CYPRUS Law and Practice Contributed by: Marios Pelides, Dominique Pelides and Konstantinos Efthymiadis, Georgiades & Pelides
with any remedies and/or amendments to the transac - tion that may have been proposed by the participants, are sufficient to allay the competition concerns identi - fied by the CPC during the Phase I investigation. If competition concerns persist, the CPC may (if it has identified any remedies and/or amendments to the transaction which it believes will resolve the com - petition concerns it has identified) enter into negotia - tions regarding remedies and/or amendments with the parties. In practice, both behavioural and structural remedies (eg, divestitures) may be accepted and/or proposed by the CPC. However, very few notifications to the CPC proceed to a Phase II investigation, and as such, there are only a small number of examples where competi - tion clearance has been granted subject to remedies. Examples of remedies which have been used include: • a condition that the directors of a participant in a joint venture cannot also act as directors of the joint venture itself, and that information will be treated confidentially and not shared between the two boards of directors; • a requirement that the joint venture entity maintain a competition compliance manual; • a commitment that any transactions between the target and its shareholders will be carried out on arm’s length terms; • a commitment that access be provided to new market entrants to infrastructure controlled by the concentration, at cost; and • a requirement that specific equipment be sold within 12 months. No remedies have been reported which were imposed for the purposes of addressing non-competition relat - ed issues. 5.3 Legal Standard Any remedies or amendments to the transaction pro - posed by the parties must follow a form prescribed by the Law and must be submitted to the CPC within the timeframe that may be prescribed by the CPC. The Law does not specify a particular legal standard which must be met by proposed remedies, but in practice, the remedies will need to be sufficient in order to fully
eliminate the competition concerns that have been identified. In particular, a party suggesting one or more remedies should do the following: • describe in detail the objective of the suggested remedies and the proposed conditions to their implementation; • explain how the proposed remedies are intended to address the competition concerns identified by the CPC; and • provide a non-confidential description of the remedies and their expected impact, to enable the CPC to market-test the proposed remedies if it so wishes (see 7.2 Contacting Third Parties ). Where a proposed remedy involves the sale of a busi - ness, the following additional information should be provided: • general information regarding the business to be sold, including a description of the legal entities that make up the business, their place(s) of opera - tions and other areas where they undertake activi - ties or provide services, as well as the organisa - tional structure of the business; • a description of any legal barriers to sale (eg, third- party rights or requirements to obtain regulatory consents); • a description of the products and/or services offered by the business, including their technical and other characteristics, turnover relating to each product/service, business or trade names, etc; • a description of any supporting business functions, to the extent these are not performed at the level of the business itself (eg, research and development, sales and marketing, suppliers); • a detailed description of the relationships between the business to be sold and other enterprises controlled by the participants (eg, common staff or assets, contracts for services concluded between such enterprises, common customers); • a description of all tangible and intangible assets (including intellectual property rights) of the busi - ness to be sold; • a structure diagram setting out the number of employees of each business function and a list of
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