The Merger Control legal framework in Cyprus stipulates that where the jurisdictional thresholds in order for a concentration to be characterised as one of major importance are cumulatively met, notification to the Cyprus Commission for the Protection of Competition (“CPC”) is compulsory.
This article explains the key aspects of the Cyprus Merger Control procedure as set out in the Control of Concentrations between Undertakings Law of 2014 (Law 83(I)/2014)(“Law”).
According to the Law, the concentration must be notified to the CPC prior to its implementation, and after the conclusion of the relevant agreement or announcement of the public bid or the acquisition of a controlling interest.
A concentration may also be notified in the case where the participating undertakings demonstrate their good faith intention to conclude an agreement, given that such a transaction will result in a concentration of major importance. This also applies to public bids, in the case where the intention or final decision for such a bid to be made has been announced.
Responsibility to notify
Participating undertakings must notify concentrations arising from a merger or acquisition of joint control either jointly or separately. The person or undertaking with the responsibility to notify in all other cases is the one acquiring control.
The Cyprus Merger Control procedure may extend to up to two stages.
Preliminary Investigation (Phase I)
Phase I must be concluded within a month from the date the CPC receives the notification (provided that all required information is included therein and that the relevant fee has been paid), with notice being given with regard to the CPC’s decision providing clearance or referring the concentration for a Full Investigation (Phase II).
Full Investigation (Phase II)
Phase II must be concluded within 4 months from the date the CPC receives the notification (provided that all required information is included therein and that the relevant fee has been paid), with notice being given with regard to the CPC’s decision providing clearance to the concentration subject to any terms and commitments, or declaring the concentration as incompatible with competition in the market.
During the appraisal of the concentration’s compatibility with competition in the market (substantive test), the CPC may collect information by sending written requests and conducting unannounced on-the-spot inspections. The CPC may also receive comments in relation to the proposed concentration from third parties with a legitimate interest.
Negotiations, discussions and oral hearings before the CPC may also take place during the Phase II stage.
Extension of timeline
The abovementioned deadlines may be extended by 14 days by the CPC in the case where it ascertains that the timeframe cannot be kept due to the exceptional volume or complexity of the information contained in the notification. Notice of the said extension must be given within 7 days at the latest prior to the deadline.
Notification fee: €1,000
Full Investigation (Phase II) fee: €6,000
More information concerning the information that is required to be included in the notification of a concentration in Cyprus is available here.
More information concerning the services we offer in relation to Merger Control is available here.