The Procedures For Submission And Consideration Of The Report On The Merger Of Market Participants

Original Language Title: Kārtība, kādā iesniedzams un izskatāms ziņojums par tirgus dalībnieku apvienošanos

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Read the untranslated law here: https://www.vestnesis.lv/ta/id/95807

 
Cabinet of Ministers Regulations No. 897 in 2004 (on 26 October. No 62 47) procedures for submission and consideration of the report on the merger of market participants are Issued in accordance with article 15 of the competition act in the fifth and the first subparagraph of article 16 of the general issue I. 1. determines the order in which the competition Council (hereinafter Council) and be reviewable according to the model in annex drawn up the report on the merger of market participants (hereinafter the report), as well as the procedure for calculating turnover.
II. Report on the merger of market participants 2. Report on the competition law article 15, first paragraph, point 1 or 2 set out in the merger shall submit these operators. Report on the competition law article 15, first paragraph, point 3 of the specified merger shall provide persons that already have a decisive impact on one or more market players, or players, winning the decisive influence or other market participants or other market participant assets (part or all), or the right to use the asset acquisition increase the acquiring market share in any particular market.
3. If you have not filed a full report, the Council shall so inform the applicant.
4. the circumstances or facts which become known or ought to be known after presenting the report, the applicant shall immediately inform the Council. If the changes can significantly affect merger review, the Council may determine that the submission date is the day when you get complete information on relevant developments. The Council shall inform in writing the applicant report.
III. consideration of the report 5. Each merger valued, taking into account: 5.1 a particular market structure, market competition, as well as the need to preserve and to develop competition in the Latvian market;
5.2. market participants ' economic and financial situation, the availability of alternative markets for suppliers and consumers, administrative and other barriers to entering the market in question, the specific product demand and supply trends, intermediaries and consumers ' interests, the technical and economic progress and the development of possible barriers to competition;
5.3. market position in the international market and their production for export;
5.4. consumers and all the possible benefits of Latvian society.
6. Where the market after the merger will be subject to joint decisive effect and such joint decisive effect subject to market creation effect or purpose is or may be a joint decisive influence acquiring players competing in the coordination, evaluation, taking into account article 11 of the Competition Act, the first and third. Two or more players have a joint decisive influence if they decisive influence on other market participants may be implemented only jointly. Market participant is a single decisive influence if it alone is decisive influence on other players.
7. In considering this provision in paragraph 6, in particular take into account: 7.1 or joint decisive influence acquiring operators undergo major economic activities in the same market, running or will run the joint to be affected, the decisive player in this market, as well as with related markets;
7.2. do competitive coordination, which can be decisive for the joint to be affected by market participants in the creation of the direct effect, will create the possibility of eliminating competition in a substantial relevant goods and services market.
IV. Turnover calculation 8. Operator's net turnover is calculated as the sum of the previous financial year, revenue from the operation of the market participants, the sale of goods and supply of services in the territory of Latvia and of the amounts net of trade discounts and other discounts granted, as well as the value added tax and other taxes directly linked to turnover.
9. Calculation of the market's total turnover, take into account both market participants and the net change this rule 13.2, 13.3, 13.4 and 13.5 referred players net turnover. Market participants shall not be included in the total turnover turnover from goods sold or services rendered to those market participants who mentioned this rule 13.2, 13.3, 13.4 and 13.5. If there is any ambiguity, it is not permissible to double turnover calculation.
10. Calculating merging total turnover under the competition law article 15, second subparagraph, take into account the total turnover of market participants.
11. If the merger takes place in accordance with competition law article 15, first paragraph, point 3, gaining a decisive direct or indirect effects on other markets or other market participants, shall not be taken into account in the calculation of the turnover of the market participant's net sales, which after the merger, loses a decisive influence.
12. If a merger under the Competition Act's article 15, first paragraph, point 3 of the other market participants or other market participant assets (part or all) or the right to use them, turnover is calculated by summing the acquiring net turnover and its net sales derived from use of these active economic activity.
13. the market's total turnover, calculated by adding net turnover: 13.1 the operator concerned;
13.2. for those market participants that the market participant directly or indirectly is one of the following effects: 13.2.1. more than half the capital or business assets (including property rights);
13.2.2. the ability to exercise more than half the voting rights;
13.2.3. opportunity to appoint more than half of the members of the administrative bodies or entities, their associations legally representing market participants;
13.2.4. market participants manage things (not limited only with the operator's driving economic activity);
13.3. for those market participants that market participants are concerned that rule 13.2. referred to rights and opportunities;
13.4. for those market participants that this rule 13.3. market participants referred to in rule 13.2. is this referred to rights and opportunities;
13.5. for those market participants that two or more of these rules 13.1, 13.2, 13.3 and 13.4. market participants referred to in rule 13.2, jointly own the rights referred to in paragraph or (joint decisive effect).
14. If market participants jointly owns 13.2 these regulations referred to rights or options, that is, they have a joint decisive effect, then the calculation of the market total turnover of members of these rules within the meaning of point 10, no account shall be taken of the turnover resulting from the sale of goods or the provision of services between the joint decisive effect and the market participants: 14.1. each of the players, which is a joint decisive influence , or any of the other actors associated with any of these players, which is a joint decisive effect, that rule 13.2, 13.3, 13.4, or 13.5 in the form referred to in subparagraph;
14.2. any third market actors. This will be distributed proportionally between the turnover in the market, which is a joint decisive effect.
15. the net change credit accepts such items of income amount after deduction of value added tax: 15.1. income from interest;
15.2. income from securities;
15.3. the consideration of the Commission received;
15.4. financial operations net profit gained;
15.5. other operating income.
16. Credit turnover includes revenue contained in the annual accounts of credit institutions and the consolidated annual accounts.
17. For the turnover of the insurance undertaking shall adopt the signed gross premiums, which includes all amounts received and receivable for insurance companies or on behalf of the concluded insurance contracts (including reinsurance premiums) net of tax charges and fees or minimum payments, which reflects the insurance premium or the total amount of premiums.
Prime Minister, the Deputy Prime Minister A. Economic Minister shlesers j. lujans Editorial Note: rules shall enter into force on the 3 November, 2004.
 
