Global Competition Law is primarly a practitioner's guide presenting the most salient aspects of the major competition laws country by country, giving an overview of their structure and most charasteristic elements.
Global Competition Law also provides insight into possible future developments in the field.

Global Competition Law

As part of its application for EU membership and the adoption of the Union's acquis, Bulgaria sought to introduce a control of concentrations based on the EU model into its law with the Competition Act. …

Context

As part of its application for EU membership and the adoption of the Union's acquis, Bulgaria sought to introduce a control of concentrations based on the EU model into its law with the Competition Act.

A concentration is deemed to occur where there is a merger of two or more independent undertakings or where one or several persons already controlling one or more undertakings acquire direct or indirect control over one or more undertakings or parts thereof. Control is defined as the possibility of exercising a decisive influence on an undertaking, including the right to exercise a decisive influence on the composition, voting or decisions of the decision-making bodies of the undertaking, or the right to use part or all of an undertaking's assets (Article 22 of the LPC).

  The creation of a joint venture that performs all of the functions of an autonomous entity on a lasting basis constitutes a concentration where it does not lead to coordination of the competitive behavior of the controlling undertakings, or between them and the joint venture.

  On the other hand, a concentration is not considered to exist where a financial institution temporarily holds securities with a view to reselling them. However, for this exception to apply, any voting rights must be exercised solely to maintain the full value of the investment and not to determine the competitive behavior of the undertakings (Article 23 of the LPC).

Concept of concentration

Pursuant to Article 24 of the LPC, "Concentrations shall be subject to mandatory prior notification to the Commission where the aggregate combined turnover of all undertakings participating in the concentration in the territory of the Republic of Bulgaria in the preceding year exceeds BGN 25 million (EUR 12,8 million), and;

1. the turnover of each of at least two of the undertakings participating in the concentration in the territory of the Republic of Bulgaria during the preceding financial year exceeds BGN 3 million (EUR 1,5 million), or;

2. the turnover of the undertaking - subject to acquisition in the territory of the Republic of Bulgaria during the preceding fiscal year exceeds BGN 3 million (EUR 1,5 million)".

Where the concentration involves partial acquisition of an undertaking, the turnover related to that part is taken into consideration.

For the purpose of calculating turnover, the economic group to which the respective undertaking belongs is regarded as one affected undertaking concerned. The turnover of the undertaking participating in the concentration is calculated in accordance with the provisions of the Article 25 of the LPC.

Thresholds

Up until now, in deciding whether to authorize a concentration, the standard applied was whether the concentration results in the creation or strengthening of a dominant position that would significantly impede effective competition on the relevant market. However, even where this would clearly be the result of a concentration, the Commission may nevertheless authorize it if:

- it modernizes production or the economy as a whole,

- it leads to an improvement in market structure,

- it increases competitiveness on external markets,

- it is in the interests of consumers, and

- more generally, it has positive aspects that outweigh any negative impact it has on competition in the relevant market (Article 26(2) of the LPC).

Now, a new amendment to the CPA introduced the SIEC test into the merger control procedure. This allow the CPC to refuse authorization for a merger without necessarily establishing dominance of the entity on the respective market, provided that a significant negative effect on competition is likely to occur. 

Global Competition Law

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Les notions juridiques connexes

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Les notions juridiques connexes

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