Appendix A. Foreign Merger Control Quick-Reference Guide

• Pages: 195-202

195

APPENDIX A

FOREIGN MERGER CONTROL QUICK-

REFERENCE GUIDE1

A. Brazil

Threshold Requirements

Filing

Process

Post-Filing

Timeline

A “concentration” occurs where:

• two or more previously

independent companies merge;

• one or more companies acquire,

by any means, control or parts of

one or more other companies; or

•

two or more companies enter into

an association agreement, or

form a consortium or joint

venture

Partial acquisition will occur upon:

• acquisition of an interest greater

than 20 percent, if the acquirer

and target are not competitors nor

active in vertically related

markets; or

• acquisition of an interest greater

than 5 percent

, if the acquirer and

target are either competitors or

active in vertically related

markets

The thresholds are met if:

(1) turnover of one of the parties and

its group is R$750 million or

more, and

(2) turnover of another party and its

group is R$75 million or more

May file on

LOI.

Filing fee:

Flat fee of

R$85,000

Maximum waiting

period of up to 240

days from the date

of notification. This

may be extended by

60 days at the

parties’ request, or

90 days at CADE’s

discretion.

Simple cases

reviewed under a

summary

proceeding are

generally cleared in

less than 30 days.

This is followed by

a 15-day waiting

period

during which

CADE may

challenge the

clearance.

1. All monetary amounts provided in this section are current as of June 14,

2016.