The Italian Competition Authority has increased the thresholds figures above which the requirement to make advance notification to the Antitrust Authority of concentration transactions applies.
Pursuant to Article 16 of Law no. 287 of1990 the concentrations referred to in Article 5 of Law no. 287 of 1990 shall be notified in advance to the Italian Competition Authority ("Autorita' Garante della Concorrenza e del Mercato") if the combined aggregate domestic turnover of the company which is to be acquired exceeds certain thresholds determined from time to time by the Italian Competition Authority.
As a result, notification will now be necessary where either the total combined domestic turnover of the companies concerned exceeds Lire 671 bn (previously Lire 636 bn) or where the total domestic turnover of the target company exceeds Lire 67,1 bn (previously 63,6 bn). The figures were increased pursuant to Article 16 (1) of the Antitrust Law (Law no. 287 of October 10, 1990) which makes provision for the annual increase of such figures in line with inflation.
Please note that pursuant Italian antitrust laws and in particular Article 5 of Law no. 287 of 1990 a concentration shall be deemed to arise when:
- two or more companies merge;
- one or more persons controlling at least one company or one or more companies, acquire the direct or indirect control of the whole or parts of one or more undertakings, whether through the acquisition of shares or assets, or by contract or by any other means;
- two or more companies create a joint venture by setting up a new company.
Control of a company shall not be deemed to have been acquired in the case of a bank or financial institution which acquires shares in a company when constituted, or when its share capital is raised, with a view to re-selling them on the market, provided that it does not exercise any voting rights vested in those securities while it holds them; in no case the holding period shall exceed 24 months.
Operations which have as their main object or effect the co-ordination of the actions of independent companies shall not constitute concentrations.
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.
