The European Commission announced on Friday 26 March initiatives to change some of the merger rules.
Indeed, in the light of the assessment of the procedural and jurisdictional aspects of EU merger control, the Commission has adopted guidelines on the application of the referral mechanism between Member States and the Commission (mechanism provided for in Article 22 of the Merger Regulation).
In addition, an impact assessment will be launched on possible actions to further focus and simplify merger control procedures.
Margrethe Vestager, executive vice-president for competition policy, noted that deals involving companies with low turnover but high competition potential “are not examined by the Commission or by the Member States”. More frequent use of the Article 22 referral mechanism is therefore necessary.
The results of the evaluation, summarised in a working document (https://bit.ly/3tWD2MK ), show that the turnover-based jurisdictional thresholds, together with the referral mechanisms, “are generally adequate to detect significant transactions within the EU internal market” according to the document.
But there has been an increase in the number of mergers involving companies that play an important competitive role in the markets despite having little or no turnover (digital, pharmaceutical, biotechnology sectors).
The Commission intends to accept, under certain circumstances, referrals in cases which do not fall within the original jurisdiction of the Member State.
The guidance on Article 22 of the Merger Regulation, adopted on Friday (https://bit.ly/3tWpFMj ), aims to clarify the Commission’s approach to this issue.
In particular, the guidelines describe the categories of cases that may be suitable for referral in situations where the transaction is not notifiable under the laws of the requesting Member States and the criteria used by the Commission to accept such referral requests. (Original version in French by Lionel Changeur)