The Competition, Merger Control Department of Alerion regularly works with the Corporate law, Mergers & Acquisitions and Private equity practice teams for merger control operations. In order to identify the most essential aspects of the merger control procedure in France, our team summarizes the first information needed in such transactions.<\/p>\n\n\n\n
Type of mergers reviewed by the French Competition Authority: “Autorit\u00e9 de la concurrence”<\/strong> Art. L. 430-1 and sq. of the French commercial code<\/em><\/strong> :<\/p>\n\n\n\n A merger shall be deemed to have occurred where:<\/p>\n\n\n\n The creation of a joint venture performing on a lasting basis all the functions of an autonomous economic entity shall constitute a merger.<\/p>\n\n\n\n The control results from rights, agreements or any other means which, either separately or jointly and having regard to the considerations of fact or law involved, confer the possibility of exercising decisive influence on the activity of an undertaking, in particular by:<\/p>\n\n\n\n Thresholds applicable to all transactions Art. L. 430-2, I. of the French commercial code<\/em><\/strong> :<\/p>\n\n\n\n Mandatory notification if the three following cumulative conditions are met:<\/p>\n\n\n\n Specific thresholds applicable in retail trade Art. L. 430-2, II. of the French commercial code<\/em><\/strong> :<\/p>\n\n\n\n When at least two of the parties to the concentration operate one or more retail outlets notification is mandatory if the three following cumulative conditions are met:<\/p>\n\n\n\n Mergers concerning certain French overseas territories Art. L. 430-2, II. of the French commercial code<\/em><\/strong> :<\/p>\n\n\n\n When at least one of the parties to the concentration exercises all or part of its business in one or more French overseas departments, in the department of Mayotte, the Wallis and Futuna Islands or the overseas territories of Saint-Pierre-et-Miquelon, Saint-Martin and Saint-Barth\u00e9lemy, notification is mandatory if the three following cumulative conditions are met:<\/p>\n\n\n\n Date by which the transaction must be notified to the Competition Authority<\/strong> Art. L. 430-3 and Art. L430-4 of the French commercial code<\/em><\/strong> :<\/p>\n\n\n\n The transaction must be notified prior to its completion, when the project is sufficiently advanced to enable the processing of the file.<\/p>\n\n\n\n The transaction can be effectively completed only after the Autorit\u00e9 de la concurrence<\/em> has given its consent.<\/p>\n\n\n\n The notification procedure has a suspensive effect (except in the exceptional cases provided for by law).<\/p>\n\n\n\n Pre-notification<\/strong> :<\/p>\n\n\n\n The parties to the operation may initiate a contact with the French Competition Authority before the formal notification, in order to have a first formal evaluation of the questions raised by such operation.<\/p>\n\n\n\n At this stage, the procedure remains confidential, and the French Competition Authority cannot disclose it to third parties.<\/p>\n\n\n\n The confidential pre-notification is strongly recommended.<\/p>\n\n\n\n