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

The Act No. 187/2021 on the Protection of Competition, effective as of 1 June 2021, governs the merger control regime in the Slovak Republic. Some amendments and supplements to legislative acts adopted prior to the 2021 Competition Act are still in force. In addition, the EU Merger Regulation applies. …

Context

The Act No. 187/2021 on the Protection of Competition, effective as of 1 June 2021, governs the merger control regime in the Slovak Republic. Some amendments and supplements to legislative acts adopted prior to the 2021 Competition Act are still in force. In addition, the EU Merger Regulation applies.

A concentration is defined in Article 7 of the Act as either :

- a merger or amalgamation of two or more independent undertakings, or ;

- an acquisition of direct or indirect control over an undertaking.

In the first scenario, what matters is the economic merger, especially if joint economic management can be identified, regardless of the maintenance of the legal independence of each entity. By contrast, a concentration by “control” consists in the possibility of exercising decisive influence over the activity of the undertaking, in particular through ownership rights or other rights, contracts, or other facts allowing the exercise of decisive influence over the composition, voting or decisions of the undertaking’s bodies. In addition, the creation of a joint venture qualifies as a concentration if the newly established entity performs all the functions of an autonomous economic entity.

Any concentration is subject to review by the Antimonopoly Office (the “Office”) when certain thresholds are met. However, some transactions are excluded from the definition of a concentration by law, such as the temporary acquisition by banks, insurance companies or financial institutions of securities with a view to their resale, provided that they do not exercise control in order to influence the competitive behaviour of the controlled undertaking.

Concept of concentration

A concentration is subject to control by the Office if one of the two positive thresholds defined by Article 8 is met.

If the combined turnover of the undertakings in the Slovak Republic is at least EUR 46 million and each of the undertakings has net turnover in the Slovak Republic of at least EUR 14 million, the concentration is subject to control (Article 8(1)(a)).

Alternatively, if the net turnover in the Slovak Republic of at least one of the undertakings (but not the acquirer of control) is at least EUR 14 million and the worldwide net turnover of at least one of the undertakings is at least EUR 46 million, the concentration is subject to control (Article 8(1)(b)).

For each undertaking, the turnover taken into account is the aggregate turnover. This means that the turnover of the legal entity concerned, as well as that of all entities it controls, must be added together. Further details on the calculation of aggregate turnover to be used when computing the thresholds are provided in Articles 8(2) to 8(5).

Thresholds

Pursuant to Article 11, the test applied by the Office in reviewing a concentration is whether it significantly impedes effective competition in the relevant market, in particular as a result of the creation or strengthening of a dominant position.

Global Competition Law

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Les notions juridiques connexes

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Les notions juridiques connexes

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