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parliment flags

Introduction Following recent proposals for regulatory reform (see articles here and here) in relation to competition in digital markets, the CMA published its new Digital Markets Strategy on 3 July 2019, which sets out the agency’s approach to “protecting consumers in the digital economy while ensuring robust, competitive digital markets”. The strategy outlines five strategic aims and seven priority focus areas across antitrust law and merger control, as well as consumer law. Objectives The first strategic aim is for the –Read More–

Perhaps this is an indication of the way things are going to be after Brexit. The Governments of Germany, France and Poland have recently published a document calling for a radical review of the EU merger rules to allow a stronger emphasis on industrial policy considerations . Remove the UK from the equation with its strong belief in competition only based assessment of mergers and more politically motived industrial policy concerns are likely to fill the vacuum. More and more –Read More–

Decree No. 2019-339 of 18 April 2019 (the “Decree”), simplifying formalities for the notification of a prospective concentration operation, including mergers and acquisitions, to the French Competition Authority (“FCA”), was published in the French Official Journal on 20 April 2019 and came into force the following day. This Decree is in line with the FCA’s intention to modernise concentration control, as announced by the FCA at the end of 2017. The Decree amends the annexes to the French Commercial Code –Read More–

Summary Digital markets mergers are a hot topic for global antitrust regulators. The UK’s Competition and Markets Authority (“CMA”) has published an expert report on whether the UK has struck the right balance between over and under regulation of such transactions. The CMA is confident that the overarching competition law framework can cope with mergers in digital markets. However, they are also seeking comments on proposals for incremental improvements in its merger assessment tools and guidance for digital markets deals. In –Read More–

 Introduction On 8th April 2019 the European Commission(“the Commission”) fined General Electric (“GE”) €52 million for providing incorrect information during the Commission’s investigation of GE’s planned acquisition of LM Wind which was investigated under the EU Merger Regulation . The merger itself was ultimately cleared unconditionally in Phase I on the basis that it raised no competition concerns. This latest decision seems to be yet another example of the Commission ramping up penalties on companies for procedural irregularities in the –Read More–

Summary  In light of recent political developments in the UK it is becoming an increasing possibility that the UK will leave the EU on 29 March 2019 without a deal. Businesses involved in merger activity will face significant implications in the event of a “no-deal” Brexit as the EU’s merger control regime will no longer cover the UK. Mergers may face investigations by both the CMA and the European Commission even where they have already been notified in Brussels. Background –Read More–

Summary The UK Government published on 24 July 2018 its long awaited White Paper on the proposed new national security screening regime to review investments by foreign investors which may have national security implications. In this article we review the Government’s proposals and ask what it means for foreign investment in the UK. Background The UK currently uses the Enterprise Act 2002 to review mergers on national security and other public interest grounds alongside the competition regime. Following the Chinese –Read More–

Introduction and Summary An appeal has been launched against the UK competition regulator, the Competition and Markets Authority’s (CMA) first decision fining a party for gun jumping. On 20 July 2018, the Competition Appeal Tribunal (CAT) announced that Electro Rent Corporation (Electro Rent) had lodged an appeal against the  decision of the CMA to impose a penalty of £100,000 on Electro Rent for failure to comply with an interim  standstill obligation while its completed merger with Microlease was being investigated –Read More–

The Antitrust Division of the United States Department of Justice (“DOJ”) recently announced that it will spearhead an effort to create a new international antitrust enforcement framework.1  At a June 1st discussion before the Council of Foreign Relations, Makan Delrahim, Assistant Attorney General for the Antitrust Division, indicated that the DOJ, in conjunction with U.S. Department of State, the Federal Trade Commission, and other antitrust competition agencies around the world will launch what has been dubbed the Multilateral Framework on –Read More–

This week the UK Government enacted two new Orders which lower the UK merger control thresholds under the Enterprise Act 2002. The legislation extends the jurisdiction of the Competition and Markets Authority (CMA) and the Secretary of State to investigate mergers in certain sensitive sectors of the UK economy which may have national security implications. The new Orders will come into force on 11 June 2018. These Orders will extend the reach of the UK merger control system to deals –Read More–

