UKRAINE Law and Practice Contributed by: Mykyta Nota and Anton Arkhypov, AVELLUM
and granted the parties a one-year compliance period for their commitments. Failure to comply with the remedies is an infringement of the Competition Law and can lead to severe penalties and consequences. The AMC may impose a penalty of up to 5% of the party’s turnover for the last financial year preceding the fine’s imposition. Moreover, non- compliance with remedies may trigger a review of the approved transaction, and, in the worst case, it could lead to the prohibition of the trans - action altogether. 5.6 Issuance of Decisions In most cases, the AMC issues a formal deci - sion permitting or prohibiting a transaction to the parties. The AMC must publish non-confi - dential versions of its decisions on merger and concerted practices cases within ten business days of the decision date. Additionally, the AMC publishes a summary of the decision on its web - site, including the parties involved and the main points of the decision. 5.7 Prohibitions and Remedies for Foreign-to-Foreign Transactions Behavioural Remedies As a matter of practice, the AMC usually clears most transactions unconditionally. In more com - plex cases, the AMC issues approvals subject to certain behavioural commitments. For example, out of all merger cases in 2024, only three were cleared subject to parties undertaking behav - ioural commitments. Interestingly, one case involved a combination of both behavioural and structural remedies. Commitments were imposed for five years and generally involved: • prohibiting unjustified refusal of supply;
• ensuring equal terms for equivalent transac - tions; • refraining from unlawful restrictions on market access by other market players, sellers and consumers; • reporting to the AMC about production and export volumes, and selling prices in the local market; and • reporting to the AMC on compliance with applied remedies. Structural Remedies The regulator imposed structural remedies only in one merger in 2024. The case concerned the second and third largest players in the Ukrain - ian cement market, CRH and Dyckerhoff. They are also significant manufacturers of concrete. CRH Ukraine filed to acquire Dyckerhoff Ukraine. The AMC considered that the transaction would raise concerns in the Ukrainian markets for grey Portland cement. During Phase II, the regula - tor found that CRH Ukraine would likely have gained a dominant market position in the market for grey Portland cement and restricted market access to new players. The AMC cleared the transaction subject to structural remedies – the regulator required CRH Ukraine to sell its minor - ity share (25% to 28%) in Dyckerhoff to a third party as well as to grant it strategic veto rights. In addition, the AMC applied certain behavioural remedies. 6. Ancillary Restraints and Related Transactions 6.1 Clearance Decisions and Separate Notifications Merger clearance will not cover related arrange - ments (ancillary restraints). Ancillary restraints may require separate antitrust clearance. Anti -
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