If a reportable merger is carried out without authorisation/authorisation, a fine of up to CHF 1 million may be imposed. The fine is usually imposed (but not necessarily only) on the company acquiring control (i.e. not on the targeted company). In the case of a merger (in the strict sense of the law, i.e. two entities merged into a single entity), the fine is imposed on the parties to the merger. Fines are calculated on the basis of the following objective criteria: in many legal systems, the activities of competition authorities may be affected by the coronavirus situation and the time limits described in the Merger Guide cannot be used temporarily in this situation. You should contact a local lawyer if you are involved in transactions that require a merger declaration. With regard to merger notification procedures, we have taken note of the following: please also see the title On Foreign Investment Control below. 48) How and when will the details of the merger be published? Another example of temporary control is the establishment of joint control for a limited period of time before the acquirer acquires sole control, for example. B because the seller has agreed to an earn-out and the seller retains significant veto rights for a limited period of time. If the period does not exceed 1 year, only the acquisition of sole control may generally be the subject of the concentration application.
MART is the only public authority authorised to exercise merger control in Belarus. Under the Law on Natural Monopolies with regard to the transactions referred to in point 10 which concern the field of natural monopolies, it is examined whether the transaction may result in an infringement of the legitimate rights and interests of consumers or whether the information contained in the documents and/or information subject to merger control is false and/or incomplete. Norway: The Ministry of Trade, Industry and Fisheries has published a draft regulation that allows for the extension of time limits in merger cases under the Norwegian Competition Act triggered by the Outbreak of Covid-19. The exact scope and application of the draft regulation is somewhat unclear, if only on the basis of the draft, but could result in a much longer processing time. The draft regulation has not yet been adopted. At present, no date for adoption has been set. On the basis of the consultation responses, the draft Regulation could be amended before it enters into force. The draft Regulation and consultation documents are available here (only in Norwegian): Proposed extension of time limits in merger cases – Draft Regulation on exemption from the procedural rules of the Norwegian Competition Act. For transactions abroad, it is very important to know the turnover in Belarus in order to determine whether such a transaction can affect competition in Belarus and is therefore subject to merger control in Belarus. The following transactions concerning companies under joint control in Belarus are subject to merger control provided that the thresholds are reached: the Belarusian Anti-Government Act does not provide for direct consultations prior to notification. Mart does, however, have the right and the obligation to make statements on the application of Belarusian anti-competitive bidding legislation. Accordingly, in the event of uncertainty as to the need for a merger notification concerning a transaction, the parties may submit a request for clarification with a brief description of the transaction and its parts.
This procedure differs from the concentration application itself, but the parties may consult MART`s notice on whether the notification should take place and decide accordingly whether the concentration should be notified or not (taking into account whether all the essential elements of the concentration have been disclosed). . . .