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What are the potential outcomes of a merger control investigation in Croatia?
Throughout the assessment process, the Competition Agency may reject the notification if it determines that there are no legal requirements for the initiation of proceedings or that the notified concentration does not fall within the scope of the Competition Act, in which case the agency will issue a special procedural decision stating as such.
Phase I starts on the date that the agency receives a complete filing and must be completed within 30 days. The concentration is deemed cleared if the agency does not issue a decision within 30 days of the initiation of Phase I. In this phase, the agency may also issue an express clearance decision.
In Phase II, the agency may approve the transaction conditionally or unconditionally, or prohibit the concentration, as follows:
- Unconditional clearance – if the agency finds that a concentration complies with the Competition Act, it will issue a decision declaring as such.
- Conditional clearance – the agency may impose remedies (additional obligations and conditions) intended to ensure that the concentration complies with the Competition Act.
- Prohibition of merger – if the agency finds that the concentration does not comply with the Competition Act, it will issue a decision declaring as such.
Remedies and conditions
If in the course of the assessment proceedings, the agency finds that the concentration in question may be deemed compliant only after necessary obligations and conditions have been fulfilled, it will inform the notifying party without delay. The notifying party must then – within 30 days of receipt of this notice – propose adequate remedies (whether behavioural or structural) and other conditions in order to address the negative effects of the concentration concerned. Although negotiating remedies is not explicitly envisaged in the regulatory framework, there is the implied possibility to interact with the agency over the expected content of a remedy.
Remedies may be proposed by the notifying party as early as possible in the notification process. The agency may accept the remedies proposed by the party in their entirety or partially if it establishes that the measures concerned are adequate to alleviate competition concerns arising from the notified merger. If the agency does not accept or only partially accepts the proposed remedies, it is authorised to define and impose other behavioural or structural remedies suitable to restore effective competition in the market.
In general, remedies must entirely eliminate competition concerns and be capable of effective implementation.
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