Competition Law
03-02-21 UNFAIR PRICING
Section 15 PCA
Section 15 PCA ( e)
NB: Elements *3 Discriminatory pricing - different prices
for customers similarly situated
** even if not within the enumerations/
restrictions - still abuse if prevents NB PREJUDICIAL LIMITATION
restricts competition
*Read United Banana and Microsoft
HOFFMAN LA ROCHE Case
- contract to obtain supplies from Roche
and the system of rebates - will likely eliminate not WILL eliminate
FACTS
- roche had a contract with distributors
with exclusivity agreement Negatively impacts incentive to
Ct: it could be that you have that innovate
agreement without rebate but since
they cannot buy from others, won there MERGER CONTROL 3/9/2021
is a rebate is immaterial Sec. 24 Relevant Market
Rebate based on the amount of When we see market – two : product
products you’re buying not illegal as and geographic product
long as not restricted to buy from - Remember the factors affecting
another vendor substitutability
- How easy can you get the
Fidelity rebate vs Qty rebate substitute of the product
**you have to be dominant based on a
Even if there is an english clause doesnt certain dominant market
do away with the fact of abuse because
there are still restrictions ** you cannot presume, all evidence
based
Look at the elements of tying and
bundling, remember there must be Sec 25/ Control of an Entity- ownership
restriction not to get from someone is not the ONLY basis for presumption of
else control
MONOPSONY Sec 26 Determination of Anti
Determines buying power abroad competitive Agreement of Conduct
But in PCA Section 15 (g) _____
3/18/21
Different in PH setting so Remember Exchange – information
elements of monopsony for definition Enforcement – important to remember
1. They have the right to motu
NB: “marginalized” service providers proprio conduct investigation
2. Leniency program
3/4/2020 *Leniency
NB – binding ruling ____
Mar 25 2021
Commission cannot inspect without
warrant. Threshold adjusted regularly
MERGERS AND ACQUISITIONS NOTE: Don’t memorize the amount of
fine, but what you should do.
**Next meeting start with Grab, then
the rest of the case; short quiz Remember: 2 tests Size of the Party and
Size of the Transaction
Sec 12 read
No dawn raid, no search if no order of
the court Merger Threshold
Divestiture – no equally effective - size of the party - 5B
behavioural remedy -size of the transaction - 2.6B
Fact finding Section 2.1 of the PCC Rules on Merger
Procedure
Take note: sec 16 xx Rule 13 IRR , Rule - parties to a merger who meet the
3.3– surveillance functions- Rule 13, threshold requirements are required to
PCA IRR notify the PCC WITHIN 30 DAYS from
signing the definitive agreement
The commission can motu proprio relating to the merger
investigate because it was provided
under the law
ELEMENTS FOR FINDING VIOLATION
**freedom to contract not absolute FOR MERGER NOTIFICATION (S – N –
(Grab-Uber Case) - non‐impairment B30 – N)
clause of the Constitution must yield to
the loftier 1. Signed definitive agreements
purposes targeted by the government. 2. notifiable transaction
No formal requisites for notice and 3. notified PCC beyond 30 days from the
hearing signing of the agreement
4. parties have not consummated the
Rule 10 – interim measures transaction
Note: Interim measures by Application
and Motu Proprio – difference Penalty for violation (Fine)
1/2 of the 1% of the 1% of the value of
Motu proprio the transaction but not exceeding 2M
Only requirement – notice and hearing ******************************
thirsd parties are not notified – so you MAR 30 2021
cannot impose interim measures to
third parties because of the due process Note: Macsteel Case
req) Suspensory *** -
Quiz: slide 8 until interim measures
SM prime – government
instrumentality not immune from suit
Quiz: until forms
*******************************
4-6-2021
30 day period and amount of fine
depends on when forms are actually
submitted and accepted by the PCC
Pre notification consultation – before
you sign the agreement
Non binding advice
- you don’t follow them if they don’t
want to
- due diligence
Memorize distinction for elements for
violation of notification requirement
and failure to notify within notification
period
Remember gun jumping and
forbearance
-see dissenting opinion udenna
Violating sec 17 is gun jumping
Forbearance –
Slide 43/ 42 UDENNA CASE VIP – QUIZ
UDENNA NEXT WEEK
