Act No: No. 12 of 2010
Act Title: COMPETITION
SUBSIDIARY LEGISLATION
Arrangement of Sections

(Consolidation of the following Legal Notice Ongoing: L.N. 113 of 2019, L.N. 120 of 2019, L N 21 of 2019 L.N 135 of 2019, L.N 140 of 2019, L.N 157 of 2019, LN. 161 of 2019, L.N. 167 of 2019, 172 of 2019.)

MEMORANDUM OF UNDERSTANDING BETWEEN THE COMPETITION AUTHORITY OF KENYA AND CENTRAL BANK OF KENYA ON EFFECTIVELY ADDRESSING COMPETITION CONCERNS IN THE KENYAN BANKING SECTOR

IN EXERCISE of the powers conferred by section 5(3) of the Competition Act and section 3 (4) of the Central Bank of Kenya Act, the Director General of the Competition Authority of Kenya and the Governor of the Central Bank of Kenya have signed a Memorandum of Understanding specified in the Schedule hereto in order to establish a framework for co-operation concerning their statutory mandates to effectively address competition concerns in the Kenyan banking sector, entered into on the 12th of January, 2015.

SCHEDULE

1.

PREAMBLE

This Memorandum of Understanding is entered into in order to establish a framework for co-operation between the Competition Authority of Kenya and Central Bank of Kenya concerning their statutory mandates to effectively address competition concerns in the Kenyan banking sector, including the Parties concurrent mandates for the regulation, investigation, evaluation and analysis of specified matters arising or incidental to both the Competition Act and Kenyan banking legislation including: the Central Bank of Kenya Act, Banking Act, Microfinance Act, and National Payment System Act, 2011 (hereinafter referred to as "the banking legislation").

This Memorandum of Understanding is entered into on the basis of mutual respect, in a spirit of goodwill and does not affect the independence of the two regulators to undertake their respective statutory mandates.

2.

OBJECTIVE

This Memorandum of Understanding sets out a framework of cooperation between the Competition Authority of Kenya and the Central Bank of Kenya collectively referred to as "the Parties", in their common pursuit to promote a fair, competitive, efficient and sound financial environment in Kenya.

3.

DEFINITIONS

In this Memorandum of Understanding, unless the context otherwise requires, the following words have the meanings assigned to them:

Dtl "confidential information" means human resource, financial, legal, marketing, technical, supervisory and other knowledge and information of whatever nature disclosed to or acquired by the Regulators in the course of this Memorandum of Understanding, including all exchanged information, trade secrets both verbal and written transmitted by any means whatsoever, to the extent that such knowledge and information at the time of the disclosure or acquisition is not intended or part of public knowledge or literature.

Dtl “financial institution" means an entity licensed and supervised by any of the Regulators under the Regulators' respective laws.

Dtl "regulator" means a public authority or government agency responsible for exercising autonomous authority over a specified sector in a regulatory or supervisory capacity.

4.

REPRESENTATIVES

This Memorandum of Understanding is entered into by the duly authorized representatives of Competition Authority of Kenya and Central Bank of Kenya.

5.

ESTABLISHMENT AND RESPONSIBILITIES

5.1

The Competition Authority of Kenya

The Competition Authority of Kenya is a State Corporation established by Section 7 of the Competition Act, No. 12 of 2010. The Competition Authority Kenya is mandated to promote and safeguard competition in the national economy and protect consumers from unfair and misleading market conduct. The Competition Authority of Kenya is mandated by section 5(3) of the Competition Act to negotiate agreements with any regulatory body according to which concurrent jurisdiction is exercised over competition matters within the relevant industry or sector in order to: identify and establish procedures for management of concurrent Jurisdiction; promote cooperation; provide for exchange of information and protection of confidential information; and ensure consistent application of competition principles enshrined in the Competition Act.

5.2

The Central Bank of Kenya

The Central Bank of Kenya is established by article 231 of the Constitution of Kenya and section 3 of the Central Bank of Kenya Act. Central Bank of Kenya is charged with the mandate of formulating monetary policy, promoting price stability, issuing currency and formulating and implementing policies to promote the establishment, regulation and supervision of efficient and effective payment, clearing and settlement systems. Central Bank of Kenya is mandated to license, regulate and supervise banking and microfinance businesses; and, regulate and supervise payment systems and payment service providers. Central Bank of Kenya is mandated by section 3(4) of the Central Bank of Kenya Act to make its own rules of conduct or procedure, not inconsistent with the provisions of the Act, for the good order, and proper management of the Central Bank.

6.

PURPOSE

6.1

This Memorandum of Understanding is entered into in order to establish the manner in which Competition Authority of Kenya and Central Bank of Kenya will interact with each other concerning the investigation, evaluation and analysis of matters arising or incidental to the banking legislation.

6.2

This Memorandum of Understanding is entered into on the basis of mutual respect, in a spirit of goodwill and does not affect the independence of the two regulators to undertake their respective statutory mandates.

7.

INTENTION

This Memorandum of Understanding sets forth a statement of intent of the Parties to establish a framework for mutual assistance and collaboration in the following areas:

(a)

information sharing between the Parties;

(b)

competition issues related to the registration and licensing/authorisation of banks, financial institutions, payment systems and payment service providers.

(c)

coordinated review of competition issues related to emerging products in the banking and payment systems sectors;

(d)

developing a consolidated strategy to instill pro-competitive provisions and principles in policy and legislation related to the banking and payment systems sectors;

(e)

review of the banking and payment systems legal and regulatory framework to instill pro-competitive provisions and principles in the same;

(f)

enforcement of consumer protection in the banking and payment systems sectors;

(g)

investigations and enforcement actions related to allegations of anti-competitive conduct in the banking and payment systems sector;

(h)

provide procedures for accession of other Regulators to joint investigative and enforcement activities between the Parties;

(i)

joint capacity building activities between the Parties; and

(j)

other areas of mutual interest as may be agreed upon by the Parties.

8.

COMMON INTERESTS

The Competition Authority of Kenya and the Central Bank of Kenya are both committed to conduct their regulatory responsibilities in the public interest. They recognize the importance of mutual consultation and cooperation across a wide range of issues relevant to competition in the banking and payment systems sectors. The Competition Authority of Kenya and the Central Bank of Kenya agree that Kenya's banking and payment system sectors should be competitive, efficient, safe and economically sustainable. In entering into this Memorandum of Understanding, Competition Authority of Kenya and Central Bank of Kenya give due recognition to the need to:

(a)

promote procedural co-operation and coordination between the Competition Authority of Kenya and Central Bank of Kenya when dealing with cases of anti-competitive behavior in the banking and payment systems sector where they have overlapping powers;

(b)

facilitate the treatment of cases of anti-competitive behavior within the banking and payment systems sectors;

(c)

promote co-operation and coordination between the Competition Authority of Kenya and Central Bank of Kenya when dealing with merger notifications in the banking and payment systems sectors;

(d)

promote cooperation and coordination between the Competition Authority of Kenya and Central Bank of Kenya when dealing with consumer protection issues in the banking and payment systems sectors;

(e)

work together to identify and address bottlenecks that restrict entry, investment and competition in the sectors;

(f)

collaborate in the preparation of legislative proposals and regulations that are likely to affect the level of competition in markets within the banking and payment systems sectors;

(g)

improve understanding of the respective roles of the Competition Authority of Kenya and Central Bank of Kenya by stakeholders in the focus sectors;

(h)

collaborate to protect consumers of banking and payment systems products and services;

(i)

share information relevant to the exercise of their functions;

(j)

minimize the duplication of activity, wherever possible; and

(k)

ensure that a consistent and coordinated approach is taken by the Parties in dealing with competition and consumer protection-related issues in the banking and payment systems sectors.

