Article by Daisy Nogueira, of Couto, Graça e Associados, Mozambique
The Competition Law, approved by Law no. 10/2013, of 11 April, established the legal framework for competition in Mozambique and its respective Regulation was approved by Decree no. 97/2014(“Competition Law Regulation”). It establishes the market thresholds under which a transaction would be subject to prior notification to the Competition Regulatory Authority (the “CRA”).
The Competition Law Regulation was amended through Decree no. 101/2021 and the previous thresholds have now been increased so that a concentration or merger shall be subject to the prior notification to the CRA when the market share or annual turnover fulfils one of the following conditions:
- a share equal or over 50% is acquired, created or strengthened in the national market of a certain good or service, or in a substantial part thereof;
- As a result of its implementation, a share equal to or greater than 30% and lower than 50% is acquired, created or reinforced in the national market of a certain good or service, or in a substantial part thereof, provided that the turnover made individually in Mozambique, in the last financial year, by at least two of the undertakings participating in the concentration is greater than 105 million Meticais, net of taxes directly related thereto;
- All the undertakings participating in the concentration have achieved in Mozambique, in the last financial year, a turnover of greater than 925 million Meticais, net of taxes directly related thereto, as long as the turnover in Mozambique of at least two of the companies that participate in the concentration is superior to 105 million Meticais, net of taxes directly related thereto.
Decree no. 101/2021 also clarifies that the simplified assessment procedure shall apply to concentrations which are below the market share or turnover limits indicated above, as long as the turnover generated individually in Mozambique by at least two of the companies that partake in the concentration is greater than 105 million Meticais, net of taxes directly related thereto (hereinafter the “Operations Subject to the Simplified Assessment Procedure”).
Based on the foregoing, Operations Subject to the Simplified Assessment Procedure shall be notified to the CRA through the Simplified Form approved under the Regulation on Notification Forms for Concentration of Undertakings, of the CRA dated of 17 March 2021, by means of Resolution no. 01/2021.
Under the terms of the Table of Fees Payable for Proceedings before the CRA, approved by Ministerial Order no. 77/2021, Operations Subject to the Simplified Assessment Procedure shall be subject to a notification fee of 0.11% of the turnover of the year prior to that of the request for review of the concentration but such fee can however not exceed the amount of 2 250 000,00 Meticais.