On 6 February 2018, the EU Commission announced that it had accepted a referral request from a number of EU countries to assess Apple’s acquisition of Shazam, a UK based developer and distributor of music recognition software. Does this acquisition represent the latest example of tech companies buying their likely future competitors? We reported in December 2017 how the German Federal Cartel Office (FCO) issued a press release alleging that Facebook had abused its dominant position on the market for –Read More–

Introduction One of the key concerns of merging parties in any transaction is the steps they are allowed to take prior to the clearance of the merger.  A recent case before the Court of Justice of the European Union (Case C‑633/16 Ernst & Young P/S Konkurrencerådet) has recently had to address this particular issue. On 18 January 2018, Advocate General Wahl handed down an opinion which provided helpful guidance on what steps companies could take without rendering themselves liable for –Read More–

On 5 September 2017, the CMA released new guidance regarding its Mergers Intelligence Function and the informal guidance it can give parties who are considering whether to submit their merger for formal deliberation by the CMA. This relatively new process confers great advantages for companies with border the thresholds for notification or mergers which do trigger thresholds but the parties activities do not overlap. Parties can seek an informal opinion of no-interest using the merger intelligence unit of the CMA. –Read More–

On 29 August 2017, Law No. 124 of 2017 entered into force and amended Section 16 (1) of Law No. 287 of 1990 (the Italian competition law) that provides for prior notification system of all mergers and acquisitions in Italy which fall within certain thresholds. As of 29 August 2017, a concentration has to be notified to the Italian Competition Authority when it meets the new cumulative conditions below: (i) The aggregate turnover in Italy of all undertakings involved exceeds –Read More–

On June 9, 2017, the 9th amendment of the German Act against Restraints of the Competition (GWB) came into effect. The most significant changes affect the liability for cartel fines, the application of merger control and the compensation for cartel damages. Extended liability for cartel fines While the European sanctions law determines the subject for cartel fines through the “economic entity” model, German law would only impose fines on the legal person that was directly involved in the infringement. The –Read More–

On the 14th August 2017, it was widely reported in the UK press how Jean-Claude Juncker, the European Commission President, is preparing to unveil EU foreign takeover controls at a keynote speech in September. Such a system would be similar to CFIUS, the USA’s Committee on Foreign Investment. In the USA, the CFIUS mechanism allows the USA to block foreign takeovers when they could threaten USA strategic interests. This in the past has gone as far as technology companies, but –Read More–

The CMA published on 16th June its final version of its Merger De Minimis Guidelines following earlier consultation with stakeholders. The Guidelines set out the criteria which the CMA will have regard to when exercising its discretion under UK merger control legislation to clear mergers in small markets. Under the Enterprise Act 2002 the CMA is under a statutory duty to refer a completed or anticipated relevant merger situation to an in-depth Phase 2 investigation where it believes that it –Read More–

Recent developments show the UK Government’s desire to expand their powers to block foreign takeovers. We explore the nature and scope of the proposed legislation and assess its likely consequences. The Conservative Government recently announced a deal with the Democratic Unionist Party to provide it with an overall Parliamentary majority. The present Administration is therefore expected to stay in power for the foreseeable future and it is likely to be able to force through some relatively uncontroversial legislation in the –Read More–

On 1 July 2016, the German Ministry for Economic Affairs published a draft bill for the 9th amendment of the German Act against Restraints of Competition (Gesetz gegen Wettbewerbsbeschränkungen – GWB). The draft bill addresses numerous topics which have been subject to intensive discussions in German competition policy and will bring material changes to German antitrust law. 1. Expanded system of sanctions and fines One of the main pillars of the 9th amendment of the GWB is the introduction of –Read More–

The City of London Law Society Competition Committee has just published its response to the CMA Consultation on “Mergers: Exception to the duty to refer in markets of insufficient importance”. The Committee argue for the adoption of a single de minimis threshold, the level of which should be set at least £15 million, substantially above the current lower threshold of £3 million. Please follow this link to read the full response. Robert Bell is a Partner and Head of EU & Competition –Read More–

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