9.

SCOPE

This Memorandum of Understanding shall apply to the following within the banking and payment systems sectors:

(a)

restrictive trade practices including anti-competitive agreements, decisions, practices, and abuse of dominant position;

(b)

mergers and merger review;

(c)

control of unwarranted economic power; and

(d)

consumer protection issues.

10.

STATUS OF THE PARTIES

10.1

Neither Party nor its personnel shall be considered as an official, agent, employee or representative of the other Party. Neither Party shall enter into any contract or commitment on behalf of the other Party.

10.2

Each Party shall carry out its own responsibilities and obligations under this Memorandum of Understanding in accordance with the national and international laws, regulations and treaties applicable to it and unless separately agreed in writing, bear its own costs in relation to implementation of this Memorandum of Understanding.

10.3

This Memorandum of Understanding shall not create any binding legal obligations between or amongst the Parties.

10.4

This Memorandum of Understanding does not amount to a delegation of any of the powers, duties of obligations of the Parties.

10.5

This Memorandum of Understanding does not create, directly or indirectly, any rights, obligations or liabilities enforceable by the Parties or by any third party.

10.6

Nothing in this Memorandum of Understanding restricts, enlarges, or otherwise modifies the respective jurisdictions of the Parties.

10.7

All intellectual property rights, title and interest associated with each Parties' supervisory and regulatory Know how, including without limitation, patent, trademark, copyright, trade secret rights, and moral rights shall remain in the respective party. Further, neither party will use, in any manner, including advertising or publicity or in any way related to this Memorandum of Understanding or the subject matter hereof, the name of the other party or its affiliates or any of their directors, officers, managers, employees, consultants or agents or any trade name, trademark, service mark, logo, symbol or copyright, whether any of the above are registered or unregistered, of the other Authority or its affiliates, except with the express written consent of such other party.

11.

THE PARTIES RIGHTS

Within reason, each party has a right to:

(a)

make submissions or provide the other party with comments or expert reports;

(b)

participate in the other party's hearings related to competition in banking and payment systems cases;

(c)

ask for or receive optional or mandatory referrals from the other party related to competition in banking and payment systems matters.

12.

COOPERATION IN AREAS OF CONCURRENT JURISDICTION

12.1

Consultation

In any circumstance in which both Parties are considering an issue or issues of competition in the banking and payment systems sectors, which is or are identical to one another, each Party shall consult with the other before performing any function involving the determination of such issues.

12.2

Merger Control

12.2.1

Where a merger transaction requires the approval of both the Competition Authority of Kenya and Central Bank of Kenya, applicants shall submit separate and concurrent applications to the Competition Authority of Kenya and to the Central Bank of Kenya for their respective consideration.

12.2.2

Each Party shall notify the other Party when they receive a merger application.

12.2.3

The Competition Authority of Kenya shall be responsible for conducting the competition assessment for mergers, while Central Bank of Kenya shall be responsible for conducting all procedures for licensing and review of technical information relating to a merger.

12.2.4

Until and unless Central Bank of Kenya develops criteria for assessing mergers under all the statutes failing under the purview of the Central Bank, the Parties shall thereafter make independent determination on the basis of the criteria outlined in the Competition Authority of Kenya Merger Guidelines. In arriving at these determinations, the Competition Authority of Kenya and the Central Bank of Kenya may consult and or exchange information or data with each other.

12.3

Cases invoking concurrent jurisdiction

12.3.1

The Parties recognize the mutual advantage in coordinating their investigative and enforcement activities with respect to cross-sector establishments and hereby agree to undertake coordinated cross-sector investigations and enforcement.

12.3.2

Where a notification, application or complaint is lodged about anti-competitive agreements, practices, or abuse of dominance in the banking or payment systems sector; or where a Party initiates an investigation into allegations of the same; or where either party requires the other's expertise to facilitate an investigation and or determination of a matter, the following procedures shall apply:

(a)

the Party that receives the notification, application or complaint or takes cognizance of the concern through other means shall notify the other Party of the notification, application, complaint or breach warranting investigation within seven working days of receiving the notification;

(b)

where the recipient Party does not intend to investigate, it shall notify the other party of its intention.

(c)

where the recipient Party expresses the intention to investigate the notification, application or complaint, the parties shall agree on who shall conduct the investigations and in case of disagreement on which Party to conduct the investigations, the Parties shall refer the matter to an arbitration panel as per paragraph 20 of this Memorandum of Understanding.

12.3.3

The Parties undertake to expedite consultation to avoid delays in resolution of any complaints and or conclusion of investigations in which both Parties have concurrent jurisdiction.

12.4

Forbearance to Act

12.4.1

Where one Party is satisfied that the other Party is performing functions in relation to any particular matter, the first Party may agree to forbear to perform any of its functions in relation to that same matter.

12.4.2

Where a Party intends to forbear to perform its functions in the manner described in paragraph 12.3.2 of this Article, it shall first discuss the issue with the other Party, inform it of its intention to apply forbearance, and give the other Party an opportunity to respond.

12.4.3

Either Party may request the other to exercise forbearance in any particular case. The other Party may accede to such request where it is satisfied that the requesting Party is performing functions in relation to that matter.

12.4.4

Where one Party has agreed to forbear to perform its functions in any particular matter, it may so inform any relevant third parties as it sees fit.

13.

COOPERATION IN AREAS OF EXCLUSIVE JURISDICTION

13.1

Where only one Party has jurisdiction to investigate a notification, application or complaint, the other Party undertakes to facilitate the investigation by availing any information in its custody, subject to paragraphs 15 and 16 of this Memorandum of Understanding.

13.2

To the extent permitted by applicable laws, each Party will use reasonable efforts to ensure that the other Party is facilitated to effectively perform or fulfil its regulatory and supervisory functions.

13.3

Both Parties endeavor to take into account and as much as possible be guided by international best practice in competition and consumer protection matters in handling matters under this Memorandum of Understanding in order to ensure consistency in determination of cases.

14.

ESTABLISHMENT OF JOINT WORKING COMMITTEE

14.1

The Parties shall establish a Joint Working Committee ("the Committee") within six months of signing this Memorandum of Understanding. The Committee will be comprised of representatives of Competition Authority of Kenya and Central Bank of Kenya as nominated by the authorities respectively, pursuant to this Memorandum of Understanding and shall function on an on-going basis.

14.2

The functions of the Committee shall include:

14.2.1

Management and facilitation of cooperation and consultation in respect of matters relating to competition in the banking and payment systems sectors;

14.2.2

Proposals, where necessary, for amendment or supplementation to this Memorandum of Understanding; and

14.2.3

Advising the management of Competition Authority of Kenya and Central Bank of Kenya on issues affecting competition and consumer protection in the banking and payment systems sectors. Such advice shall include, but not limited to, the following:

(a)

cooperation and collaboration in conducting joint market studies in the banking and payment systems sectors;

(b)

mutual consultation on matters involving competition and consumer protection in the banking and payment systems sectors, including drafting of new legislation and regulations;

(c)

amendments to the relevant or applicable statutes that may be necessary from time to time;

(d)

international approaches to addressing issues of competition and consumer protection in the banking and payment systems sectors;

(e)

providing updates and sharing information on recent developments in the sectors;

(f)

exchange of staff between authorities; and

(g)

conducting joint training and workshops in areas of concurrent jurisdiction or mutual benefit.

