging in M&A must consider the broader digital market context when carrying out its due diligence exercise.

Although the CMA has indicated it will initially focus on and prioritise more egregious breaches, it is clear that it intends to act swiftly and stop unlawful conduct. The CMA may also consider previous conduct when setting monetary penalties, especially where the business has been non-compliant with CMA enforcement in the past.

How Can Businesses Prepare?

1. Conduct an audit – look at your business’s digital activities, consumer facing interfaces and subscription or renewal models. Review and update contracts, terms and conditions, cancellation processes and pricing structures to reflect clearer transparency and comply with the new rules on hidden fees;
2. For online platforms, implement review controls and detection methods for fake reviews, and consider documenting these procedures to demonstrate active compliance;
3. Prepare for the new subscription rules – if your business offers subscriptions, begin preparing now ahead of the new subscription requirements to ensure a smooth implementation;
4. For M&A deals, incorporate DMCC Act checklists into the due diligence exercise and consider broader competition law implications; and
5. Monitor upcoming guidance and secondary legislation – the CMA has published, and is continuing to publish, helpful guidance materials so that businesses can prepare. Many rules are still in the process of being rolled out so now is the time to seek clarification if anything is unclear.

Conclusion

The DMCC Act represents a fundamental change in the UK’s consumer law and digital markets landscape. The CMA now has the power and the resources to take swift and decisive action against businesses that fall short of their consumer law obligations.

For businesses, this shift brings greater penalties for non-compliance but also greater rewards for transparency and fair dealing. Organisations operating in the UK market should act now to review existing practices and strengthen internal governance. The regulatory environment is changing, and businesses that adapt now will be far better placed to grow and build consumer trust in this new era.

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Quastels Acts for Albion & East on Their Disposal to Urban Pubs & Bars

Quastels were delighted to represent Albion & East on their disposal to Urban Pubs & Bars, further highlighting our leisure and hospitality team’s credentials.  

The transaction was led by corporate partner Adam Convisser and supported by Mark Cornelius, Jamie Crocker, Joshua Buxton and Rebecca Diogo.  

Albion & East is made up of four distinctive all-day venues: Teatro Hall in Ealing, Canova Hall in Brixton, Botanica Hall in Clapham Junction, and Serata Hall in the City of London.  Urban Pubs & Bars is London’s largest independent pub group.  

Calum Brazier commented: 

“We worked closely with Quastels both in the months leading up to the transaction and throughout to completion, and the support they provided was exceptional. They brought a genuinely rare blend of commercial understanding, clear communication and practical problem-solving — qualities that proved invaluable on a deal with multiple moving parts and structural complexities.

Adam and his team were always accessible, proactive and calm under pressure. On several occasions the deal required them to go above and beyond to keep everything progressing smoothly, and they consistently delivered with professionalism and good humour.

Their commitment, insight and commercial focus were key in helping us achieve a successful outcome, and we are hugely grateful for their efforts. We would happily recommend Quastels to anyone undertaking a transaction of this nature.” 

Congratulations to all the team at Albion & East and to Urban Pubs & Bars on a successful acquisition.

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A Blueprint for Expansion: Structuring UK Brands for the Indian Market

The next wave of British growth will not come from new products but from new jurisdictions. For UK brands, India represents a paradox: a market of unmatched scale, yet a legal environment that penalises haste. The challenge is not entry but execution, how to transplant a UK governance framework into a jurisdiction defined by procedural intensity, overlapping regulators, and rapid digitalisation. The firms that succeed will treat legal architecture as commercial strategy, not compliance cost.

I. The strategic context: post Brexit bilateralism

The UK’s trade policy now leans on bilateral corridors. The UK and India Free Trade Agreement, signed in July 2025 but pending ratification, will eventually set a template for services mobility, data standards, and cross border taxation. For now, entry into India still depends on sector specific foreign investment rules, the Companies Act 2013, and FEMA’s capital control regime. British boards must therefore approach India not through the lens of emerging market risk but as a rules-based jurisdiction where legal form is commercial advantage.

India’s legal environment is moving closer to the UK’s. Corporate filings are digital, directors are identifiable through national KYC systems, and enforcement is increasingly data driven. This convergence allows UK brands to operate in a familiar governance ecosystem, but only if they maintain structural precision from the start.

II. Structuring with discipline: law as market entry strategy

The fundamental decision is the choice of legal vehicle. A wholly owned subsidiary remains the most robust model for brand protection, tax efficiency, and repatriation. It allows control over intellectual property, consistent transfer pricing arrangements, and eligibility for India’s 22% corporate tax rate under section 115BAA.

