The Belgian competition authority (BCA) has extended the application of the simplified procedure on concentrations. In October 2019, the BCA organised a public consultation on its intention to adopt additional rules before their implementation.
The simplified procedure allows parties to file a simplified notification form and to obtain a decision from the Auditor within 15 working days from the day following the receipt of the notification. It also means that not all the chapters of the notification form have to be filled out, enabling the notifying parties to save time in the procedure and to avoid administrative burdens.
The BCA has thus eased the conditions for the application of this simplified procedure.
From now on, the BCA will apply this procedure when the following conditions are met :
- the market shares of the undertakings concerned do not exceed 50 % in a horizontal relationship ;
- the increase of the Herfindahl-Hirschman Index (HHI) does not exceed 150.
The HHI is the index used to determine the level of market concentration and gives an initial indication of the competitive pressure in the market post-merger. The index is calculated by summing the squares of the individual market shares of all the undertakings on the market concerned.
The Auditor will also be able to apply the simplified procedure in the event of a horizontal overlap between the activities of the undertakings concerned by the concentration where their combined market share is less than 50 % and the increment in market share resulting from the concentration is less than 2 %.
Furthermore, the simplified procedure may be applied when there are no doubts about the admissibility of the concentration and that the concentration does not raise any objections, in the following cases :
- where two or more of the parties to the concentration are active in the same product and geographic market and the combined market share that would result from the concentration is more than 25 % but less than 40 % (horizontal relationships) ;
- where one or more of the parties to the concentration are active in a product market which is upstream or downstream with respect to a product market in which one or more other parties are active and the market share of one or all of the parties on either of these two levels is more than 25 % but less than 40 % (vertical relationships).
When the Auditor comes to the conclusion that the conditions for the application of the simplified procedure mentioned above are met and that the notified concentration does not raise any objections, his written decision will be notified to the parties.
The additional rules were approved by the Managing Board of the BCA on 8 January 2020 and entered into force on 20 January 2020, date of their publication in the “Moniteur Belge/Belgisch Staatsblad”.
The publication of the additional rules is available at the following links to the “Moniteur Belge/Belgisch Staatsblad” (French or Dutch).
Marie Vandenneucker, Junior Associate, Brussels
Annabelle Lepièce, Partner, Brussels