15.

INFORMATION SHARING

15.1

The Competition Authority of Kenya and Central Bank of Kenya shall exchange such information as may be necessary to actualize this agreement subject to the limitations imposed by legal and regulatory frameworks the Parties are subject to including the Competition Act and the banking legislation.

15.2

The Parties recognize the intrinsic value of the information they each hold and the potential efficiencies that can be gained from sharing the said information with each other. The Parties therefore undertake to—

(a)

promote free access to and exchange of information in an efficient and expedient manner;

(b)

use the information exchanged under this Memorandum of Understanding solely for the purpose for which the relevant information was sought and or disclosed;

(c)

keep strictly confidential all information and materials exchanged pursuant to this Memorandum of Understanding. Neither party shall release any such information nor materials to third parties without prior express written consent of the other party except as may be required by law;

(d)

inform each other of material sanctions, administrative penalties imposed, or other formal enforcement action taken, against a cross-sector establishment in any matter relating to anti-competition.

15.3

Each party agrees that it will, upon written request, where it agrees that the request is reasonable, provide to the other Party any information in its possession of a kind specified in the request, within fifteen days from the date the request is received. The request shall state that the information is required by the Requesting Party for the purpose of the performance of its functions, and shall describe the particular functions for which the information is required.

15.4

Requests for information must be made in writing (for the avoidance of doubt, "writing" includes electronic mail). In cases of urgency, requests for information may at first instance be, made orally, and their responses given orally, provided that both requests and responses are subsequently confirmed in writing.

15.5

In the case of information supplied pursuant to this Memorandum of Understanding, the provisions of any enactment concerning the disclosure of information by the Respondent Party shall apply to the Requesting Party.

15.6

The Requesting Party may ask that the request itself be considered of a confidential nature.

15.7

The Parties hereby commit themselves to use the information solely for the purposes described in the request.

15.8

Should the Requesting Party wish to use the shared information for any purpose other than the purposes expressed in the request it must first obtain the written approval of the Respondent Party.

15.9

Where a request for information or assistance is denied, or where assistance is not available, the requested party will provide the reasons for not granting the assistance in writing to the requesting party. Particularly in the following instances—

(a)

where the request would require the requested party to act in a manner that would violate the law;

(b)

where the request is not made in accordance with the provisions of this Memorandum of Understanding;

(c)

where the provision of assistance would be so burdensome as to disrupt the proper performance of the requested party's functions;

(d)

where compliance with the request may otherwise be prejudicial to the performance by the requested party of its functions or business objectives;

(e)

on grounds of public interest or essential national interest; and

(f)

where the parties after consultation, mutually agree that compliance with the request would not be in the best interests of either or both parties.

15.10

If the cost of fulfilling a request is likely to be substantial (i.e., entail extraordinary efforts, or is outside the ordinary course of business), the requested party may, as a condition of agreeing to give assistance, under this Memorandum of Understanding, require the requesting party to make a contribution to costs.

16.

CONFIDENTIALITY

16.1

When exchanging confidential information, the Parties acknowledge the confidentiality provisions of the laws under which they operate. Each party shall respect the confidentiality or secrecy of information exchanged which has been obtained as a result of the other party's statutory powers or other legal obligations and relates to the affairs of any individual, business or undertaking.

16.2

Each party agrees not to disclose any confidential information obtained pursuant to this Memorandum of Understanding to a third party unless it has obtained prior consent of the party which has provided the confidential information. Each party shall comply with any nondisclosure obligations that are binding on the other, in particular those set out in section 20 of the Competition Act and sections 20 (3) and 27 of the National Payment System Act.

16.3

In no event shall any party disclose any information which is protected as confidential under either section 20 of the Competition Act or sections 20 (3) and 27 of the National Payment System Act.

16.4

In the event of a court order or other process which requires the recipient of Confidential Information to deliver, testify about, or otherwise disclose such confidential information, the receiving Party shall—

(a)

immediately notify the providing Party that production is being sought, and afford the providing Party the opportunity to take whatever action it deems appropriate to protect the confidential or privileged nature of the Supervisory Information;

(b)

notify the third party seeking production of the Information that such information is confidential and that it belongs to the providing Party;

(c)

use its best efforts to resist production of the confidential Information pending written permission of the providing Party; and

(d)

consent to any application by the providing Party to use its own resources to intervene in any action for the purpose of asserting and preserving any privilege(s) or claims of confidentiality with respect to the confidential information.

16.5

The obligations created in this clause shall subsist for as long as the Confidential Information so remains, even on termination of this Memorandum of Understanding. Such information or part thereof remains confidential until—

(a)

it is or becomes part of public domain through no violation of this Memorandum of Understanding;

(b)

it is contained in any filing or publication that is a matter of public record;

(c)

it becomes available to the Regulators on a non-confidential basis from a source other than the Regulators or was already in their lawful possession without restriction and prior to disclosure, and which other source is not prohibited from disclosing such information to the Regulators by a legal, contractual or fiduciary obligation.

17.

CRISIS MANAGEMENT IN THE BANKING AND PAYMENT SYSTEMS SECTORS

In connection with cross-sector cooperation on crisis management:

(a)

for a cross-sector establishment affected by crisis, the Parties should consider together possible distortions to competition that may arise in response to interventions by Central Bank of Kenya in the banking and payment systems sectors, and seek potential solutions;

(b)

Parties shall endeavor to inform their counterparts, on a timely basis, to the extent permissible and appropriate, of the arrangements for crisis management developed for a specific cross-sector establishment.

18.

ACCESSION OF NEW REGULATORS

18.1

An applicant for admission as a Party to this Memorandum of Understanding shall submit an application in writing to the Joint Working Committee for consideration.

18.2

The Joint Working Committee shall convene to deliberate on the application.

18.3

The Joint Working Committee may request the applicant to supply any additional, information that it considers necessary to allow it to assess whether the applicant meets the criteria to be admitted as a party to this Memorandum of Understanding.

18.4

The Joint Working Committee shall make a recommendation for consideration.

18.5

Once the application for admission has been approved the Joint Working Committee shall inform the applicant in writing of the decision.

18.6

The Joint Working Committee may invite to the meetings established under this Memorandum of Understanding other regulators, government agencies and bodies, both local and international, with similar objectives in matters of mutual interest with the parties to this Memorandum of Understanding.

19.

FOCAL CONTACTS

Each Party shall nominate a focal contact to liaise, communicate and respond to requests for information from the other Party for the purposes of this Memorandum of Understanding. The focal contacts should be updated when necessary.

20.

SETTLEMENT OF DISPUTES

Parties undertake to use their best efforts to settle any disputes, controversy or claims arising out of this Memorandum of Understanding or the breach, termination or invalidity thereof. In the event that amicable settlement of the dispute, controversy or claim fails the Boards of the respective parties to this Memorandum of Understanding shall constitute a joint panel to resolve the dispute failure to which the matter should be referred to an arbitration panel comprising three members, one appointed by each of the parties who shall then appoint the Chairman of the panel.

21.

INCONSISTENCIES OF LAWS

In the event of a conflict between this Memorandum of Understanding and the laws applicable to any Regulator, the Parties shall resort to the dispute settlement mechanisms in paragraph 20.

22.

WARRANTY DISCLAIMER AND LIMITATION OF LIABILITY

The Parties hereby disclaim and make no representations or warranties, expressed or implied, as to non-infringement, data accuracy, accuracy of informational content, data handling capabilities, or otherwise, with respect to this Memorandum of Understanding. Neither Central Bank of Kenya nor Competition Authority Kenya will be liable for, nor will the measure of damages include, any indirect, incidental, special or consequential damages, including lost profits or savings, arising out of or relating to its actions or omissions under this Memorandum of Understanding, even if the parties have been advised of the possibility of such losses or damages.

