What is the questionnaire used for?

It supplies the factual support for a premerger notification filing under the HSR Act and helps agencies evaluate competitive effects. The questionnaire is a supplemental document used by parties and counsel during the HSR review process.

Who must complete it?

Parties to a transaction that meets filing thresholds prepare the questionnaire. Typically, acquiring and acquired parties coordinate facts and schedules with antitrust counsel to ensure accurate responses.

Can the questionnaire be signed electronically?

Yes. Electronic signatures are legally effective for most commercial filings under federal e-signature law when intent, consent, attribution, and retention are documented.

How should confidentiality be handled?

Mark proprietary schedules and use secure transmission channels. Counsel often negotiates protective measures and ensures that sensitive exhibits receive limited access during agency review.

What causes agency follow-up requests?

Incomplete subsidiary schedules, unclear transaction valuation, or ambiguous product-market descriptions commonly trigger requests for supplemental information from reviewing agencies.

How long should records be kept?

Retain completed questionnaires and supporting materials according to corporate policy and applicable retention standards; many organizations keep records at least seven years for compliance and potential audits.

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Hart Scott Rodino Questionnaire

Hart Scott Rodino Questionnaire

This template is fully customizable. Edit the text, fill out the fields, and send it for signature. Give it a try!

What the Hart Scott Rodino Questionnaire Is and when it applies

The Hart Scott Rodino Questionnaire is the standardized information package used to support premerger notification filings under the Hart–Scott–Rodino Antitrust Improvements Act. It collects corporate identifiers, ownership details, transaction terms, and business descriptions that the Federal Trade Commission and Department of Justice use to assess competitive effects. Parties to covered transactions prepare and exchange these questionnaires with counsel and the filing party to verify the accuracy of the information submitted in the HSR filing and to respond to any agency requests during the statutory waiting period.

Why accurate completion matters for compliance and timing

Completing the Hart Scott Rodino Questionnaire accurately reduces the risk of incomplete HSR filings, avoids delays in the statutory waiting period, and helps resolve agency follow-up requests promptly. Accurate responses protect deal timelines and reduce the likelihood of enforcement attention that could lead to extended review or remedial measures.

Who prepares, reviews, and signs the questionnaire

Coordination among legal, finance, and external advisors ensures timely, consistent answers and supports a smooth HSR filing and review process.

In-house counsel and M&A teams who prepare the factual and legal responses and coordinate supporting exhibits.
Corporate finance and accounting who provide transaction value, ownership percentages, and subsidiary schedules.
External antitrust counsel and deal advisors who review accuracy and advise on disclosure risks and timing.

Core sections included in a professional Hart Scott Rodino Questionnaire

A complete questionnaire groups data into standardized sections: party identities and addresses, ultimate parent entities, transaction structure and consideration, asset or voting thresholds, product and geographic descriptions, and schedules listing subsidiaries and related entities. Each section is structured to map directly to HSR filing items and common agency follow-up topics.

Party Identity

Full legal names and addresses of acquiring and acquired parties, including state of incorporation and taxpayer identification where requested.

Ultimate Parents

Names and ownership chains for ultimate parent companies and identifying any foreign parents or intermediate holding entities.

Transaction Terms

Aggregate consideration, payment structure, contingent payments, and any escrow or holdback arrangements relevant to filing thresholds.

Threshold Calculations

Revenue, asset, or voting interest computations that show whether the transaction meets HSR size-of-transaction and size-of-person thresholds.

Business Descriptions

Product lines, NAICS codes, and geographic markets for each party to clarify overlap and competitive effects.

Schedules

Detailed subsidiary lists, intercompany holdings, and other exhibits that support threshold and identity statements.

Essential fields you must include

Transacting Parties: Names, legal form, addresses

Ultimate Parent: Top-level owner, country

Transaction Value: Total consideration amount

Ownership Percent: Post-transaction stakes

Business Lines: Primary products/services

Supporting Schedules: Subsidiary lists

Step-by-step completion checklist

Follow these sequential steps to prepare, verify, and submit the questionnaire with the HSR filing.

01

Collect Data: Gather corporate and financial details from each party.
02

Calculate Thresholds: Confirm size-of-transaction and size-of-person metrics.
03

Assemble Schedules: Compile subsidiary and product lists for attachments.
04

Legal Review: Have antitrust counsel review and approve all answers.

Where to send the completed questionnaire and related filings

Questionnaires accompany the HSR premerger notification and are retained by parties and counsel; the HSR filing itself is submitted to the filing portal specified by the enforcing agencies.

Internal Exchange: Share completed questionnaires among acquiring and acquired counsel.
Counsel Retention: Keep signed copies with deal files for the statutory period.
Agency Submission: Submit HSR filing via the agencies' official filing channels.
Responding to Requests: Supply updated questionnaires or supplemental information promptly.

