Competition | European Encyclopedia of Law

Merger

Merger

Merger control procedure in the European Union Law

Concept of Merger control procedure provided by the “Glossary of terms used in EU competition policy” (Antitrust and control of concentrations, published in 2002): The merger control procedure under EC law is laid down in the merger regulation (which was amended once), and in the imple-menting regulation. The merger regulation confers on the Commission the sole authority to assess concentrations with a Community dimension.

Concentrations, which meet the turnover thresholds of the merger regulation, must be notified to the Commission within a week of the conclusion of the agreement, the announcement of the public bid or the acquisition of a controlling interest. Such concentrations may not be implemented before the Commission takes a clearance decision. Violations of these obligations may lead to fines being imposed by the Commission.

From the date of the notification, the Commission has, in general, a period of one month to make an initial assessment of the notified transaction. If the Commission has serious doubts as to the compati-bility of a concentration with the common market, it undertakes a more detailed, so-called second phase investigation for which a further four months are allowed. If the Commission does not take a decision within these deadlines, the operation is deemed to have been authorised.

(See: Council Regulation (EEC) No 4064/89 of 21 December 1989 on the control of concentration between undertakings (OJ L 395, 30.12.1989, p. 1, corrected version OJ L 257, 21.9.1990, p. 13), as amended by Council Regulation (EC) No 1310/97 of 30 June 1997 (OJ L 180, 9.7.1997, p. 1, with a corrigendum in OJ L 40, 13.2.1998, p. 17), commonly referred to as 'the merger regulation'; Commission Regulation (EC) No 447/98 of 1 March 1998 on the notifications, time limits and hearings provided for in Council Regulation (EEC) No 4064/89 on the control of concentrations between undertakings (OJ L 61, 2.3.1998, p. 1), commonly referred to as 'the implementing regulation'.)

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