23.

ENTIRE AGREEMENT

Parties agree that this Memorandum of Understanding supersedes any outstanding agreements between the parties pursuant to which the parties share information. All changes or modifications to this Memorandum of Understanding must be agreed to in writing between the parties herein. Nothing in this Memorandum of Understanding shall be deemed to neither establish any right nor provide a basis for any action, either legal or equitable by any person, or class of persons challenging an organization's action or failure to act. This Memorandum of Understanding is not legally binding and does not amount to delegation or assignment of powers.

24.

DURATION, AMENDMENT AND TERMINATION

This Memorandum of Understanding may only be amended by mutual written agreement of the parties. Either party may only terminate the Memorandum of Understanding upon issuance of a sixty day notice in writing to the other party, provided, however, that such termination shall not affect the rights and obligations of the Parties with respect to confidential supervisory information shared pursuant to this Memorandum of Understanding. The initiation of arbitration or any other dispute resolution mechanism pursuant to the provisions of this Memorandum of Understanding shall not in itself be deemed as termination of this Memorandum of Understanding or a ground for its termination.

25.

EFFECTIVE DATE OF THE AGREEMENT

The Agreement shall come into force on the date on which it is signed by persons authorized to act on behalf of the two parties.

26.

PUBLICATION

This agreement shall be published in the Kenya Gazette for public information as soon as it has been signed.

COMPETITION TRIBUNAL (PROCEDURE) RULES 2017

ARRANGEMENT OF RULES

PART I – PRELIMINARY

1.

Citation.

2.

Interpretation.

3.

Language of the Tribunal.

4.

Office hours.

5.

Sittings of the Tribunal.

6.

Filing of documents.

PART II – GOVERNING PRINCIPLES

7.

Governing principles.

8.

Case Management.

PART III – JURISDICTION

9.

Jurisdiction of the Tribunal.

10.

Decisions and orders.

PART IV – PARTIES

11.

Parties before the Tribunal.

12.

Representation.

PART V – PROCEEDINGS

13.

Review under section 48 of the Act.

14.

Applications generally.

15.

Appeal process for all other appeals.

16.

Memorandum of Appeal.

17.

Joinder of parties.

18.

Close of pleadings.

19.

Amendments.

20.

Extension of time.

PART VI – SERVICE

21.

Service.

PART VII – HEARING PROCESS

22.

Quorum of the Tribunal.

23.

Case management conference.

24.

Fast-track procedure.

25.

Disclosure.

26.

Matters under certificate of urgency.

27.

Power to strike out.

28.

Summoning or citing of witnesses.

29.

Failure to comply with directions.

30.

Withdrawal of appeal or application

31.

Security for costs.

32.

Conduct of hearings.

33.

Adjournment of hearings.

34.

Ex-parte hearings.

35.

Right to begin.

36.

Expert evidence.

37.

Confidentiality.

38.

Submissions at close of the hearing.

39.

Practice and procedure.

40.

Costs.

PART VIII – CONSERVATORY ORDERS

41.

Injunctions generally.

42.

Conservatory Order.

PART IX – GENERAL

43.

Registry as Secretariat.

44.

Perusal of documents.

45.

Order of judgment of Tribunal.

46.

Rectification of errors.

47.

Indemnity for members.

48.

Fees.

SCHEDULES

FIRST SCHEDULE —

FORMS

SECOND SCHEDULE —

FEES

EXCLUSIONS, 2014

[L.N. 117/2014.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, the Competition Authority excludes the proposed merger of Hamilton Harrison and Mathews Advocates and Oraro and Company Advocates from the provisions of Part IV of the Act on the following grounds:

(a)

The merger will not affect competition negatively; and

(b)

The combined turnover for the target undertaking and the acquiring undertaking for the preceding year is KSh. 685,168,525 and hence below the required merger threshold for mandatory notification.

Dtl [L.N. 118/2014.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, the Competition Authority excludes the proposed transfer of 99.8% of the issued share capital of Bigot Flowers Limited to Guy Spencer Elms due from the provisions of Part IV of the Act on the following grounds:

(a)

The merger will not affect competition negatively; and

(b)

The combined turnover for the target undertaking and the acquiring undertaking for the preceding year is KSh. 714,850,204 and hence below the required merger threshold for mandatory notification.

[ L.N. 119/2014 .]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, the Competition Authority excludes the proposed acquisition of Messrs. A.T. Anjarwalla and Company Advocates by Messrs. A.B. Patel and Patel Advocates from the provisions of Part IV of the Act, on the following grounds:

(a)

The merger will not affect competition negatively; and

(b)

The combined turnover for the preceding year of the acquiring and target undertakings is KSh. 66,488,227 which is below the required merger threshold for mandatory notification.

Dtl [L.N. 120/2014.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, the Competition Authority excludes the proposed farmount of 25% in Block 12B by Swala Energy Kenya Limited to CEPSA Kenya Limited from the provisions of Part IV of the Act on the following grounds:

(a)

The merger will not affect competition negatively; and

(b)

The undertakings are in the upstream exploration and prospecting of oil and the value of rights and assets of KSh. 1.556 billion is below merger threshold for mandatory notification.

[L.N. 123/2014.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, the Competition Authority excludes the proposed acquisition of the entire business of Mimosa Pharmacy Limited by Goodlife Pharmacy Limited from the provisions of Part IV of the Act on the following grounds:

(a)

The merger will not affect competition negatively; and

(b)

The acquiring undertaking is newly incorporated and therefore has no turnover; and

(c)

The target undertaking's turnover for the proceeding year is KS. 335,886,285, which is below the required merger threshold for rnandatory notification.

[L.N. 124/2014.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, the Competition Authority excludes the proposed acquisition of the entire business of Dove Chemist Limited by Goodlife Pharmacy Limited from the provisions of Part IV of the Act on the following grounds:

(a)

the merger will not affect competition negatively; and

(b)

The acquiring undertaking is newly incorporated and therefore has no turnover; and

(c)

The target undertaking's turnover for the preceding year is KS. 119,910, 846, which is below the required merger threshold for mandatory notification.

[L.N. 125/2014.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, the Competition Authority excludes the proposed acquisition of 100% of issued shares in Logistics Kenya Limited by Africa Oilfield Logistics from the provisions of Part IV of the Act on the following grounds:

(a)

The merger will not affect competition negatively; and

(b)

The target undertaking and its subsidiaries are newly incorporated and therefore have no turnover; and

(c)

The acquiring undertaking's turnover through its affiliate, Ardan Kenya for the preceding year is KSH. 506,004,282 and hence below the required merger threshold for mandatory notification.

[L.N. 126/2014.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, the Competition Authority excludes the proposed acquisition of 100% of issued shares in Mida Villas Limited by Kazama Limited from the provisions of Part IV of the Act on the following grounds:

(a)

The merger will not affect competition negatively; and

(b)

The acquiring undertaking is newly incorporated while the target undertaking manages idle properties, hence the two do not have turnover; and

(c)

The target undertaking's value of assets which is considered in lieu of turnover was valued at KSh. 21,600 and hence is below the merger threshold for notification.

[L.N. 134/2014.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 40.15% of the issued share capital of Ngare Narok Meat Industries Limited by Fanisi Investment Limited due to the following reasons —

(a)

the merger will not affect competition negatively; and

(b)

the combined turnover for the target and the acquiring was KSh. 158,228,342 for the preceding year and hence below the required merger threshold for mandatory notification.

