Omission to do Merger Filing Resulted in a DKKM 6 Fine

Date 2 jul. 2019
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Introduction

A leading Scandinavian supplier of transportation fuel has been fined and has paid a DKKM 6 to the Competition and Consumer Authority as a result of failing to notify the Authority of the takeover of 72 service stations in Denmark back in 2016.

 

The Case in Brief

The case concerned a leading Scandinavian supplier of transportation fuel that acquired 72 service stations from franchisees under the name of a competing brand. The acquisition was carried through without obtaining prior approval by the Competition and Consumer Authority.

 

After the acquisition had been carried through, the company in question became aware of the error and contacted the Competition and Consumer Authority.

 

Not having obtained merger approval prior to the acquisition was in contravention of the Competition and Consumer Authority’s rules on merger control. The DKKM 6 is based on the severity and duration of the breach and the turnover of the company in question.

 

The fact that the company in question contacted the Competition and Consumer Authority at their own initiative after becoming aware of the error was also taken into consideration and served as a mitigating circumstances when determining the fine. The merger was subsequently filed with the Competition and Consumer Authority and was approved in October of 2018.

 

The Danish rules on merger control provide that any merger must be filed with the Competition and Consumer Authority, e.g. if the merging companies have a joint annual turnover in Denmark of no less than DKKM 900, and at least two of them each has an annual turnover in Denmark of no less than DKKM 100.

 

Our Assessment 

The ruling stresses the importance of carefully considering any merger control obligations which are triggered in major takeovers. Not only should such analysis comprise the requirements in Denmark, but in all the countries in which the parties involved have activities. Failing to comply with the requirement to obtain prior approval may result in significant fines.

 

If you have any question or would like additional information regarding any of the above, please feel free to contact Partner Pernille Nørkær (pno@mwblaw.dk).

 

 

The above does not constitute legal counselling and Moalem Weitemeyer Bendtsen does not warrant the accuracy of the information. With the above text, Moalem Weitemeyer Bendtsen has not assumes responsibility of any kind as a consequence of any reader’s use of the above as a basis for decision or considerations.