Configuring an online workflow for questionnaire completion

Set up a digital workflow that assigns sections, collects attachments, and enforces required fields to reduce errors and speed internal review cycles.

Field	Configuration
Required Fields	Mark identity and value fields as mandatory
Attachments	Require PDF schedules before submission
Authentication	Use email or stronger signer verification
Versioning	Enable audit trail and change history

Digital submission: platform and file format considerations

Ensure the chosen platform preserves metadata, provides tamper-evident signed copies, and maintains retention controls required by compliance teams.

File Formats: PDF and DOCX are commonly accepted
Authentication: Email, SMS, or stronger methods
Integrations: CRMs and document systems supported

Timing considerations and filing sequence

Timing affects when parties may close and how agencies exercise their waiting periods; coordinate questionnaire completion with the formal HSR filing to avoid procedural gaps.

Pre-Filing Preparation:

Complete questionnaire before submitting the formal HSR filing.

Filing Trigger:

Filing occurs when the agency receives the required package.

Waiting Period:

Observe the statutory waiting period before closing.

Supplemental Updates:

Promptly update if material facts change.

Agency Deadlines:

Respond to follow-up requests by stated due dates

Common pitfalls and avoidable errors

Incomplete subsidiary schedules that omit intermediate holding companies lead to frequent agency follow-up and delay.
Incorrect calculation of transaction value or ownership percentage can change filing obligations and trigger corrective filings.
Using inconsistent entity names or abbreviations between schedules and filing forms causes clerical rejections and requests for clarification.
Late internal reviews that compress the waiting period risk closing before agency clearance and possible enforcement consequences.

Consequences of inaccurate or missing questionnaire information

Civil Penalties: Possible fines and corrective filings

Delay to Closing: Extended agency review and approvals

Divestiture Risk: Potential remedial measures required

Enforcement Costs: Legal and compliance expenses

Reputational Harm: Increased scrutiny from stakeholders

Operational Disruption: Renegotiation or transaction delay

eSignature platform comparison for managing the Hart Scott Rodino Questionnaire

Compare common vendor criteria that matter for secure collection of questionnaire data and signatures. signNow appears first for reference; verify feature availability by plan before purchasing.

	signNow	DocuSign	Adobe Sign	PandaDoc	HelloSign
Starting Price	$8/user/mo	$15/user/mo	$14/user/mo	$19/user/mo	$15/user/mo
Free Trial	7-day free trial	Varies	Varies	Varies	Varies
Bulk Send	Yes	Yes	Yes	Yes	Varies
Audit Trail	Yes	Yes	Yes	Yes	Yes
HIPAA Compliant	Yes	Yes	Yes	Varies	Varies
Envelope Cap	No cap	100 envelopes/user/year	Varies	Varies	Varies

Real-world examples of digital questionnaire workflows

These brief examples show how organizations used electronic workflows and signature tools to support regulatory filings and internal review.

Optica Ventures LLC

The interface is simple and easy-to-use for our team; more importantly, it is just as easy for our customers.

Quick collection reduced turnaround on signature pages.
With consistent templates and audit trails, the deal team shortened internal reviews and maintained a complete compliance record for regulators and counsel.

BIS

We felt most comfortable with a SOC 2–certified eSignature provider focused on ESIGN and UETA compliance.

The built-in audit trail supported rapid attorney review.
As a result, the company streamlined collection of signed questionnaires, reduced paper handling, and preserved complete records for potential agency inquiries.

Frequently asked questions about the Hart Scott Rodino Questionnaire

Answers below cover common submission, timing, signing, and recordkeeping questions encountered when preparing HSR-related questionnaires.

Need help? Contact support

What is the questionnaire used for?
It supplies the factual support for a premerger notification filing under the HSR Act and helps agencies evaluate competitive effects. The questionnaire is a supplemental document used by parties and counsel during the HSR review process.
Who must complete it?
Parties to a transaction that meets filing thresholds prepare the questionnaire. Typically, acquiring and acquired parties coordinate facts and schedules with antitrust counsel to ensure accurate responses.
Can the questionnaire be signed electronically?
Yes. Electronic signatures are legally effective for most commercial filings under federal e-signature law when intent, consent, attribution, and retention are documented.
How should confidentiality be handled?
Mark proprietary schedules and use secure transmission channels. Counsel often negotiates protective measures and ensures that sensitive exhibits receive limited access during agency review.
What causes agency follow-up requests?
Incomplete subsidiary schedules, unclear transaction valuation, or ambiguous product-market descriptions commonly trigger requests for supplemental information from reviewing agencies.
How long should records be kept?
Retain completed questionnaires and supporting materials according to corporate policy and applicable retention standards; many organizations keep records at least seven years for compliance and potential audits.

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