Estado, capitalismo e Nova Lei Concorrencial: análise comparada dos requisitos de apreciação prévia das fusões e aquisições pelos órgãos de controle de concentrações, nos sistemas brasileiro e norte-americano de defesa da concorrência

Abstract

This work has made a comparative analysis between the Brazilian and the American merger control systems, focusing on the requirements necessary for a merger to be reviewed and approved prior to its consummation by the Administrative Council for Economic Defense in Brazil, and the Federal Trade Commission in the United States, in order to verify which system is more interventionist and which gives more emphasis to the analysis of large mergers. It has made a study about the competition laws on both countries, in a historical perspective, analyzing the merger control agencies, relevant cases, the procedures adopted and especially the requirements, the criteria and the values required, with the aid of the doctrine, jurisprudence and statistical data. Subsequently, it has made critical comparisons between the two systems, based on the information obtained, identifying strengths and weaknesses in order to extract the best aspects of each other, so they can be improved, considering the social, economic and political differences between the two countries, and the ideologies reflected by their respective laws. At the end, it has concluded that the Brazilian system focuses exclusively on mergers involving large companies, because of the high values required by law, but not necessarily on large mergers, because their values can be small. In contrast, the U.S. system, because of different criteria and limitations in the law, does not analyze small mergers, but not necessarily the companies involved are so large.