Poland merger control
Produced in partnership with Gide Loyrette Nouel
Poland merger control

The following Competition guidance note Produced in partnership with Gide Loyrette Nouel provides comprehensive and up to date legal information covering:

  • Poland merger control
  • 1. Have there been any recent developments regarding the Polish merger control regime? What are the main points of interest and are any further updates/developments expected in the coming year? Are there any other ‘hot’ merger control issues in Poland?
  • 2. Under Polish merger control law, is the control test the same as the EU concept of ‘decisive influence’? If not, how does it differ and what is the position in relation to 'minority shareholdings'?
  • 3. Are joint ventures caught by the national merger control provisions (including non-structural, cooperative joint ventures)?
  • 4. What are the merger control thresholds and would a purely foreign-to-foreign transaction be caught (commenting on any ‘effects’ doctrine/policy if relevant)?
  • 5. Are there any specific issues parties should be aware of when compiling and calculating the relevant turnover for applying the jurisdictional thresholds?
  • 6. Where the jurisdictional thresholds are met, is notification mandatory and must closing be suspended pending clearance?
  • 7. Is there any discretion to review transactions that fall below the notification thresholds?
  • 8. Is it possible to close the deal globally prior to local clearance?
  • 9. Is there a deadline for filing a notifiable transaction and what is the timetable thereafter for review by the Office of Competition and Consumer Protection?
  • more

A conversation with Szymon Chwaliński, associate in the Warsaw office of international law firm Gide Loyrette Nouel on key issues on merger control in Poland.

NOTE–to see whether notification thresholds in Poland and throughout the world are met, see Where to Notify.

1. Have there been any recent developments regarding the Polish merger control regime? What are the main points of interest and are any further updates/developments expected in the coming year? Are there any other ‘hot’ merger control issues in Poland?

Poland's last major overhaul of its merger control regime came in 2015 when a two-stage procedure was introduced. Transactions not raising competition concerns can now be cleared within one month of notification. More complex mergers requiring an in-depth competitive assessment have to enter the second stage, lasting an additional four months. The Office of Competition and Consumer Protection (OCCP) is authorised to initiate the second stage if a transaction is particularly complex, if the data collected during the first stage substantiates the risk that the merger will lead to a significant impediment of competition or if market tests are required to properly assess the effects of the merger. In spite of the statutory deadlines, the existing ‘stop the clock’ mechanism, which provides for the suspension of deadlines pending additional information being submitted, remains in place. Therefore, in practice the merger