UK counsel should treat incorporation not as a procedural act but as a constitutional one. Every clause in the Articles of Association should reflect brand control, ownership, and board independence. Shareholder agreements must integrate UK corporate principles such as reserved matters, drag and tag rights, and director duties while remaining enforceable under Indian law. Many entrants rely on informal joint ventures that collapse once regulatory filings or ownership disputes arise.

Franchising and distribution models often appear simpler but create the opposite result: brand dilution, tax leakage through mischaracterised royalties, and unmanageable consumer liabilities. In the post Finance Act 2023 landscape, where India taxes royalties and technical fees at 20% subject to treaty relief, these structures can erode margins faster than any logistics cost.

III. Building people infrastructure: compliant mobility as competitive advantage

India’s demographics are an asset, but mobility rules are unforgiving. Without a social security agreement between the UK and India, every British assignee becomes liable to India’s Employees Provident Fund regime with a 12% contribution on full pay. Employment visas require a minimum salary of USD 25,000 and registration with the Foreigners Regional Registration Office.

Secondments must be drafted with precision. The Supreme Court’s Northern Operating Systems judgment classifies many inbound secondments as taxable manpower supply, creating GST and permanent establishment exposure. The best structures use dual contracts, Indian employment for operational control and UK employment for benefits continuity, and treat tax equalisation as an upfront budgeting exercise rather than a remedial cost.

UK brands should pre-empt mobility issues at the group policy level. Expatriate frameworks must reconcile UK employment protections, Indian payroll tax, and corporate residence tests. Compliance here directly influences profitability. A clean mobility strategy prevents double taxation, reduces payroll friction, and preserves managerial credibility with regulators.

IV. Governance and compliance: synchronising two legal systems

Expansion is now a governance challenge. India’s Significant Beneficial Ownership rules mirror the UK’s register of persons with significant control. Both demand transparency of ownership above 10%. Directors must complete identity verification under both the UK Companies House reforms effective November 2025 and India’s DIN based KYC systems. Boards that harmonise filings and maintain mirrored registers across jurisdictions avoid anti money laundering discrepancies that can stall banking or licensing.

Anti bribery procedures under the UK Bribery Act 2010 must extend into India’s procurement and state licensing framework. India’s Prevention of Corruption Act now penalises commercial bribery, and enforcement collaboration between agencies is increasing. Embedding adequate procedures into Indian operations is both lawful protection and market signal.

On data, the Digital Personal Data Protection Act 2023 introduces accountability similar to GDPR, while India’s CERT In requires incident reporting within 6 hours. UK brands must treat these as operational metrics. The UK Information Commissioner’s 72 hour window is no defence in India. Integrating incident response across both jurisdictions, using standardised encryption, retention, and audit trail protocols, turns compliance into reputational capital.

V. Profitability through legal precision

The primary cost of entry is regulatory friction. Every delay in registration, taxation, or data clearance converts into working capital loss. A structure that anticipates both UK and Indian compliance regimes delivers margins.

Key profitability levers are legal, not operational:

• Repatriation clarity through the India and UK tax treaty, using Form 10F and tax residence certificates to secure 10–15% withholding instead of 20%.
• Transfer pricing coherence using contemporaneous benchmarking under both OECD and Indian rules to prevent double adjustment.
• Data localisation avoidance by maintaining processing within permissible geographies and evidencing lawful transfer safeguards.
• Permanent establishment neutrality through contracts that keep control, risk, and remuneration within the Indian entity.

These factors define whether a UK patent records profits in London or defers them indefinitely in India.

VI. The advisory opportunity

Law firms and professional advisers now play a central role in translating UK governance standards into Indian enforceability. The task is multidisciplinary, combining immigration law, tax structuring, data compliance, and corporate governance. The real value lies in coordination, ensuring that the same narrative is defensible before the UK’s HMRC, Companies House, as before India’s Ministry of Corporate Affairs, Reserve Bank, and tax authorities.

For UK legal counsel, assisting brands to enter India requires a shift in mindset. India is not an exotic risk but a mirror market that demands British rigour in a different idiom. Advisory quality is measured by structural resilience, not volume of filings.

VII. The new tradecraft of expansion

The post Brexit British economy will depend on legal engineers as much as marketers. The India corridor is the proving ground. Brands that move first with coherent legal structures, clean shareholding, local governance, mobility compliance, and integrated data strategy will not only survive but set the benchmark for international expansion.

In an age where regulation defines market access, legality is brand strategy. The firms that internalise this will discover that compliance is not an obstacle to growth in India, it is the mechanism through which growth becomes sustainable.

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