In current M&A practice, when talking about transactions of a certain size, it is important to take economic competition factors into account, and a preliminary and important element that especially needs to be considered is what the merger control rules are. The timing for making a filing or a notification to obtain approval from the competition authority, and the timing for receiving a reply from that authority are, together with other regulatory clearance which may vary depending on the type of transaction or industry concerned, a crucial element for negotiating the conditions that will need to be fulfilled before closing a merger.
The Antitrust Commission of Indecopi (AC) has approved the final version of the Guidelines for the Calculation of Notification Thresholds, through Resolution 022-2021/CLC-INDECOPI published on June 1, 2021, as part of the implementation of the Peruvian merger control law ("Law 31112"), which will become effective this June 14, and its Regulations. The Guidelines are available here.
On march 4th 2021, Supreme Decree 039-2021-PCM which approves the Regulation of Law Nº 31112 – the Merger Control Law, was published on the Peruvian Official Gazette. Through the Regulation, important clarifications are made on certain figures of this regime (methodology for calculating thresholds, assumptions for ex officio investigations, registration of conditions, etc.), as well as the detailed administrative procedures to be followed (notification under regular procedure or by simplified procedure, commitment procedure, review of conditions, ex officio actions and voluntary notification, as well as administrative sanctioning procedure).
The Peruvian Congress has published Law Nº 31112 in the official gazette, establishing merger control in Peru and substituting Urgent Decree Nº 013-2019, the previous bill which had been issued by Executive Power as the first merger control law in Peru that would apply across all economic sectors.
Garrigues has launched the anti-trust, economic regulation and intellectual property practice in Lima, bringing on board lawyer Ivo Gagliuffi and economist Javier Coronado. With more than twenty years’ experience in the public and private sector, the pair will coordinate the practice and provide an integrated approach, from both a legal and economic standpoint, giving it a competitive advantage in the Peruvian market.
On May 8, 2020 the European Commission announced a second amendment to the Temporary Framework adopted on March 19, 2020, amended for the first time on April 3, 2020, in which the framework is extended to allow aid to be authorized in the form of recapitalization or subordinated debt to any non-financial companies in need.
The Colombian Superintendence of Industry and Commerce (SIC) issued Resolution 93503 of 2018 which sets the value of operational revenue and/or total domestic assets that shall be taken into consideration when evaluating the need of conducting merger control before this authority.