Skip to main content

Lund University Publications

LUND UNIVERSITY LIBRARIES

The Relationship between Article 4 (1)(b) Cross-Border Merger Directive and the European Merger Regulation

Corradi, Marco Claudio LU and Nowag, Julian LU (2019) p.159-174
Abstract
In a time when protectionism is re-emerging as a strong policy stance on a global scale, the opposition to cross mergers based on public interest grounds may once more become more frequent. The lack of a common policy at the EU level leaves each Member State free to set its own framework to oppose mergers based on the public interest. However, such frameworks need to comply with Article 4(1)(b) of the Cross-Border Merger Directive (CBMD) which expressly introduces a non-discrimination principle in respect of MS’s provision which regulate the opposition of public interest. This paper compares the protection offered under Article 4(1)(b) with the one offered under the EU Merger Regulation (EUMR). It shows that the protections under the EUMR... (More)
In a time when protectionism is re-emerging as a strong policy stance on a global scale, the opposition to cross mergers based on public interest grounds may once more become more frequent. The lack of a common policy at the EU level leaves each Member State free to set its own framework to oppose mergers based on the public interest. However, such frameworks need to comply with Article 4(1)(b) of the Cross-Border Merger Directive (CBMD) which expressly introduces a non-discrimination principle in respect of MS’s provision which regulate the opposition of public interest. This paper compares the protection offered under Article 4(1)(b) with the one offered under the EU Merger Regulation (EUMR). It shows that the protections under the EUMR are greater and that the EUMR provides a robust ex ante assessment of public interest claims raised against the merger. However, it also shows that the role of the EUMR in the protection of mergers against public interest opposition is limited. This limitation stems from the threshold for establishing a Union dimension within the meaning for that Regulation. This Chapter suggests that, while the scope of the CBMD covers more mergers, the real playing field of public interest opposition is prior to the merger—during the takeover by a foreign company or the change of control in the terms of the EUMR. (Less)
Please use this url to cite or link to this publication:
author
and
organization
publishing date
type
Chapter in Book/Report/Conference proceeding
publication status
published
subject
keywords
EU law, EU-rätt
host publication
Cross-border Mergers: EU perspectives and national experiences
editor
Papadopoulos, Thomas
pages
159 - 174
publisher
Springer
ISBN
978-3-030-22753-1
language
English
LU publication?
yes
id
8cf3fedb-88f0-49a7-a696-9906aeddb6ba
date added to LUP
2020-02-17 18:50:57
date last changed
2022-02-24 12:53:56
@inbook{8cf3fedb-88f0-49a7-a696-9906aeddb6ba,
  abstract     = {{In a time when protectionism is re-emerging as a strong policy stance on a global scale, the opposition to cross mergers based on public interest grounds may once more become more frequent. The lack of a common policy at the EU level leaves each Member State free to set its own framework to oppose mergers based on the public interest. However, such frameworks need to comply with Article 4(1)(b) of the Cross-Border Merger Directive (CBMD) which expressly introduces a non-discrimination principle in respect of MS’s provision which regulate the opposition of public interest. This paper compares the protection offered under Article 4(1)(b) with the one offered under the EU Merger Regulation (EUMR). It shows that the protections under the EUMR are greater and that the EUMR provides a robust ex ante assessment of public interest claims raised against the merger. However, it also shows that the role of the EUMR in the protection of mergers against public interest opposition is limited. This limitation stems from the threshold for establishing a Union dimension within the meaning for that Regulation. This Chapter suggests that, while the scope of the CBMD covers more mergers, the real playing field of public interest opposition is prior to the merger—during the takeover by a foreign company or the change of control in the terms of the EUMR.}},
  author       = {{Corradi, Marco Claudio and Nowag, Julian}},
  booktitle    = {{Cross-border Mergers: EU perspectives and national experiences}},
  editor       = {{Papadopoulos, Thomas}},
  isbn         = {{978-3-030-22753-1}},
  keywords     = {{EU law; EU-rätt}},
  language     = {{eng}},
  pages        = {{159--174}},
  publisher    = {{Springer}},
  title        = {{The Relationship between Article 4 (1)(b) Cross-Border Merger Directive and the European Merger Regulation}},
  url          = {{https://lup.lub.lu.se/search/files/76273296/SSRN_id3312681.pdf}},
  year         = {{2019}},
}