Martial law in Ukraine: Guidelines on merger control and concerted actions

On March 30, 2022, the Antimonopoly Committee of Ukraine (AMCU) issued its guidelines clarifying how the merger control and concerted actions filings shall be managed and treated during martial law (Guidelines).


Previously, on March 7, 2022, the AMCU has already decided to suspend the consideration of merger control and concerted actions filings until the termination of the martial law. However, the mentioned suspension left potential applicants in a rather ambiguous situation, especially those who were planning to obtain clearance for foreign-to-foreign transactions triggering local Ukrainian thresholds. Of course, in many cases suspension of such foreign transactions could not be an option for the parties, while, in the meantime, the risk to be fined for not filing in Ukraine remained.


Merger clearances and concerted actions permits are still obligatory


In the Guidelines, the AMCU emphasized that the introduction of martial law in Ukraine does not exempt relevant parties from their filing obligations. At the same time, the AMCU defined a special simplified procedure for filing applications during martial law, as well as introduced the special review process, and new approaches to determination of the amount of fines for concentrations and concerted practices conducted without their prior approval by the AMCU during martial law.


In particular, the AMCU allowed to make filings with a significantly shortened list of attached documents and introduced a simplified procedure for their submission during the period of martial law.


Parties to the concentrations and concerted practices shall submit the applications to AMCU's temporary postal address (as of 4 April 2022, the effective address is 4 Kopernyka Street, Lviv, 79005, Ukraine). Furthermore, applicants may also file the applications (subject to electronic signature) to AMCU's e-mail if they reasonably justify they are not able to submit the applications to the AMCU office in Lviv.


Applications may be filed with a limited amount of documents/information


Importantly, the application and annexes thereto shall be filed not less than 15 calendar days prior to completion of the concentration or concerted practices.

Consideration of an application submitted during the martial law shall be suspended by the Committee within 15 calendar days since the AMCU receives the application. Within 3 months after the termination of the martial law, applicants shall submit to the AMCU all missing documents and information that were not previously submitted with the application. After receiving such additional information, the AMCU resumes consideration of the relevant application. If no additional documents are filed within the mentioned 3 months, the AMCU resumes consideration of the application and considers it on the basis of the available information.


Fines for implementing transactions without AMCU permit


As to the fines, if the application was submitted in line with the Guidelines and the concentration/concerted practices did not lead to monopolization, significant restriction of competition, and the concentration itself was not prohibited under the Law of Ukraine “On Sanctions”, the amount of fine shall not exceed UAH 51 000 (approximately EUR 1 600 as of now).


If the application was not submitted timely, but there are no grounds to prohibit such concentration/concerted practices, the amount of fine shall not exceed UAH 340 000 (approximately EUR 11 500 as of now).


However, if the Russian Federation or its citizens supporting military aggression against Ukraine are the ultimate beneficial owner(s) of at least one of the parties to the concentration or if the AMCU has reasonable suspicions that the purpose of the concentration is to avoid international sanctions against assets/participatory interests/equity interests imposed for military aggression against Ukraine, the fine shall be determined in the maximum amount prescribed by the law (up to 5% of the party's global turnover for the last year).


Download PDF here.



This publication is for informational purposes only. If you would like to learn more or seek legal advice, please contact one of the following or your usual Nobles contact:


Oleksandr Aleksyeyenko (Partner), Sviatoslav Henyk (Senior Associate).



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