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•
Complete commitments:
Commitments must include all factors,
such as a suitable purchaser or the assets to be divested in order to
eliminate competition concerns
14
.
•
Ad hoc
commitments:
In order to reach the expected goal and
eliminate all competition concerns in the relevant market, all
commitments must be determined in accordance with the case at
hand. The CB, in some decisions, fully accepts the Commission’s
decisions without making further analyses
15
.
Implementation of Commitments
The implementation phase is the most important phase because it
permits the merger clearance to be put into practice.
•
Implementing factors
:
The correct implementation of the
commitments is to be ensured through determinant factors, such
as trustees to monitor the implementation or time limits which
guarantee the implementation within a relatively short time period.
•
Absence of implementing factors
:
The absence of implementing
factors in the CB’s decisions may cause a failure to eliminate
competition concerns by reason of imperfect implementation
16
. For
instance, some of the CB’s decisions do not include the nomination
of a trustee in order to monitor the correct implementation of the
commitments.
Sanctions in case of Imperfect Implementation of Commitments
In order to fill the gap in the competition legislation, the CB, on the
basis of Article 4 of the Act, generally decides to launch an
ex officio
investigation if the commitments are not correctly implemented
17
.
14 The CB does not include all factors in its decisions. For instance, the Glaxo Wellcome / Smith-
Kline decision (fn. 5) does not include any reference to a suitable purchaser.
15 Decision DSM N.V – Roche Holding AG (fn. 2) and decision Syngenta Crop Protecton AG –
Astazenece Holdings B.V – Koninklijke Venderhave Groep B.V (fn. 3)
16 Decision Toros Tarım / Sümer Holding (fn. 10); decision Deutsche Lufthansa AG – Condor
Flugdienst GmbH (fn. 3) and decision TÜPRAŞ (fn. 13)
17 Decision Metro / Migros (fn. 11); decision Glaxo Wellcome / SmithKline (fn. 5) and decision
Bankar / Fiba Bank,18.09.
2001, 01-44/433-111