Annex a Cabinet of 26 October 2004, regulations no 897 report on the merger of market participants 1. information about the actors: 1.1. name;
1.2. legal address, phone and fax numbers, e-mail address;
1.3. the current and planned activities;
1.4. the person authorized to address the merger question.
2. information on all market participants the common authorized representative (if assigned): 2.1 name, title;
2.2. address, phone and fax number, e-mail address.
3. The market operator in the last financial year the net turnover, and turnover, calculated in accordance with the Cabinet's 26 October 2004 No. 897 of the provisions of the "procedures for submission and consideration of a report on the merger of market participants" in paragraph 13.
4. each market participant noted:

4.1. the Cabinet of Ministers on 26 October 2004 No. 897 of the provisions of the "procedures for submission and consideration of a report on the merger of market participants" 13.2, 13.3, 13.4 and 13.5 referred to market participants, indicating decisive influence;
4.2. market participants that this market player and Cabinet 26 October 2004 No. 897 of the provisions of the "procedures for submission and consideration of a report on the merger of market participants" 13.2, 13.3, 13.4 and 13.5. market participants referred to individually or jointly have more than 10% of the voting rights, shares or securities, indicating the respective interest;
4.3. market participants that the members of the administrative organ is the person who is at the same time the members of the administrative organ in this market, indicating on the parties concerned by this annex referred to in paragraph 2.
5. information on the merger of legal, financial and economic aspects: 5.1 the merger;
5.2. the merger economic and financial characteristics;
5.3. the proposed major merger process and deadlines;
5.4. the intended property, usage rights and control structure after the merger.
6. information on the relevant markets: 6.1. relevant market (markets), which was affected by the merger and (that) the examination of the report justified the competition Council;
6.2. the assessment of the last three financial years in each relevant market affected: 6.2.1. market size by turnover (LVL) and volume (units);
6.2.2. each operator's market share as a percentage of turnover and volume;
6.2.3. the competitors (including importers) the percentage of market share by turnover (if possible, also in volume), with a market share exceeding 10%;
6.2.4. market share of imports as a percentage of turnover and volume, indicating by the importing country;
6.2.5. quotas, tariff and other barriers, as well as transportation and other costs affect imports;
6.3. the structure of supply in the affected markets: 6.3.1. each market participant's five largest suppliers;
6.3.2. the characteristics of the supply structure;
6.4. the structure in the affected markets: 6.4.1. each participant of the market of the five largest customers;
6.4.2. the structure of the specification;
6.5. the obstacles to entry into the relevant market.
7. details of merger objectives and expected effects: 7.1. purpose the merger;
7.2. the possible positive and negative consequences, in particular in relation to competition;
7.3. the merger compliance customer, consumer and public interest as a whole, as well as impact on the technical and economic progress.
8. information on market participants, which will be subject to joint decisive effect (to be provided, if the merger is the market formation, exposed joint decisive effect): 8.1 points, or joint decisive effect in the subject market makers (market participants, which must submit a report) will continue to be significant activities in the same market as the joint to be affected, the casting operator, or by this market related markets: 8.1.1. If you continue indicates each joint decisive effect in the market subject to the maker of the turnover for the previous financial year and assess joint decisive effect in the market subject to the economic importance of the activity in comparison with it, and each joint decisive effect in the subject market maker market share;
8.1.2. If you do not continue, justifying the answer.
8.2. describes how common the crucial impact of market participants in the Assembly creation: 8.2.1. promote the production or distribution of goods, technical or economic progress;
8.2.2. the benefit to consumers;
8.3. argues that the crucial common effects of market participants in the Assembly creation: 8.3.1. against the makers of restrictions which are not indispensable to the objective;
8.3.2. will not have the possibility of eliminating competition in a substantial part of the relevant market.
9. documents to be added to the message: 9.1 the person empowered to represent one or all members of the merger during the examination report;
9.2. the statutes of market participants;
9.3. the copies of the documents adopted in connection with the merger (such as contracts, governing body decision, agreement, proposal to participate in the auction);
9.4. a public notice of the merger (project);
9.5. market participants in the last financial year and the current financial year, the quarterly review copies;
9.6. the documents that reflect the information on relevant markets, as well as the affected markets with respect to competitive conditions, current and potential competitors and market conditions (for example, the merger of members or the order prepared by the market research);
9.7. notice concerning the veracity of the information provided.
_____ _____ _____ (date) Parakstīttiesīg person (people) _____ _____ _____ _____ _____ ___ (signature and transcript) _____ _____ _____ _____ _____ ___ (signature and transcript) _____ _____ _____ _____ _____ ___ (signature and transcript) Z.v.

Minister of Economic Affairs j. lujans