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

Section 5 of the Competition Act defines a concentration as arising in three situations. First, a concentration arises where two or more previously independent undertakings merge (Section 5(2)). Next, a concentration arises where one or more persons already controlling at least one undertaking or one or more undertakings acquire direct or indirect control of the whole or parts of one or more under …

Concept of concentration

Provisions controlling concentrations were first introduced in Greece in 1991. At that time, the Minister for the Economy had sole competence relatively to concentrations. The failure to require the Minister for the Economy to take decisions within specified time-limits, and the failure to establish a general notification requirement for concentrations of a certain size were among the factors creating widespread dissatisfaction with the scheme. In response, the 1995 amendments in Act No 2296/95, established two notification procedures. A simplified procedure was created for small-scale concentrations, and a more detailed notification requirement for concentrations exceeding established turnover thresholds. Specific time-limits were introduced and a Competition Committee was created with primary decision-making authority. The low thresholds and the post-merger notification requirement for all concentrations ultimately left the Commission unable to meet statutory deadlines. Thus, Act No 2837/00 was adopted, abolishing the two-tier notification procedure and increasing thresholds for notification. Thereafter, Amendment No 3373/2005 established a two-stage procedure (Phase 1 and Phase 2). Since the coming into force of Law No 3959/2011, the postmerger notification procedure is abolished.

Merger control is slightly more complicated where the operation is to be implemented in a regulated sector, as other formalities are required by the regulatory authority of the sector in addition to those required under the Competition Act. The media sector, governed by Act No 3592/2007, notably contains special provisions relative to the calculation of the undertakings' turnover and market share.

Context

Section 5 of the Competition Act defines a concentration as arising in three situations. First, a concentration arises where two or more previously independent undertakings merge (Section 5(2)). Next, a concentration arises where one or more persons already controlling at least one undertaking or one or more undertakings acquire direct or indirect control of the whole or parts of one or more undertakings. In this context, “control” is defined in Section 5(3) as the possibility of exercising a decisive influence, such as acquiring ownership, or acquiring rights which confer a decisive influence on voting. Control extends not only to the holders of such rights, but also to persons whom, while not holding such rights, have the power to exercise the rights deriving therefrom.

  The third situation in which a concentration arises is upon the creation of a joint venture which is an independent economic entity and does not lead to the coordination of the competitive behavior of the parent companies, or between the parent companies and the joint venture (Section 5(5)).

On the other hand, no concentration arises where a credit or other financial institution, or insurance company temporarily holds securities with a view toward reselling them (Section 5(6)). In order to come within this Section, the financial institution must not exercise the voting rights with a view toward influencing the competitive behavior of the undertaking, and may exercise the voting rights only to prepare the disposal of the securities. A financial institution holds securities temporarily, where it does so for less than one year, though this period may be extended for a reasonable time where disposal was not reasonably possible within the period set.

The notification requirement is triggered where an undertaking meets the thresholds for turnover provided by Section 6(1). Where the combined turnover of the undertakings involved equals EUR 150 million and the turnover in Greece of at least two undertakings involved each exceed EUR 15 million, the concentration must be notified to the Competition Commission. The criteria for calculating turnover are set forth in Section 10. In the media sector, Law No 3952/2007 provides specific turnover thresholds of EU 50 million and EUR 5 million.

Thresholds

The Competition Act provides that the Competition Commission must prohibit a concentration where it may impede competition in the national market, or a substantial part of it, particularly be creating or strengthening a dominant position (Section 7(1)). The Act lists factors to be considered in determining the likelihood of a significant impediment to competition, including inter alia the structure of the relevant markets, actual or potential competition from within Greece or outside it, barriers to entry, the market position of the undertakings involved and their financial power, their access to supplies or markets, the alternatives available, the evolution of supply and demand, and the interests of intermediate and final consumers (Section 7(2)).

Global Competition Law

354. Concept of concentration

Demandez un accès gratuit
au contenu exclusif Livv – juristes d’entreprise

Les notions juridiques connexes

354. Concept of concentration

Demandez un accès gratuit au contenu exclusif Livv – juristes d’entreprise

Les notions juridiques connexes

Demandez un accès gratuit
au contenu exclusif Livv – juristes d’entreprise