The EU merger investigation process
The EU merger investigation process

The following Competition practice note provides comprehensive and up to date legal information covering:

  • The EU merger investigation process
  • Stages of an investigation
  • The 'one-stop shop'
  • Putting together an effective Form CO
  • Simplified mergers
  • Pre-notification contacts
  • Pre-notification checklist
  • Submitting the Form CO
  • Suspension of transaction and failure to notify
  • Exceptions for public bids
  • More...

If a transaction falls under the concept of a notifiable ‘concentration’ within the meaning of the EU Merger Regulation and meets the EU Merger Regulation’s jurisdictional thresholds, it must be notified to the European Commission. The Commission will then investigate the transaction following a set procedure. Until the transaction has been cleared by the Commission, the parties must suspend its implementation.

The Commission’s investigation will start once the parties to the transaction formally notify the Commission by submitting a completed Form CO.

Once started, an investigation will follow a set process with strict timings:

  1. all mergers will be subject to a phase I investigation—the Commission has 25 working days to issue its phase I decision (extendable if parties offer commitments), and

  2. where the Commission has concerns that a merger will restrict competition, it will then refer the merger for a more in-depth phase II investigation unless the parties offer suitable remedies—the Commission has 90 working days to issue its phase II decision (though subject to possible extensions).

The Commission has the ultimate power to prohibit a merger unless the parties offer remedies that address any competition concerns it identifies.

In normal circumstances, where the financial thresholds are met, the EU merger rules will apply. The national rules of EU Member States will apply where the EU’s financial thresholds are not met (but those of the respective Member States

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