THE COMMUNIQUÉ AMENDING THE COMMUNIQUÉ REGARDING MERGER AND ACQUISITIONS REQUIRING THE PERMISSION OF THE COMPETITION BOARD “
The Communiqué amending the Communiqué regarding Merger and Acquisitions requiring the Permission of the Competition Board” (the “Communiqué”) numbered 2022/2 was published in the Official Gazette numbered 31768 on March 4, 2022. As per article 2/1(a) of the Communiqué, the monetary threshold requiring the permission of the Competition Board in merger and acquisition transactions has been increased from TL 100 million to TL 750 million. Accordingly, if the Turkey turnover of the parties of the merger and acquisition transactions exceeds TL 750 million, the transactions will be subject to the permission of the Competition Board. Furthermore, pursuant to the Communiqué, if the Turkish turnover of at least two of the parties of the transaction individually exceeds TL 250 million, an application for permission of the Competition Board will be required. In the previous regulation, if the Turkish turnover of at least two of the parties exceeded TL 30 million individually, an application for the permission from the Competition Board was required. Additionally, according to article 2/1(b) of the Communiqué, if the asset or the activity subject to acquisition in acquisition transactions and if at least one of the parties’ Turkey turnovers in merger transactions exceeds TL 250 million and the worldwide turnover of at least one of the other parties exceeds TL 3 billion, the permission of the Competition Board is mandatory for the validity of the transaction. These limits were determined as TL 30 million and TL 50 million, respectively, under the previous regulation. As per article 2/2 of the Communiqué, the foreseen threshold of TL 250 million will not be applied for the acquisition of technology enterprises operating in the Turkish geographical market or conducting R&D activities or providing services to users in Turkey. Finally, it will be possible to make the notifications regarding mergers and acquisitions via e-State in accordance with the Communiqué.
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