Merger control

Concentration means:

1 a merger when one or more undertakings which terminate their activity as independent undertakings are joined to the undertaking which continues its operations, or when a new undertaking is established from one or more undertakings which terminate their activities as independent undertakings;

acquisition of control when the same natural person or natural persons already controlling one or more undertakings, or one or more undertakings, by agreement, jointly set up a new undertaking (except the cases when such new undertaking does not perform the functions of an independent undertaking) or gain control over another undertaking by acquiring an enterprise or part of it, all or part of the assets of the undertaking, shares or other securities, voting rights, by contract or by any other means.

The intended merger must be notified to the Competition Council prior to its implementation and its permission must be obtained if the combined aggregate income of the undertakings concerned in the business year preceding the concentration exceeds EUR 14,500,000 and the agregate income of each of at least two undertakings concerned in the business year preceding the concentration exceeds EUR 1,450,000.

Even though the aggregate income does not exceed the limits entrenched in the Law on Competition, the Competition Council may initiate merger control proceedings in those cases when the indended merger is likely to result in the creation or strengthening of a dominant position or a substantial restriction of competition in a relevant market.

Implementing of a merger prior to its notification, as well as continuing a merger during the period of its suspension and infringing the established merger conditions or obligations may impose on undertakings a fine of up to 10 per cent of the gross annual income in the preceding business year (Part 1 of Article 36 of the Law on Competition).

Failure to provide information or providing incorrect and incomplete information required for merger examination may impose on undertakings a fine of up to one per cent of the gross annual income in the preceding business year (Part 3 of Article 36 of the Law on Competition). A fine of up to five percent of the average gross daily income in the preceding business year may be imposed on undertakings for the failure to comply in a timely manner with the instructions given by the Competition Council (Part 4 of Article 36 of the Law on Competition).