Enforcing the Competition Law in Namibia A Toolkit - cuts ccier

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manufacturers regarding their response to the Minister’s request, and thatthey agreed not to reduce prices by more than 10 percent.Indirect contacts occurred as the respondents established recommendedresale prices for pharmacies, which were the principal retail outlet fortheir product. Special characteristics of the market made it possible forsellers to compute their rivals’ wholesale prices by reference to theirrecommended resale prices.The Authority noted that since it began its case in 2004, prices of babymilk had declined by 25 percent and there had been other pro-competitivedevelopments in the market, including more advertising and consumerinformation, the introduction of new products and a greater presence ofthe respondents’ products in supermarket chains.Here is a list of the types of evidence employed by the CompetitionAuthority in the case:• direct evidence: the producers apparently agreed on a maximum pricereduction;• communication evidence: the producers had met at the trade associationand discussed prices, although with the exception of the maximumprice reduction there was no direct evidence that they had reached anagreement;• conduct evidence: parallel pricing; steep price reductions and increasedcompetition following the investigations which suggested that earlierhigh prices were not the result of competitive behaviour;• conduct of the entire industry: the prices were significantly higher thanin other European countries;• market structure evidence: this was a highly concentrated industry withonly three independent suppliers, and they sold a relatively homogenousproduct; and• facilitating practices: recommended resale prices for pharmacies withsignificant price transparency; sales occurred predominantly throughpharmacies, eliminating outlets such as grocery stores that likely wouldhave used discount prices.ENFORCEMENT OF THE COMPETITION LAW AGAINST RBPsSource: Prosecuting Cartels without Direct Evidence of Agreement, OECD Policy Brief,June 2007Enforcing the Competition Law in Namibia: A Toolkit 63
6. MERGERS & ACQUISITIONSThe phrase ‘mergers and acquisitions’ or‘M&A’ refers to the aspect of corporatefinance strategy and management dealingwith the merging and acquiring of differentcompanies as well as other assets. 556.1 Distinction between Mergersand AcquisitionsAlthough they are often uttered in the samebreath and used as though they weresynonymous, the terms M&A meanslightly different things.www.images.comAn acquisition, or a takeover, is the buying of one company by another.Acquisition usually means a purchase of a smaller firm by a larger one.In the pure sense of the term, a merger happens when two firms agree to goforward as a single new company rather than remain separately owned andoperated. For example, both Daimler-Benz and Chrysler ceased to exist whenthe two firms merged, and a new company, DaimlerChrysler, was created. 56In Namibian Competition Act, M&A cases are, for the purposes of the Act,called “Mergers”, as the term “merger” is used in a broad sense coveringcombinations of enterprises in various forms. The Act defines the merger asfollows: a merger occurs when one or more undertakings directly or indirectlyacquire or establish direct or indirect control over the whole or part of thebusiness of another undertaking. A merger may be achieved in any mannerincluding:• purchase or lease of shares, an interest, or assets of the other undertakingin question; or• amalgamation or other combination with the other undertaking. 57A crucial term of “control” is subsequently defined in Section 42 (3). Accordingto its wording a person controls an undertaking if that person:(a) beneficially owns more than one half of the issued share capital of theundertaking;(b) is entitled to vote a majority of the votes that may be cast at a generalmeeting of the undertaking, or has the ability to control the voting of amajority of those votes, either directly or through a controlled entity ofthat undertaking;64 Enforcing the Competition Law in Namibia: A Toolkit
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CONTENTSPreface ...................
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LIST OF BOXESBox 1: An Overview of
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PREFACEI am pleased to write this p
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y the Korean Fair Trade Commission
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RBPs : Restrictive Business Practic
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INTRODUCTIONOver time, the Governme
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Section 26 of the Act defines abuse
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INTRODUCTION1.3 Country BackgroundN
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ABOUT THE MARKET ECONOMYsales and p
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3. MARKET AND COMPETITION3.1 Compet
Page 25 and 26: MARKET AND COMPETITIONare able to s
Page 27 and 28: MARKET AND COMPETITION3.3 Market Sh
Page 29 and 30: MARKET AND COMPETITIONCompetition p
Page 31 and 32: RESTRICTIVE BUSINESS PRACTICESmarke
Page 33 and 34: RESTRICTIVE BUSINESS PRACTICESAccor
Page 35 and 36: RESTRICTIVE BUSINESS PRACTICES4.3 E
Page 37: RESTRICTIVE BUSINESS PRACTICESappli
Page 42 and 43: for fixing prices, will refrain fro
Page 44 and 45: Any agreement, decision and concert
Page 46 and 47: • Agreeing with competitors that
Page 48 and 49: customers might be able to force a
Page 50 and 51: 4.6 Vertical AgreementsVertical ant
Page 52 and 53: Box 12: Hungarian Book Publishers i
Page 54 and 55: RESTRICTIVE BUSINESS PRACTICESfor e
Page 56 and 57: Box 15. Manufacturer vs Manufacture
Page 58 and 59: Box 16: Tie-up Sales of Gas Stoves
Page 60 and 61: • directly or indirectly imposing
Page 62 and 63: Box 18: The Conduct of MTN of Charg
Page 64 and 65: Box 20: Predatory Practices in the
Page 66 and 67: Refusal to deal/supply is not expli
Page 68 and 69: A complaint file must include evide
Page 70 and 71: suppliers he tried said that they h
Page 72 and 73: information relating to the affairs
Page 74 and 75: A leniency policy describes the wri
Page 78 and 79: (c) is able to appoint, or to veto
Page 80 and 81: 6.4 Control of MergersThe control o
Page 82 and 83: it may, within 30 days of the date
Page 84 and 85: The initial information filing typi
Page 86 and 87: Box 27: South African Pharma Merger
Page 88 and 89: The reasons for this recognition ma
Page 90 and 91: Box 30: The Graphite Electrodes Car
Page 92 and 93: Boeing convinced the EC to declare
Page 94 and 95: In India, for instance, in 1994, Hi
Page 96 and 97: 7.5 Dealing with Cross-border Issue
Page 98 and 99: In this regard, it is important to
Page 100 and 101: The following sections will set out
Page 102 and 103: Box 34: Microsoft’s Abuse of Domi
Page 104 and 105: through payment of remuneration. Co
Page 106 and 107: Box 36: Importation and Retailing o
Page 108 and 109: Table 1: Different Stages of Instit
Page 110 and 111: power in a fully integrated competi
Page 112 and 113: investigate managers and employees
Page 114 and 115: COMPETITION VS INTELLECTUAL PROPERT
Page 116 and 117: Namibian Consumer’s Association (
Page 118 and 119: In addition to the above-mentioned,
Page 120 and 121: staff while gaining practical exper
Page 122 and 123: To conclude, the Competition Act is
Page 124 and 125: ENDNOTES1 Available at www.cuts-int
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50 Mehta, Pradeep S., Competition a
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Enforcing the Competition Law in Na
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