Passive-Aggressive Investments: Minority Shareholdings and Competition Law
Gian Diego Pini
University of Milan - Department of Public, Civil Procedure, International and European Law
September 3, 2012
European Business Law Review, Vol. 23, No. 5, 2012
Minority share acquisitions between competitors have been mistakenly considered of concern only in case they result in a change of control.
First the economic theory, closely followed by courts and doctrine, explained and demonstrated that even the acquisition of non-controlling shareholdings may distort competition and requires a close scrutiny by competition authorities.
This article analyzes the impact of minority shareholdings on the incentives of rival firms and ascertains whether the authorities are provided with adequate tools to investigate and address the potential anticompetitive effects.
The results of the economic theory are the starting point to assess whether the legal treatment of minority shareholdings under the EU and US antitrust systems is appropriate and adequate.
Keywords: minority shareholdings, minority, interests, partial, ownership, competition, antitrust, merger, acquisition, non-controlling, anticompetitive, EU, US, Commission, Clayton, Sherman, 101, 102, gap, interlocking, interlocks, interlocking directorates
JEL Classification: K21, K42Accepted Paper Series
Date posted: March 16, 2013 ; Last revised: March 14, 2014
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