Government Employees Pension Fund v Menlyn Maine Investment Holdings (Pty) Ltd (LM009Apr21) [2021] ZACT 51 (27 July 2021)

Government Employees Pension Fund v Menlyn Maine Investment Holdings (Pty) Ltd (LM009Apr21) [2021] ZACT 51 (27 July 2021)

The Tribunal found that although the Government Employees Pension Fund holds interests and appoints directors in competing firms, the parties have implemented sufficient internal measures, such as the Integrity Walls Policy and structural separation of management divisions, to prevent the exchange of sensitive information and coordinated effects. The target property is unlisted, further reducing the risk of information sharing with listed competitors. The Tribunal accepted the Commission's assessment that the merger is unlikely to substantially prevent or lessen competition in any relevant market and does not raise public interest concerns. Accordingly, the merger was approved...

Citation
[2021] ZACT 51
Parties
Applicant: Government Employees Pension Fund; Respondent: Menlyn Maine Investment Holdings (Pty) Ltd
Court
Competition Tribunal
Jurisdiction
South Africa
Judgment Date
27 July 2021
Case Number
LM009Apr21
Procedural Posture
Merger Clearance Application / Order Issued After Hearing
Outcome
Merger approved unconditionally.
Judges
Enver Daniels, Imraan Valodia, Thando Vilakazi
Legal Topics
Large Merger, Coordinated Effects, Cross Shareholding, Information Sharing, Public Interest, Merger Clearance
Competition Law Commercial and Corporate Land and Property Large Merger Coordinated Effects Cross Shareholding Information Sharing Public Interest +1 more

Case Brief

Summary, issues, holding and outcome

More case intelligence is available

Unlock the full research layer for this judgment.

Full judgment text Downloadable case file Legal principles 3 Authorities cited 1 Party arguments 2 Amounts and remedies 2
Sign in to unlock

Parties

Government Employees Pension Fund

Applicant

Menlyn Maine Investment Holdings (Pty) Ltd

Respondent

Procedural Posture

Merger Clearance Application / Order Issued After Hearing

Legal Issues

  1. 1 Whether the proposed merger is likely to substantially prevent or lessen competition in any relevant market.
  2. 2 Whether the merger raises any public interest concerns.
  3. 3 Whether cross-shareholding and director appointments create coordinated effects or information sharing risks.

Ratio Decidendi

The Tribunal found that although the Government Employees Pension Fund holds interests and appoints directors in competing firms, the parties have implemented sufficient internal measures, such as the Integrity Walls Policy and structural separation of management divisions, to prevent the exchange of sensitive information and coordinated effects. The target property is unlisted, further reducing the risk of information sharing with listed competitors. The Tribunal accepted the Commission's assessment that the merger is unlikely to substantially prevent or lessen competition in any relevant market and does not raise public interest concerns. Accordingly, the merger was approved...

Court Disposition

Merger approved unconditionally.

Orders

  • The merger between Government Employees Pension Fund and Menlyn Maine Investment Holdings (Pty) Ltd is approved in terms of section 16(2)(a) of the Competition Act, 1998.
  • A Merger Clearance Certificate is to be issued in terms of Competition Tribunal Rule 35(5)(a).