[L.N. 135/2014.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 100% issued share capital of Hugo Simba Limited by Kati Autere and Christopher Bagot due to the following reasons —

(a)

the merger will not affect competition negatively; and

(b)

the proposed transaction does not meet the set merger threshold for mandatory notification.

Dtl [L.N. 136/2014.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 100% of the issued share capital of Kingdale Limited by Vittoria Limited due to the following reasons—

(a)

The merger will not affect competition negatively; and

(b)

the combined turnover for the two undertakings was nil.

Dtl [ L.N. 137/2014 .]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 60% in contract area comprising block L6 IN Flow Energy, Afrex Limited and Panacontinental Oil & Gas by Millo E & P Limited due to the following reasons—

(a)

the merger will not affect competition negatively; and

(b)

the proposed transaction does not meet the set merger threshold for mandatory notification.

[ L.N. 138/2014 .]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 100% of the issued share capital of Ardan Logistics Limited by Africa Oilfield Logistics Limited due to the following reasons —

(a)

the merger will not affect competition negatively;

(c)

both the target undertaking and its subsidiaries are newly incorporated and therefore have no turnover in Kenya; and

(c)

the turnover of the acquiring undertaking through its affiliate was Kshs 506,004,282 and therefore, does not meet the required merger threshold for mandatory notification as contained in the Merger Threshold Guidelines.

[L.N. 139/2014.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 75% of issued share capital of Russet Insurance Agency by Lucero Drive Limited due to the following reasons —

(a)

the merger will not affect competition negatively;

(b)

the acquiring undertaking has not conducted any business since incorporation; and

(c)

the target undertaking's turnover for the preceding year was KSh. 4,448,867 hence below the required merger threshold for mandatory notification.

Dtl [L.N. 140/2014.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 58% shareholding in Rubicam Brands by Rubicam Inc. pursuant to agreements entered between its shareholders due to the following reasons—

(a)

the merger will not affect competition negatively;

(b)

the acquiring undertaking is exercising its right pursuant to Deposit and Settlement Agreements, to recover loans from individual shareholders in the target undertaking; and

(c)

the target undertaking is no longer operating.

PROPOSED ACQUISITION OF 100% OF THE SHARES OF ESBC LIMITED BY SUNBIRD BUSINESS SERVICES LIMITED

[ L.N. 158/2014 .]

IN EXERCISE of the powers conferred by Section 42 (1) of the Competition Act, 2010 the Competition Authority of Kenya hereby excludes the proposed merger due to the following reasons —

(a)

The merger will not affect competition negatively;

(b)

Sunbird Services Limited does not have business presence in Kenya and hence does not have any turnover; and

(c)

The turnover of ESBC Limited for the period ending 31st March 2014 was KSh. 217,962,267.00, which is below the required merger threshold for mandatory notification as contained in the Merger Threshold Guidelines.

PROPOSED ACQUISITION OF THE GETIT - 411 BUSINESS OF MOBILE PLANET LIMITED BY ONFON MEDIA LIMITED

[L.N. 159/2014.]

IN EXERCISE of the powers conferred upon the Competition Authority by Section 42 (1) of the Competition Act, 2010 the Competition Authority of Kenya hereby excludes the proposed merger due to the following reasons —

(a)

The merger will not affect competition negatively; and

(b)

The turnover of Onfon Media Limited was KSh. 450,578,289 for the preceding year, 2013 and that of Mobile Planet was KSh. 208,354,461 and, therefore, the combined turnover of KSh. 658,932,750 does not meet the required merger threshold for mandatory notification as contained in the Merger Threshold Guidelines.

PROPOSED ACQUISITION OF ENTIRE ISSUED SHARES OF OMEGA CORPORATIONS LIMITED BY HUHTAMAKI FINANCE B.V.

[L.N. 160/2014.]

IN EXERCISE of the powers conferred upon the Competition Authority by Section 42 (1) of the Competition Act, 2010 the Competition Authority of Kenya hereby excludes the proposed merger due to the following reasons —

(a)

The merger will not affect competition negatively; and

(b)

The combined turnover of the acquiring undertaking and the Group in Kenya is One Hundred and Sixty Million Shillings (KSh. 160m) which is below the merger threshold for mandatory notification as contained in the Merger Threshold Guidelines.

EXCLUSIONS, 2015

[L.N. 64/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of the Google Business of Mobile Planet Limited by Onfon Media Limited from the provisions of Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively; and

(b)

the acquiring undertaking's turnover for the preceding year, 2013 was Ksh.322,529,305.00 while that of the target was KSh. 208,354,416.00 and therefore, the combined turnover of KSh. 530,883,721.00 is below the required merger threshold for mandatory notification as stipulated by the Merger Threshold Guidelines.

[L.N. 65/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of all the issued share capital in Petit Jardin Limited by A-list Marketing Limited and Amal Devani from the provisions of Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively; and

(b)

the acquirer is newly incorporated hence has no turnover; and

(c)

the target's turnover for the preceding year, 2013 was KSh. 2,669,814.00 which is below the required merger threshold for mandatory notification as stipulated by the Merger Threshold Guidelines.

[L.N. 66/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 100% of the issued share capital of Sofgen Holdings Limited by Tech Mahindra Limited from the provisions of Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively;

(b)

the acquiring undertaking's turnover for the preceding year, 2013 was KSh. 374,834,710.00 while that of the target and its subsidiary was KSh. 173,703,890.00. Therefore, the combined turnover of KSh. 548,538,600.00 is below the required merger threshold for mandatory notification as stipulated by the Merger Threshold Guidelines.

[L.N. 67/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 100% of the issued shares of Nicholas Mining Industries Limited and Rift Valley Resources and Exploration Limited by Screen Check East Africa Limited from Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively;

(b)

the acquirer is a dormant undertaking; and

(c)

the targets undertakings are in the mineral exploration and prospecting sectors, and therefore are excluded as provided in the Merger Threshold Guidelines.

[L.N. 68/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 70% of the issued shares of TFA East African Investments Limited by Sunbird Business Services Limited from Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively;

(b)

the acquiring undertaking does not have business presence in Kenya, and therefore does not have turnover; and

(c)

the target undertaking is newly incorporated in Kenya and hence has no turnover and therefore does not meet the required merger threshold for mandatory notification as contained in the Merger Threshold Guidelines.

[L.N. 69/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of the entire issued share capital in Nairobi Business Park and Brenthouse Investments by Saaz Investments from Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively;

(b)

the acquirer does not have operations in Kenya hence has no turnover; and

(c)

the target undertaking's combined turnover was KSh.116,889,405 for the preceding year 2013 which is below the required merger threshold for mandatory notification as contained in the Merger Threshold Guidelines.

Dtl [L.N. 70/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 100% of the issued share capital of Chinese Centre for promotion of investment development and trade in Kenya Limited by Chongqing Chinabase Import and Export Company Limited from Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively;

(b)

the acquirer does not have a business presence in Kenya and hence does not have turnover; and

(c)

the target undertaking's turnover for the preceding year (2013) was KSh. 60,794,403 which is below the required merger threshold for mandatory notification as contained in the Merger Threshold Guidelines.

[ L.N. 71/2015 .]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of the entire issued shares in Bluetone Investments Limited by Brothers of the Regular Third Order of Penance of St. Francis of Assissi registered trustees from Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively; and

(b)

the combined turnover of the acquiring and target undertakings is KSh.19,090,848 which is below the required merger threshold for mandatory notification as contained in the Merger Threshold Guidelines.

