The CMA steps up enforcement of procedural merger control rules: key lessons from recent cases

2020 ◽  
Vol 19 (1) ◽  
pp. 10-23
Author(s):  
Mark Jephcott ◽  
Ruth Allen
Keyword(s):  
Merger Control ◽  
Robust Approach ◽  
Competitive Effects ◽  
Control Rules ◽  
Global Trend ◽  
Mandatory Notification ◽  
Interim Measures ◽  
Information Requests ◽  
Control Regime ◽  
Formal Information

The powers of the CMA to obtain information about a merger and to prevent (or even unwind) integration of merging businesses pending the conclusion of an investigation into the competitive effects of the merger are an extremely important part of the UK's voluntary merger control regime, which has no mandatory notification or standstill obligations. The CMA has adopted a series of decisions over the last two years which indicate that it is taking an increasingly robust approach to compliance with notices and orders issued in this context. This is line with both the global trend towards tougher enforcement of procedural merger control rules, and the CMA's increasingly strict approach to enforcement of procedural rules in other contexts, such as antitrust investigations and market studies. This article explores this trend and highlights some key lessons from recent cases for merging parties and their advisers, focussing in particular on fines imposed for breach of interim measures and non-compliance with formal information requests. It also identifies some possible reasons for the toughening of the CMA's stance including, in particular, the interplay with the anticipated impact of Brexit.

scholarly journals The role of merger control rules in the enforcement of optimal competition policy

2014 ◽  
Vol 66 (3-4) ◽  
pp. 321-337
Author(s):  
Ivana Rakic
Keyword(s):  
Competition Policy ◽  
Merger Control ◽  
Institutional Framework ◽  
Competition Authority ◽  
Market Structures ◽  
Effective Competition ◽  
Control Rules ◽  
Ex Ante ◽  
Mandatory Notification

The purpose of ex ante merger control is to secure and preserve the competitive market structures by controlling concentrations which might significantly impede effective competition. All concentrations exceeding a certain turnover threshold are subject to mandatory notification under national merger control rules and such transactions shall not be implemented prior to clearance decision. In assessing a concentration, the relevant competition authority must consider the likely effects of the concentration on competition, and if the concentration is expected to be anti-competitive, it must be prohibited. The aim of this article is to explain the difficulties to properly determine the institutional framework in which the competition authority approves or prohibits concentrations. Therefore, the author analyses some of the main principles on which merger control should be based and points out that merger control rules play very important role in achieving effective enforcement of optimal competition policy.

Die materielle Fusionskontrolle in der VR China und in der Europäischen Union

2019 ◽  
Author(s):  
Anna Ma
Keyword(s):  
Market Economy ◽  
Socialist Country ◽  
Policy Instrument ◽  
International Standards ◽  
Merger Control ◽  
Eu Merger Control ◽  
National Economic ◽  
Vr China ◽  
Control Regime ◽  
The Eu

This paper examines the similarities and differences between the European and Chinese merger control systems, thereby considering the decision-making practice of the responsible competition authorities in China and the EU. Merger control is an important economic policy instrument both in China and in the EU. Traditionally, merger control essentially serves the purpose of preventing unwanted monopolies and other structural impairments of competition. In the EU, merger control is an important instrument of strengthening competition and the market economy in the inner-European market. Given that China considers itself to be a socialist country, the fact that China also has introduced a merger control system that largely meets international standards is remarkable. In a socialist country, the economic system is usually a planned economy instead of a market economy. Competition does not play a comparable role. Nevertheless, China created a merger control regime which was strongly influenced by European merger control in 2008. In many instances, even the same terminology was incorporated into the provisions. European merger control thus served as a model for the creation of Chinese merger control. Despite these similarities, there are also significant differences between European and Chinese merger control. These special features lie, in particular, in the consideration and weighting of non-competitive factors, such as public interest or national economic development. The deviations are due to the functions and objectives of the Chinese merger control regime.

Reforming EU merger control to capture ‘killer acquisitions’ – the case for caution

2020 ◽  
Vol 19 (2) ◽  
pp. 51-67
Author(s):  
Nicholas Levy ◽  
Henry Mostyn ◽  
Bianca Buzatu
Keyword(s):  
European Commission ◽  
Review Process ◽  
Digital Age ◽  
Analytical Framework ◽  
Merger Control ◽  
Digital Platforms ◽  
Control Rules ◽  
Eu Merger Control ◽  
Start Ups

This article examines whether EU merger control rules should be recalibrated to address concerns said to arise from acquisitions of innovative start-ups by established digital platforms – commonly referred to as ‘killer’ or ‘nascent’ acquisitions. It assesses various proposals designed to remedy two failings: a perceived failure to review anti-competitive transactions due to inadequate jurisdictional thresholds and a perceived failure to detect competition problems during the merger review process. It argues that, given the large number of transactions already subject to merger control, any expansion of existing rules should occur only where there is clear evidence of a significant enforcement gap. In the view of the authors, there is no persuasive evidence that a material number of anti-competitive digital acquisitions are escaping antitrust scrutiny, that the analytical framework applied by the European Commission should be significantly changed, or that the methodological tools employed to review concentrations are unfit for purpose. The authors therefore disfavour wide-ranging changes to the EU's rules and instead propose a series of incremental improvements to ensure that EU merger enforcement is tailored to the digital age.

scholarly journals Development of merger control procedures

2018 ◽  
pp. 50-55 ◽  
Author(s):  
D. A. Gavrilov ◽  
K. S. Nagorskiy
Keyword(s):  
Merger Control ◽  
Antitrust Legislation ◽  
Control Procedures ◽  
Control Regime

In article authors present their analysis of key changes in antitrust legislation which are proposed today in sphere of merger control regime and share with their own view on these changes, including with comparison with foreign antirust legislation.

scholarly journals El sometimiento de las adquisiciones minoritarias que no otorgan el control a las normas sobre el control de las concentraciones = The control under merger rules of acquisitions of non-controlling minority shareholdings

2017 ◽  
Vol 9 (2) ◽  
pp. 314
Author(s):  
Natividad Goñi Urriza
Keyword(s):  
National Level ◽  
Merger Control ◽  
Control Rules ◽  
Merger Regulation ◽  
Minority Shareholdings

Resumen: El trabajo aborda la conveniencia de someter al control de concentraciones las adquisiciones minoritarias que no otorgan el control del objetivo tanto a nivel europeo como nacional. La Comisión Europea propone la modificación del Reglamento de concentraciones con el fin de introducir un sistema de transparencia selectivo y evaluar estas adquisiciones aplicando el criterio de la restricción significativa de la competencia. El artículo analiza la conveniencia de reformar también la LDC en el mismo sentido.Palabras clave: Adquisiciones de participaciones minoritarias. Control de concentraciones. Reforma Reglamento de concentraciones y LDC. Mecanismos de remisión.Abstract: The article handle with the need to extend the Merger control rules to the acquisition of non-controlling minority shareholdings at European and national level. The Commission proposes to modify de Merger Regulation in order to introduce the transparency system and apply the substantive test for mergers: the significant restriction of competition. This work analyses the convenience of the reform of the LDC as well.Keywords: Acquisition of non-controlling minority shareholdings. Merger control. Merger Regulation and LDC reform. Case referrals.

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