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What are the potential outcomes of a merger control investigation in the Netherlands?

Authority for Consumers & Markets
Phase I usually ends with an Authority for Consumers & Markets (ACM) decision stating whether a permit is required for the concentration (permits are not usually required). The concentration is cleared if no permit is required. The ACM may attach conditions to its decision if it believes that these are necessary in order to eliminate or mitigate competition concerns which could arise as a result of the notified transaction.

If the ACM does not issue a decision within the four-week standstill period (potentially extended due to the clock being stopped), the concentration is considered cleared and no permit is required. The ACM may also decide that the notified concentration does not fall within the scope of the Dutch merger provisions.

If a permit is required, the parties can notify the transaction during Phase II. Phase II ends with an ACM decision stating whether the requested permit has been granted. If the permit is granted, the concentration is cleared. The ACM may attach conditions on the grant of a permit in order to ensure that effective competition is not significantly impeded. If the ACM does not issue a decision within the 13-week standstill period (potentially extended due to the clock being stopped), the permit is considered granted.

It is possible to offer remedies during the pre-notification phase and during Phase I of the investigation if a competition issue is clear and the ACM is certain that the offered remedies will resolve it. During Phase II, the ACM generally informs the parties of competition concerns it has identified at that stage, giving them time to submit remedies. 

Dutch Healthcare Authority
The Dutch Healthcare Authority (NZa) can either approve or reject a concentration. If the ACM approves the concentration, it will publish the decision on its website. If it rejects the concentration, the organisations may not merge. The NZa will subsequently publish its decision on its website. The applicable rules do not state what happens if the NZa does not rule on the notification within the four-week period.

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