[L.N. 72/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 95% of the issued share capital of Nalepo Expeditions Limited by AD Holdings Limited from Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively; and

(b)

the acquirer's turnover is Kshs.3,480,000 while that of the target undertaking is Kshs.630,000 and therefore, the combined turnover of Kshs.4,110,000 is below the required merger threshold for mandatory notification as contained in the Merger Threshold Guidelines.

[L.N. 73/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 100% issued shares in Jet Travel Limited by Raptim Intercontinental B.V. from Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively;

(b)

the acquiring undertaking does not have any operations in Kenya, therefore has no turnover; and

(c)

the turnover for the target undertaking for the preceding year (2013) was KSh. 261,479, which is below the required merger threshold for mandatory notification as contained in the Merger Threshold Guidelines.

[L.N. 74/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 60% of the ordinary shares of Hillcrest Investments Limited by Dunbar Investments Limited from Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively; and

(b)

the acquirer's turnover is KSh. 11,529,000 for the preceding year, 2013 while that of the target undertaking was KSh. 834,383,000 and, therefore, the combined turnover of KSh. 845,912,000 in which is below the required merger threshold for mandatory notification as provided in the Merger Threshold Guidelines.

[L.N. 75/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 80% of the ordinary shares of Paradigm Holdings Limited by Colwyn Limited from Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively;

(b)

the acquiring undertaking is not carrying out any business and hence does not have turnover; and

(c)

the targets undertaking's turnover through its subsidiary, Haltons Limited is Kshs 42,263,285 and therefore is below the required merger threshold for mandatory notification as provided in the Merger Threshold Guidelines.

Dtl [L.N. 76/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 99.99% shareholding of Colcheccio Limited by the Nature Conservancy from Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively; and

(b)

the combined turnover for the acquiring undertaking and the target undertaking for the preceding year 2013 was KSh. 44,983,456 which is below the required merger threshold for mandatory notification as contained in the Merger Threshold Guidelines.

[ L.N. 77/2015 .]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of the entire issued share capital of Eltech Communications Limited by Amyn Abdulla from Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively;

(b)

the acquirer is not carrying out any business and therefore does not have turnover; and

(c)

the targets undertaking's turnover for the preceding year, 2013, was KSh. 816,545, which is below the required merger threshold for mandatory notification as contained in the Merger Threshold Guidelines.

[L.N. 78/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 72% shareholding in Ragati River Management Limited by Mr. Brendan Winston Hill and Mr. Nicholas Francis William Rowe from Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively; and

(b)

the acquirer's turnover through Atlas Eco Construction Limited and Mugumo International Works Limited was KSh. 63,767,480 whereas the targets undertaking's turnover was KSh. 270,000 for the preceding year 2013 and therefore the combined turnover of KSh. 64,037,480 is below the required merger threshold for mandatory notification as provided in the Merger Threshold Guidelines.

[L.N. 79/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 100% shareholding of Continental Products Limited by H.B. Fuller Benelux B.V. from Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively; and

(b)

the acquirer's turnover through its affiliated companies for the preceding year was KSh. 58,452,236.68 while that of the target undertaking was KSh. 241,369,028, and the combined turnover of KSh. 299,821,264.86 is therefore below the required merger threshold for mandatory notification as provided in the Merger Threshold Guidelines.

[L.N. 80/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of the frequencies, transmission equipment and other assets of Pilipili Media Limited by TV Africa Holdings from Part IV of the Act due to the following reasons:—

(a)

the merger will not affect competition negatively; and

(b)

the acquirer's turnover for the preceding year, 2013, was KSh. 783,017,326 while that of the target undertaking was KSh. 15,428,653, and the combined turnover of KSh.798,445,979 is therefore below the required merger threshold for mandatory notification as contained in the Merger Threshold Guidelines.

Dtl [L.N. 81/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 100% of the issued ordinary shares of Allterrain Services Incorporated by Tsebo Outsourcing Group International from Part IV of the Act due to the following reasons:—

(a)

the merger will not affect competition negatively;

(b)

the acquiring undertaking does not have any operations in Kenya and hence has no turnover; and

(c)

the targets undertaking's turnover was Kshs.50,788,457 for the preceding year 2013, which is below the required merger threshold mandatory notification as contained in the Merger Threshold Guidelines.

[ L.N. 82/2015 .]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of the frequencies, transmission equipment and other assets of Pilipili Media Limited by TV Africa Holdings from Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively;

(b)

the acquirer's turnover for the preceding year, 2013, was KSh.783,017,326 while that of the target undertaking was KSh.15,428,653, and the combined turnover of KSh.798,445,979 is therefore below the required merger threshold for mandatory notification as contained in the Merger Threshold Guidelines.

————–——————

[L.N. 94/2015.]

IN EXERCISE of the powers conferred by section 42(1) of the Competition Act, 2010 Competition Authority of Kenya excludes the proposed transfer of 100% of the issued share capital of Mida Villa Limited by Kazana Limited from the provisions of Part IV of the Act due to the following reasons —

(a)

the merger will not affect competition negatively;

(b)

the acquiring undertaking is newly incorporated while the target undertaking manages its idle properties, hence the two do not have turnover; and

(c)

the target undertaking's assets which are considered in lieu of turnover are valued at KSh. 21,600,000 which is below the required merger threshold for mandatory notification.

[L.N. 95/2015.]

IN EXERCISE of the powers conferred by section 42(1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 100% of the issued shares in Ardan Logistics Kenya Limited by Africa Oilfield Logistics from the provisions of Part IV of the Act due to the following reasons —

(a)

the merger will not affect competition negatively;

(b)

the target undertaking is newly incorporated and therefore has no turnover; and

(c)

the acquiring undertaking's turnover through its affiliate, Ardan Kenya, for the preceding year was KSh. 506,004,282 hence below the required merger threshold for mandatory notification.

Dtl [L.N. 96/2015.]

IN EXERCISE of the powers conferred by section 42(1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of the entire business of Mimosa Pharmacy Limited by Goodlife Pharmacy Limited from the provisions of Part IV of the Act due to the following reasons —

(a)

the merger shall not affect competition negatively; and

(b)

the combined turnover of the acquiring and target undertakings for the preceding year is KSh. 335,866,285, which is below the required merger threshold for mandatory notification.

[ L.N. 97/2015 .]

IN EXERCISE of the powers conferred by section 42(1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed transfer of 99.8% of the issued share capital of Bigot Flowers Limited to Guy Spenser Elms from the provisions of Part IV of the Act due to the following reasons —

(a)

the merger will not affect competition negatively;

(b)

the combined turnover for the target undertaking and the acquirer for the preceding year was KSh. 714,850,204, which is below the required merger threshold for mandatory notification.

————–——————

[L.N. 98/2015.]

IN EXERCISE of the powers conferred by section 42(1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of the entire business of Dove Chemist Limited by Goodlife Pharmacy Limited from the provisions of Part IV of the Act due to the following reasons —

(a)

the merger will not affect competition negatively;

(b)

the acquiring undertaking is newly incorporated and therefore has no turnover; and

(c

the target undertaking's turnover for the preceding year was KSh.119, 910,846, which is below the required merger threshold for mandatory notification.

————–——————

[ L.N. 99/2015 .]

