Competition Lawyers in Tbilisi, Georgia

Merger control and concentration filings in Georgia

A transaction can qualify as a concentration through a merger, an acquisition of control or the creation of a qualifying joint venture. The legal analysis examines who will control the business and how that control is acquired. Board appointment and veto rights may be relevant even where the buyer acquires less than a majority of the shares.

The general Georgian notification thresholds examine turnover in Georgia in the preceding financial year. They are met when the parties’ combined Georgian turnover exceeds GEL 20 million and at least two participants each exceed GEL 5 million. The calculation also requires review of the parties’ groups and the relevant turnover rules. Sector-specific jurisdiction and any exceptions require separate attention. Where prior notification is required, the deal timetable needs room for review before control transfers.

We assess filing obligations, prepare the notification and advise on conditions to closing, information exchange and interim conduct. If buyer and seller are competitors, access to current prices, named customers or strategy should be designed around the diligence need. Our M&A lawyers coordinate these protections with the purchase agreement and signing timetable.

Distribution, joint ventures and market conduct

Distribution agreements are often where competition questions become tangible. An exclusive territory may protect investment in a sales network. Resale pricing provisions, restrictions on customer groups or limits on online sales can raise different concerns. We examine what the parties are trying to achieve, how the restriction operates and the characteristics of the market in Georgia.

Cooperation between competitors demands particular care where it touches future prices, volumes, customer allocation or tenders. Even when a joint project has a legitimate business purpose, the participants should define what information they need to share and who can receive it. We review the commercial arrangements and decision-making records so the agreement can be implemented as drafted.

Dominance, access and unilateral conduct

The analysis of dominance starts with the relevant market and the competitive constraints the company faces. Market shares matter alongside entry barriers, buyer power and credible alternatives. The legal question is whether particular conduct, such as exclusionary discounts, a refusal to supply or discriminatory terms, may amount to abuse in those market conditions.

We help businesses evaluate proposed changes before implementation and advise companies that believe another undertaking’s conduct is restricting market access. Relevant records may include contracts, price histories, bids, customer correspondence and internal decision materials. In regulated industries, we also assess the relationship between competition rules and the powers of the relevant regulator. Energy matters can draw on our energy law practice.

Investigations, complaints and appeals

A request from the Georgian Competition and Consumer Agency should be reviewed against the procedure, response deadline and documents requested. We assist with responding to information requests, organising evidence, preserving confidential material and presenting the commercial facts behind the disputed conduct. For a complaint, we assess what the available evidence can show about the relevant market, the conduct and its effect on competition.

If a decision is contested, our administrative law and appeals lawyers advise on the procedural options and remedies. At each stage, the response should match both the legal issue and what the commercial records can establish.

Bring the commercial facts to our Tbilisi team

For a concentration, send the proposed ownership structure, the parties’ activities and their latest Georgian turnover figures. For a distribution or market-conduct review, include the draft agreement, the commercial objective and the markets affected. If a regulator has contacted you, send the notice and date of receipt. Lawyers.ge can take the matter from the initial assessment through filing, investigation or challenge.