CHILE Law and Practice Contributed by: Francisca Levin, Benjamín Torres, María Paz Dulanto and Antonia Silva, Cuatrecasas
• Acquisitions of decisive influence or acquisition of assets : the notifying parties are the seller and buyer (excluding the target); or • Full - function joint ventures : the notifying parties are the parties entering into the partnership (excluding the new entity itself); or • Mergers of entities or businesses : the notifying par - ties are the merging parties. 3.5 Information Included in a Filing The level of information required in a merger filing depends on the applicable notification form. The Merger Regulation distinguishes between: • Ordinary form , which is the default notification form; • Simplified form , applicable in certain scenarios where parties have low market shares or limited changes in concentration levels (provided in Article 4 of the Merger Regulation); and • No - overlap simplified form , a fast-track form applicable where there is no horizontal or vertical overlap between the parties’ activities (buyers and target). While regardless of the form, the procedure and statu - tory timelines are the same, they differ in the amount of information and documentation required by the FNE, particularly regarding market information. Documents to Be Submitted The parties must submit the transaction documents and supporting materials that allow the FNE to identify the transaction, the parties and markets involved, and its potential competitive effects in Chile. As to internal corporate information, the parties must submit: • the transaction documents and their annexes, as well as any corporate documents relating to the transaction (eg, board minutes, shareholder meet - ing minutes or presentations); • any internal or external documents prepared, commissioned, reviewed, or considered to dis - cuss, evaluate or negotiate the transaction or any alternative transaction (eg, presentations, reports, studies, commercial programmes, business plans, memorandums or similar documents); and
• corporate information of the parties’ business groups and their activities in Chile, including corpo - rate group charts showing ownership and control links, and financial statements or balance sheets of the entities of the parties’ business groups that are active in the affected relevant markets. Where the filing is made under the ordinary form, the FNE expects a more complete competitive assess - ment, including information on the relevant markets affected by the transaction (eg, parties’ market shares, sales volumes and values, main customers, com - petitors, supply and demand conditions, production capacity, entry and expansion conditions) and other elements needed to assess whether the transaction may substantially lessen competition. Formalities The notification requires: • powers of attorney for the representatives filing the notification, executed before a public notary if granted in Chile, or legalised in Chile or apostilled if granted abroad; • a copy of the document containing the authority of the legal representative to act on behalf of the notifying party; and • affidavits declaring: (i) the parties’ intent to carry out the concentration in good faith; and (ii) the truthfulness, sufficiency and completeness of the submitted information, together with an acknowl - edgement of the sanctions that may apply for false or concealed information. Language and Translation Requirements While the notification and supporting information must be submitted in Spanish, the Merger Regulation allows certain categories of documents to be submit - ted in English without prior authorisation, including: • the transaction documents, and the internal or external documents prepared to analyse it; • market studies and reports that analyse the affect - ed relevant markets; and • documents concerning representatives and powers of attorney.
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