IN EXERCISE of the powers conferred by section 42(1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of Eldochem Pharmacy Limited's two retail outlets located at Green Span Mall in Nairobi and Nyali Centre in Mombasa respectively by Mimosa Pharmacy Limited from the provisions of Part IV of the Act due to the following reasons —

(a)

the merger will not affect competition negatively; and

(b)

the acquisition undertaking's turnover for the preceding year, 2013 was Kshs.455, 777,175.00 while that of the target was KSh.100, 118,807.00 and the combined turnover of KSh.555, 895,982.00 is below the required merger threshold for mandatory notification.

————–——————

[ L.N. 100/2015 .]

IN EXERCISE of the powers conferred by section 42(1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed farm out of 25% in Block 12B by Swala Energy Kenya Limited to CEPSA Kenya Limited from the provisions of Part IV of the Act due to the following reasons —

(a)

the merger shall not affect competition negatively; and

(b)

the undertakings are in the upstream exploration and prospecting of oil and the value of rights and assets of KSh.1.556 billion is below the merger threshold for mandatory notification.

————–——————

Dtl [ L.N. 101/2015 .]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 89% shareholding in Viva Afya Limited by Carego International Inc. from the provisions of Part IV of the Act due to the following reasons —

(a)

the merger shall not affect competition negatively; and

(b)

the turnover of the acquiring undertaking's local subsidiary (Carego Kenya) for the preceding year was KSh. 1,573,295 and that of the target undertaking's subsidiary (Viva Afya Limited) was 31,849,346 and therefore the combined turnover of KSh. 33,422,641 is below the required merger threshold for mandatory notification.

————–——————

[L.N. 102/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of Messrs. H.A.T. Anjarwalla and Company by Messrs. A. B. Patel and Patel Advocates from the provisions of Part IV of the Act due to the following reasons —

(c)

the merger shall not affect competition negatively; and

(d)

the combined turnover for the preceding year of the acquiring and target undertaking is KSh. 66,488,227 which is below the required merger threshold for mandatory notification.

[L.N. 139/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 100% of the issued shares of Imperial Primary School by SET Green Hill Academy due to the following reasons—

(a)

the merger will not affect competition negatively; and

(b)

the acquirers turnover for the preceding year, 2014, was KShs 30,540,000 while that of the target undertaking was KSh. 30,082,944, and therefore, the combined turnover of Ksh. 60,622,944 is below the required merger threshold for mandatory notification as provided in the Merger Threshold Guidelines.

[L.N. 140/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 100% of the issued from Part IV of The Act due to the following reasons—

(a)

the merger will not affect competition negatively; and

(b)

the acquirer has no business operations in Kenya and therefore has no sales turnover, whereas the target does not engage in any income-generating activity and therefore has no sales turnover. The proposed transaction does not meet the required merger threshold for mandatory notification as provided in the Merger Threshold Guidelines.

[L.N. 141/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 100% issued share capital of Rift Valley Solar Park Limited by Solar Century East Africa Limited from Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively; and

(b)

the acquirers turnover for the preceding year, 2013, was KShs 107,184,000 while that of the target undertaking was nil, and therefore, the combined turnover of Ksh. 107,184,000 which is below the required merger threshold for mandatory notification as provided in the Merger Threshold Guidelines.

[L.N. 142/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of Samrat's Supermarket Limited (Meru and Maua Branches) by Society Stores Limited from Part IV of The Act due to the following reasons—

(a)

the merger will not affect competition negatively;

(b)

the acquirer has been operational for only six months; and

(c)

the combined turnover for the two branches was KSh. 365,215,366 for the preceding year (2013), which is below the required merger threshold for mandatory notification as provided in the Merger Threshold Guidelines.

————–——————

[ L.N. 143/2015 .]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 100% of the issued share capital of Apex Africa Capital Limited by Mauritius Kenya Investment Holding due to the following reasons—

(a)

the merger will not affect competition negatively; and

(b)

the acquirers had no turnover in Kenya for the preceding year, 2014, while the turnover of the target undertaking was KShs 122,018,164 for the preceding year, 2014, and therefore, the combined turnover of KSh. 122,018,164 which is below the required merger threshold for mandatory notification as provided in the Merger Threshold Guidelines.

————–————

Dtl [ L.N. 144/2015 .]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 100% of the issued share capital of Abraweld Limited by Welrods Limited from Part IV of The Act due to the following reasons—

(a)

the merger will not affect competition negatively; and

(b)

the turnover of the acquirer was KSh.249,131,984, while that of the undertaking was KSh. 102,371,460 for the preceding year, 2013, and the combined turnover of KSh. 532,103,444 is below the required merger threshold for mandatory notification as provided in the Merger Threshold Guidelines.

[ L.N. 176/2015 .]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 100% of the issued share capital of Goodison Two Hundred Thirty Two Limited by St. Patrick's Missionary Society Registered Trustees from the provisions of Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively;

(b)

the acquirer's turnover was KSh.100,034,658 for the preceding year 2014 while the target available does not trade and so has no turnover in Kenya. The turnover of KSh. 100,034,658 is below the merger threshold required for mandatory notification as contained in the Merger Threshold Guidelines.

————–——————

[L.N. 177/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, the Authority excludes the proposed acquisition of 100% issued share capital and subscribing for the unissued shares of Roosevelt Limited by Mombasa Heavy Equipment Limited from the provisions of Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively; and

(b)

the acquirer has no turnover in Kenya, and that of the target was KSh. 8,056,017 for the preceding year 2014, which is below the required merger threshold for mandatory notification as provided in the Merger Threshold Guidelines.

Dtl [L.N. 178/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, the Competition Authority of Kenya excludes the proposed acquisition of certain assets of Tribatyre Africa Limited by Delta Machinery East Africa Limited from the provisions of Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively;

(b)

the acquirer is not trading, while the target's turnover was KSh. 109,125,818 for the preceding year 2014, which is below the merger threshold required for mandatory notification as contained in the Merger Threshold Guidelines.

[ L.N. 179/2015 .]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, the Competition Authority of Kenya excludes the proposed acquisition of 100% of the issued share capital of Ithanji Company Limited by Hass Consult Limited from the provisions of Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively;

(b)

the acquirer's turnover was KSh. 144,961,893 for the year 2014, while the target has no turnover in Kenya, and therefore, the turnover of KSh. 144,961,893 is below the merger threshold required for mandatory notification as contained in the Merger Threshold Guidelines.

[L.N. 180/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of the entire issued share capital of Tekeleza Ltd by Zigler Management Z.A. from the provisions of Part IV of the Act due to the following reasons —

(a)

the merger will not affect competition negatively;

(b)

the merging parties are currently non-trading entities and do not have a turnover, and therefore the transaction does not meet the minimum threshold for mandatory notification as contained in the Merger Threshold Guidelines.

[L.N. 181/2015.]

IN EXERCISE of the powers conferred upon the Competition Authority by section 42 (1) of the Competition Act, the Competition Authority of Kenya excludes the proposed acquisition of 100% issued share capital of Brookside Hill Limited by Netsol Kenya Limited from the provisions of Part IV of the Act due to the following reasons:—

(a)

the merger will not affect competition negatively;

(b)

the combined turnover for the two undertakings for the preceding year 2014 was Kshs 933,009,066 and therefore does not meet the required merger threshold for mandatory notification as contained in the Merger Threshold Guidelines.

Dtl [L.N. 182/2015.]

IN EXERCISE of the powers conferred upon the Competition Authority by section 42 (1) of the Competition Act, the Competition Authority of Kenya excludes the proposed acquisition of 100% of the issued share capital of Signature International Limited by Stanlib Kenya Limited from Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively;

(b)

the acquiring undertaking does not have turnover while the target undertaking's turnover is valued at KSh. 9,578,250 for the preceding year 2014, which is below the required merger threshold for mandatory notification.

