Answer ... Under Romanian law, there is no framework for pre-notification, but the Romanian Competition Council (RCC) must confirm that the filing is complete, in which case the filing will be given an effective date (ie, no additional information is necessary for the case team to finalise the review).
Upon registration of the file, the RCC must:
- confirm within seven days that the file has been formally registered (ie, the filing fee has been paid and all necessary documentation – such as the notification form, the transaction documents and the financial statements – has been included in the file); and
- request any additional information on the case within 20 days.
The RCC can send more than one set of additional questions to the parties, but one set is customary in simplified cases. There is no deadline specified for the second set of questions, but it is customary for these to be sent within 20 days of receiving the answers to the first set of questions.
Once a notification is confirmed as complete, the RCC has 45 days (Phase 1) to decide whether to clear the transaction or to initiate an in-depth review (Phase 2). Many cases are cleared during Phase 1. Simplified notifications are cleared faster by the RCC, often within two months of registration. If the RCC does not clear the transaction or initiate Phase 2 within the 45-day review period, the transaction is deemed to have been cleared by operation of law once this 45-day review period has elapsed (however, in practice, this period begins from confirmation of the effective date of the file, which can be assumed to be the registration date if the RCC has not requested additional questions).
During Phase 1, the RCC can:
- authorise the transaction subject to commitments/remedies proposed by the notifying parties to address the potential concerns resulting from the transaction (during Phase I and II, the notifying parties can submit commitments to the RCC in order to address any concerns on the transaction (see question 5.1));
- send the case to the European Commission if it considers that the commission has jurisdiction over the transaction; or
- close the proceedings by issuing a simple letter if it considers that the transaction is not subject to merger control (eg, it does not meet the national thresholds for filing, or it is not an economic concentration as it does not involve a change of control).
The RCC will initiate Phase 2 if:
- it needs further time for its assessment; or
- the parties did not propose appropriate remedies during Phase 1.
If the RCC intends to initiate Phase 2, it must inform the parties accordingly during the Phase 1 period. The initiation of Phase 2 extends the review period to five months. During Phase 2, the RCC can either clear or prohibit the transaction. If it does not issue a decision, the transaction is deemed to be cleared once the five-month review period has elapsed (again, in practice, this period begins from confirmation of the effective date of the file, which can be assumed to be the registration date if the RCC has not requested additional questions).
As in Phase 1, during Phase 2 the RCC can:
- send the case to the European Commission if it considers that the commission has jurisdiction over the transaction; or
- close the proceedings by issuing a simple letter if it considers that the transaction is not subject to merger control.
The final decision of the RCC is communicated to the notifying parties and a non-confidential version is published on the RCC’s website. The notifying parties have 30 days from receipt of the decision to pay the authorisation fee, with the respective amount and payment details being included in the decision.