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

Following Article 9(1) of the Competition Act, concentrations reaching the thresholds set in Article 8(1) must be notified to the Office before the rights and obligations resulting from the concentration are implemented and after :
- the conclusion of a contract ;
- the acceptance of a bid in a public tender is announced,
- a decision of a state authority is delivered to an undertaking,
- the anno …

Merger notification

Following Article 9(1) of the Competition Act, concentrations reaching the thresholds set in Article 8(1) must be notified to the Office before the rights and obligations resulting from the concentration are implemented and after :

- the acceptance of a bid in a public tender is announced,

- a decision of a state authority is delivered to an undertaking,

- the announcement of an public acquisition bid,

- the European Commission informs an undertaking that the Office will examine the matter, or

- the day when another fact occurs on the basis of which the concentration arises.

The notification of a concentration may also be submitted in the form of an intention before the conclusion of the agreement on which the concentration is based, or before another legal fact founding the concentration occurs. In such cases, the notification must also contain written reasoning and written documents certifying the essential facts of the concentration (Article 9(4)).

The Antimonopoly Office’s Decree No. 189/2021 of 20 May 2021, which establishes the details of the notification of concentrations and is effective as of 1 June 2021, sets out the information to be provided by the parties in the notification: a detailed description of the concentration, general market information, data on affected and potentially affected markets, and the impact on competition. Upon the notifier’s request, the Office may narrow the scope of the required information (Article 9(3)). The Decree specifies the cases eligible for such simplified notification :

- acquisition of exclusive control over an entity that the acquirer already jointly controls ;

- no horizontal or vertical overlap between the markets on which the parties are active as a result of the concentration ;

- the combined market share of the parties to the concentration is less than 15% in the case of horizontal mergers, or 30% in the case of vertical mergers.

The Office recommends the use of pre-notification contacts before submitting the notification. Further details are provided in the Office’s Guidance on Pre-notification Contacts in the Concentration Assessment Process.

The stand-still obligation applies, meaning that the parties may not exercise any rights or obligations arising from the concentration before the Office issues a decision (Article 10(1)).

The filing fee is set at EUR 5,000 and proof of payment is required in order to proceed with the notification.

To investigate the possible impact of a notified concentration on competition, the Office may exercise its powers, in particular its right to request information and interviews (Article 16).

The review of concentrations is a two-stage procedure. In phase I, the Office must issue a decision on a concentration within 25 working days from the date of delivery of the notification. The decision need not include reasoning, but if it does, it shall “generally indicate the undertakings concerned, the sector or, if applicable, the relevant market in which the undertakings concerned operate” (Article 35(1)). A phase II review is opened if the assessment requires a more in-depth analysis to identify competition concerns. This extends the review by an additional 90 working days (Article 35(2)). In all cases, the Office may request additional information from the parties, which suspends the time limit for its review (Article 36(3)).

The parties, as well as third parties showing a legitimate interest, have the right to be heard by the Office before it decides on the concentration (Article 26).

In its decision on a concentration, the Office must exclude protected confidential information (Article 30). It is for the parties to claim confidentiality for the information and documents they submit (Article 54(3)) and, upon request, to provide the Office with non-confidential versions of those documents (Article 54(6)).

Global Competition Law

649. Merger notification

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

Les notions juridiques connexes

649. Merger notification

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