[ L.N. 183/2015 .]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, the Competition Authority of Kenya excludes the proposed acquisition of the entire shareholding of Jonathan Andrew Sutton and George Bernard Sutton in Radar Recruitment Limited by WTS Energy Holding BV from Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively;

(b)

the acquirer has no turnover in Kenya while the target sales turnover was KSh. 20,469,543 for the preceding year 2014, which is below the minimum threshold for mandatory notification as contained in the Merger Threshold Guidelines.

[L.N. 184/2015.]

IN EXERCISE of the powers conferred upon the Competition Authority by section 42 (1) of the Competition Act, the Competition Authority of Kenya excludes the proposed acquisition of 65% of the Shareholding of Pirelli & C.S.P.A. by CNRC Marco Polo Holdings S.P.A. from the provisions of Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively;

(b)

the acquirer's turnover for the preceding year 2014, was KSh. 162,737,610 while that of the target undertaking was KSh. 558,992,000, and the combined turnover of Kshs 721,729,610 is below the required merger threshold for mandatory notification as provided in the Merger Threshold Guidelines.

[L.N. 185/2015.]

IN EXERCISE of the powers conferred upon the Competition Authority by section 42 (1) of the Competition Act, the Competition Authority of Kenya excludes the proposed acquisition of 100% of the issued share capital of Bay Holdings Limited by Stanlib Kenya Limited from Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively;

(b)

the acquiring undertaking does not have turnover while the target undertaking's turnover is valued at KSh. 17,165,220 for the preceding year 2014, which is below the required merger threshold for mandatory notification.

Dtl [L.N. 186/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, the Competition Authority of Kenya excludes the proposed acquisition of the entire issued share capital in Madoido Limited by Monyaka Investments Limited and others from the provisions of Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively;

(b)

the acquirer's turnover for the preceding year was KSh. 108,598,556 while the target has no turnover, and therefore the combined turnover is below the merger threshold required for mandatory notification as contained in the Merger Threshold Guidelines.

[L.N. 187/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, the Competition Authority of Kenya excludes the proposed acquisition of 100% of the business of Weza Tele Limited by AFB Kenya Limited from the provisions of Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively; and

(b)

the acquirer's turnover through its affiliated companies for the preceding year was KSh. 866,410,749 while that of the target was KSh. 7,527,857, and, the combined turnover of KSh. 873,938,606 is below the required merger threshold for mandatory notification as provided in the Merger Threshold Guidelines.

[L.N. 188/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010 the Competition Authority of Kenya excludes the proposed acquisition of the business and assets of Alpha Dairy Limited by Razco Limited from the provisions of Part IV of the Act due to the following reasons —

(a)

the merger will not affect competition negatively; and

(b)

the acquiring undertaking's turnover was KSh. 457,514,513 for the year 2014 while the target's turnover was Ksh. 207,887,999 and the combined turnover of KSh. 665,402,512 is below the required merger threshold for mandatory notification as contained in the Merger Threshold Guidelines.

[L.N. 189/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010 the Competition Authority of Kenya excludes the proposed acquisition of land reference number 209/623 by Norwich Union Properties Limited from Lyric Investment Limited from the provisions of Part IV of the Act due to the following reasons:—

(a)

the merger will not affect competition negatively; and

(b)

the acquirer's turnover for the preceding year, 2014, was KSh. 170,374,893 while that of the target's turnover was KSh. 43,305,818, and therefore, the combined turnover of KSh. 213,680,711 is below the required merger threshold for mandatory notification as contained in the Merger Threshold Guidelines.

————–————

[ L.N. 201/2015 .]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of 100% issued share capital of Amarjaro Trading Industrial Corporation Limited by Ecom Agroindustrial Corporation Limited from the provisions of Part IV of the Act due to the following reasons—

(a)

the transaction will not affect competition negatively; and

(b)

the acquiring undertaking's turnover for the preceding year was KSh. 69.109.000 while the target undertaking turnover for the preceding year, was KSh. 1,412,145 thus the combined relevant turnover was KSh. 70.521,145, is below the required merger threshold for mandatory notification as provided in the Merger Threshold Guidelines.

————–————

Dtl [ L.N. 202/2015 .]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of the entire issued share capital of Nature Systems Kenya Limited by Christopher Edward and Raphael Sender from the provisions of part IV of the Act due to the following reasons —

(a)

the transaction will not affect competition negatively;

(b)

the acquirers have no turnover while the target undertaking's turnover is KSh. 311,110,829 for the preceding year, 2014, which is below the required threshold for mandatory notification as contained in the Merger Threshold Guidelines.

————–————

[ L.N. 203/2015 .]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of the entire issued share capital of Brookhouse Schools Limited by Kenya Education Limited from the provisions of Part IV of the Act due to the following reasons —

(a)

the merger will not affect competition negatively;

(b)

the acquirer is newly incorporated and therefore has no turnover in Kenya, while the turnover of the target was KSh. 974,161,417 for the year ending 31st, December, 2014, and

(c)

the sales turnover was KSh. 974,161,417, is below the required merger threshold for mandatory notification as contained in the Merger Threshold Guidelines.

————–————

[L.N. 204/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of the entire issued and to-be-issued share capital of BG Group PLC by Royal Dutch Shell PLC from the provisions Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively;

(b)

the acquirer does not have exploration assets, rights or reserves in Kenya for the preceding year 2014 while the value of the assets of the target was KSh. 739,205,000 for the preceding year, 2014, which is below the required merger threshold for mandatory notification as provided in the Merger Threshold Guidelines.

[L.N. 212/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of the business and assets of Alpha Dairy Limited from the provisions of Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively;

(b)

the acquirer's turnover for the preceding year 2014 was KSh. 457,514,513 while the target's turnover was KSh. 207,887,999, and the combined turnover was KSh. 665,402,512 and therefore below the minimum threshold for mandatory notification as contained in the Merger Threshold Guidelines.

[L.N. 213/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of Land Reference Number 2091623 by Norwich Union Properties Limited from Lyric Investment Limited from the provisions of Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively;

(b)

the acquirer's turnover for the preceding year, 2014 was KSh. 170,374,893 while the target's turnover was KSh. 43,305,818 and the combined turnover was KSh. 213,680,711 and therefore below the minimum threshold for mandatory notification as contained in the Merger Threshold Guidelines.

[L.N. 214/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of all the business and assets in Kenya of Johnson Controls (Proprietary) Limited by CBRE Corporate Outsourcing (PTY) Limited from the provisions of Part IV of the Act due to the following reasons—

(a)

the merger will not affect competition negatively;

(b)

the acquiring undertaking has not traded and therefore does not have turnover while the target undertaking's turnover is valued at KSh. 276,255,154 for the preceding year 2014 which is below the required merger threshold for mandatory notification as per the Merger Threshold Guidelines.

[L.N. 215/2015.]

IN EXERCISE of the powers conferred by section 42 (1) of the Competition Act, 2010, the Competition Authority of Kenya excludes the proposed acquisition of JBF Global PTE Limited by KKR Credit Advisors (US) LLC from the provisions of Part IV of the Act due to the following reasons—

(a)

the transaction will not affect competition negatively;

(b)

the acquiring undertaking's turnover was KSh. 308,896,588, while the target's turnover was KSh. 27,536,494 for the preceding year 2014, and the combined turnover of KSh. 336,433,083 was below the required merger threshold for mandatory notification as provided in the Merger Threshold Guidelines.