Uruguay merger control
Produced in partnership with Guyer & Regules

The following Competition practice note produced in partnership with Guyer & Regules provides comprehensive and up to date legal information covering:

  • Uruguay merger control
  • 1. Have there been any recent developments regarding the Uruguayan merger control regime and are any updates/developments expected in the coming year? Are there any other ‘hot’ merger control issues in Uruguay?
  • 2. Under Uruguayan 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 Enforcement Body?
  • More...

Uruguay merger control

A conversation with Juan Manuel Mercant, partner, Jonathan Clovin, associate, and Micaela Urchitano, associate at Uruguayan law firm Guyer & Regules, on key issues on merger control in Uruguay.

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

1. Have there been any recent developments regarding the Uruguayan merger control regime and are any updates/developments expected in the coming year? Are there any other ‘hot’ merger control issues in Uruguay?

On 20 September 2019, Uruguay’s executive branch promulgated Act No. 19.833 (the Reform) modifying Act No. 18.159 on the promotion and defense of competition (the Competition Law). The Reform took effect on 12 April 2020). On 7 May 2020 a new filing form was published (Resolution N°87/020), and on 15 July 2020, the executive branch adopted implementing regulation N°194/020 (the Implementing Regulation), providing more practical details of the new regime.

The Reform introduced, among other changes, pre-merger control (prior authorisation) for certain economic concentrations, and modified the notification threshold. Prior to the Reform, obtaining prior authorisation was only required for concentrations resulting into a de facto monopoly.

Now, following a period of over a year since the entry into force of the Reform (ie from 12 April 2020), prior authorisation is required from the Enforcement Body with respect to any act of economic concentration when the gross annual turnover

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