a tripartite report - Unctad

PREFACE
the market price but constrained by the rivalry of
the price unilaterally only constrained by demand.
Markets change over time. Some that formerly
were monopolies are now competitive, while others
that once were competitive are now monopo-
in fast growing economies. Markets in general become
less concentrated because of entry of new
fail. Many fast growing economies have demon-
when induced by deregulating licensing regimes
and general liberalization of entry and expansion
conditions in State-reserved sectors 4 . This is a wel-
not because of their own competitive efforts but
because of a merger. While gaining market shares
by offering better products and lowering prices
acquiring market shares by buying out competitors
is much easier to do. As for their market effects,
while in most circumstances mergers favour
growth in the economy, leading to stronger and
-
market power and simply lead to higher prices for
The special characteristic of merger policy is that
it requires a judgment concerning the impact of
a merger on competition before the merger has
occurred. This is why in most jurisdictions mergers
-
not be over inclusive and should be strictly limited
to transactions that have a local nexus. Voluntary
prises,
weakens the competition authority especially
on politically sensitive mergers.
The three jurisdictions under review have all estab-
control. This is very useful. However for it to function
properly a merger should have a clear and
Indeed in the three jurisdictions under review the
15
triggering event for a merger to take place, the
underlying hypothesis being that through the acquisition
of control a separate legal entity would
lose its commercial independence. A merger may
take place even if separate legal entities may well
continue to exist. Furthermore control can be exercised
also jointly when some shareholders are
tied by an agreement to run the company together.
On the other hand there is no acquisition
of control if there are shifting majorities. Without
acquisition of control there is no structural change
on the markets concerned and hence no concentration
of assets or turnover.
Not all mergers need to be examined, just those
that would have the potential to be anticompeti-
turnover is in place In the United Republic of Tan-
by the Authority itself, which is quite important to
threshold amounts set by the Fair Competition
Commission. The gazetted threshold is of Tanzanian
Shillings 800 million.
Although the United Republic of Tanzania has a
immunity to a person who acts unintentionally in
-
The obligation to notify should be full without
accordingly or the unintentionally exception be interpreted
so rigorously that it is never applied.
mergers, with combined market shares below
35 per cent, while the merger guidelines inform
merger review process. Restrictive mergers can be
nonetheless authorized if there is an overriding
public interest. The law lists what these overriding
public interests are and most would fall under
normal competition considerations in most
defences. Only the protection of the environment
appears as a pure public interest item, but it is
vironment
can be affected by a merger. It seems
therefore that the public interest objectives to be
COMPARATIVE ASSESMENT