After some discussion, the Competition Authority published a statement clarifying the rules on submitting a merger notification based on the serious intent to implement a transaction (eg, in the form of a letter of intent or a memorandum of understanding). The rules include the following:
- The applicant can submit the notification on the basis of the document manifesting serious intent;
- There is no deadline for submitting the notification on the basis of serious intent; and
- The document must be signed by both parties (acquirer and seller).
The authority pointed out that, when notifying a concentration on the basis of serious intent, the undertakings concerned assume the risk of any consequence that may result from the implementation of the concentration contrary to the authority's decision. If a letter of intent (or another document expressing serious intent) differs from the final agreement entered into by the parties following the authority's decision, the parties risk fines.
This means that should a letter of intent be inconsistent with the final agreement regarding facts based on which the authority issued its decision (eg, the parties to the transaction, the type of concentration, the mode of acquisition of control or the relevant markets or market shares), the parties are obliged to file a new notification.
For further information on this topic please contact Srdjana Petronijevic at Moravcevic Vojnovic i Partneri in cooperation with Schoenherr by telephone (+381 11 320 26 00) or email ([email protected]). The Moravcevic Vojnovic i Partneri website can be accessed at www.schoenherr.rs.
This article was first published by the International Law Office, a premium online legal update service for major companies and law firms worldwide. Register for a free subscription
