COSTA RICA Law and Practice Contributed by: Claudio Donato Monge, Marco Lopez, Claudio A Donato Lopez and Carolina Retana, Zurcher, Odio & Raven
Zurcher, Odio & Raven Los Balcones Building, Fourth Floor Plaza Roble Business Center Escazú San José Costa Rica
Tel: +506 2201 3817 Fax: +506 2201 7152 Email: cdonatolopez@zurcherodioraven.com Web: www.zurcherodioraven.com
1. Legislation and Enforcing Authorities 1.1 Merger Control Legislation The most relevant merger control bodies of law in Costa Rica are the Promotion of Competition and Consumer Protection Act (the Competition Act) and the Act to Strengthen Competition Authorities, Law No 9736 (ASCA), which entered into force in 2019 and presented a significant amendment to the legislation. The Regulations to the Competition Act and the Regu - lations to the ASCA are other relevant bodies of law. The Commission for the Promotion of Competition (Coprocom, or the Competition Commission) has also published the Guidelines to Analyse Economic Con - centrations, which contain relevant dispositions and information regarding the merger notification process. 1.2 Legislation Relating to Particular Sectors Telecommunications is the only sector that has spe - cial legislation pertaining to merger notifications. The Superintendency of Telecommunications is the authority that enforces competition law in the tele - communications market. In the financial sector, concentrations involving one or more entities regulated or supervised by the finan - cial superintendencies must be notified to Copro - com. Once the notification is received, Coprocom must submit the filing to the National Council for the Supervision of the Financial System (Conassif) for its technical opinion.
Conassif must indicate whether, from a prudential standpoint, it should issue the final decision in order to protect the solvency, soundness and stability of the relevant entities or of the financial system, as well as financial consumers. If Conassif determines that it should issue the final decision from a prudential perspective, Coprocom will close its file and inform the parties that the transaction will be resolved by the financial supervisor. Otherwise, the merger review continues before Coprocom under the ordinary pro - cedure. 1.3 Enforcement Authorities Coprocom is the authority that enforces the relevant legislation. However, in the telecommunications sec - tor, sector-specific competition law is enforced by the Telecommunications Superintendency. If the transaction is classified as a concentration under the definition provided by the law and addressed in 2.3 Types of Transactions , and at least two of the parties to the transaction hold direct or indirect eco - nomic incidence in Costa Rica, notification is compul - sory if the applicable economic thresholds are met. The ASCA also provides that successive transactions completed within a two-year period must be consid - ered jointly for purposes of determining whether the applicable thresholds are met. 2. Jurisdiction 2.1 Notification
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