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• In case the joint venture is used as an instrument in an acquisition
by the parent companies, the parent companies are considered as
the undertakings concerned, and not the joint venture.
Break-up of Joint Venture.
In such case, the undertakings concerned
may differ depending mainly to two situations:
• When the parent companies break up the joint venture, split
the assets and gain full control over the assets they obtain, the
undertakings concerned for each operation are the acquiring
parent and the asset acquired;
• When two or more companies exchange economic units, each
transfer of control is independently considered as an acquisition
of full control. In this situation, the undertakings concerned are the
acquiring companies and the economic units acquired.
Acquisition of Control by Real Persons.
In such case, the undertakings
concerned are the acquiring real person and the economic unit acquired.
Turnover
Pursuant to Article 7 entitled “Mergers or Acquisitions Subject to
Authorization” of the Communiqué 2010/4, in case (i) total turnovers of
the parties to the relevant operation in Turkey exceed TRY one hundred
million, and turnovers of at least two of the parties of the operation in
Turkey individually exceed TRY thirty million; or (ii) global turnover
of one of the parties of the operation exceeds TRY five hundred million,
and at least one of the remaining parties of the operation has a turnover
in Turkey exceeding TRY five million, the authorization of the Board is
required.
In calculating whether the turnovers stated above are exceeded or
not, the turnovers of the undertaking concerned as well as all relevant
persons and economic units - that are connected to it - are taken into
account. According to Article 8 of the Communiqué No. 2010/4 entitled
“Calculation of turnover threshold”, the total turnover of the below stated
undertakings, persons and economic units are considered: