SERBIA Trends and Developments Contributed by: Uroš Popović and Tina Petrić, Drašković Popović & Partners
Drašković Popović & Partners Francuska Street No 27 11000 Belgrade Serbia
Tel: +381 11 7850 336 Fax: +381 11 7850 337 Email: office@d2plaw.com Web: www.d2plaw.com
Foundations of the Serbian Merger Control Regime Merger control remains one of the key instru - ments for safeguarding competition in the Republic of Serbia, reflecting its importance not only in many European legal systems but also worldwide. In an increasingly interconnected and dynamic market environment, the legal framework governing concentration plays an important role in maintaining competitive equi - librium and ensuring that structural changes in the economy do not result in undue market power or coordinated conduct. For undertakings involved in mergers, acquisi - tions, or other forms of concentrations, Serbi - an competition law imposes a duty to assess whether a proposed transaction requires notifi - cation to the Commission for the Protection of Competition (the Commission). This assessment is not only a procedural formality but a substan - tive legal obligation with important implications for the validity and timing of the transaction. The Serbian merger control regime is established under the Law on the Protection of Competition (“Official Gazette of the RS”, Nos 51/2009 and 95/2013), supplemented by secondary legisla - tion that governs notification requirements and
market definition standards. These rules form the basis for evaluating whether a transaction triggers regulatory oversight and how its poten - tial impact on market dynamics will be assessed. Most concentrations proceed without any major issues; however, the regulatory framework aims to identify and manage transactions that could hinder effective competition. This includes situ - ations where a deal might create or enhance a dominant market position or diminish the moti - vation for independent market behaviour. In this sense, merger control acts as a gatekeeper and a strategic tool to maintain an environment where competition can flourish. Given the potential consequences of non-com - pliance, including financial penalties, proce - dural delays, and, in some cases, post-closing remedies, early and accurate legal analysis is essential. Companies contemplating transac - tional activity should incorporate merger control review into their due diligence process as soon as possible. Overview of the Current Serbian Concentration Control System A concentration between undertakings arises in cases of:
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