Authority / Source
- The Competition Council of Bosnia and Herzegovina
- Competition Act of Bosnia-Herzegovina (Official Gazette of Bosnia and Herzegovina, no. 48 / 05, 76 / 07 and 80 / 09)
Mandatory / Voluntary
When to notify?
Within 15 days of concluding the agreement, the publication of public offering or the acquisition of control, depending on which occurs first. Notification may also be filed when the participants demonstrate the intention to concentrate by means of a concluded agreement in principle, memorandum of understanding, letter of intent signed by all parties to the concentration or by publication of the intention to concentrate.
- The total worldwide annual income of all participants to the concentration achieved by selling goods and / or services is BAM 100 m (approx. EUR 51 m) in the year preceding the concentration; and
- The total annual income of each of at least two parties to the concentration achieved by selling goods and / or services on the market of Bosnia and Herzegovina is at least BAM 8 m (approx. EUR 4 m) in the year preceding the concentration, or if their joint share on the relevant market exceeds 40% (please note that the 40% market share threshold is independent from the turnover thresholds).
Obligation on whom
When control over the whole or parts of one or more undertakings is acquired by another undertaking, notification must be submitted by the undertaking acquiring control; in all other cases the undertakings must submit a joint application.
Consequences of failure to notify
Fines up to 1% of the total annual income in the previous year, provided that the concentration has not been implemented; fines from BAM 5,000 (approx. EUR 2,500) to BAM 15,000 (approx. EUR 7,500) for the responsible persons.
Consequences of implementing a transaction despite obligation to suspend until clearance
Fine of up to 10% of the total annual income in the preceding year; fines from BAM 15,000 (approx. EUR 7,500) to BAM 50,000 (approx. EUR 25,000) imposed on the responsible persons.
Consequences of implementing a transaction despite prohibition decision
A number of measures may be taken, such as requiring that the acquired shares are transferred, prohibiting or restricting the exercise of voting rights or termination of control over a joint venture or termination of other type of control.
- Notification of concentration must be submitted within 15 days, as described above;
- upon receipt of complete and adequate notification the Competition Council issues a written confirmation of receipt;
- if the Competition Council finds that the intended concentration does not have adverse effects, it may adopt a decision declaring the concentration as permitted within 30 days of issuing the confirmation of receipt; otherwise it must initiate proceedings within 30 days of issuing the confirmation of receipt. If the Competition Council does not adopt a decision or initiate proceedings within these periods the concentration is deemed to have been cleared;
- if the Competition Council initiates proceedings, it must make an appraisal of the concentration and adopt a final decision within 3 months of initiation of proceedings; where additional expert opinions or analysis are necessary, or where proposed concentration involves sensitive economic sectors or markets, the deadline may be extended by a further 3 months, of which the parties must be informed in writing; if the Competition Council does not adopt a final decision in these periods the concentration is deemed to have been cleared.
Foreign-to-foreign mergers caught?
Yes, if they have a substantial effect on the market of Bosnia and Herzegovina or a significant part of it.
Treatment of JVs
The creation of long lasting joint ventures acting as independent economic entities constitutes a notifiable concentration to which the Competition Act applies.
Up to date as of 1 September 2014
Euro exchange rate as of 2 January 2014
This manual is intended only to provide an overview of the merger control rules and regulatory requirements in the EU, the EEA and the European countries listed. The information and views expressed in this manual are not necessarily comprehensive and do not purport to give professional advice. If you would like further information, please contact the following:
CMS Reich-Rohrwig Hainz
ul. Fra Andela Zvizdovića 1
Bosnia and Herzegovina
T +387 33 94 4600
F +387 33 94 4690