Post by xyz3700 on Feb 27, 2024 4:32:52 GMT
Today we will begin a study, which will be developed in two columns, on certain aspects of the formation of the Ambev Group from the perspective of contractual coalitions. This institution is created through a merger, under the supervision of the Administrative Council for Economic Defense (Cade). At the end of the, Brahma and Antarctica (formerly competitors) underwent the merger process to create the AmBev group (Companhia de Bebidas das Américas), with the aim of jointly competing for international trade under better conditions. By uniting two powerhouses in the beverage sector into a single company, AmBev meant an enormous increase in the percentages of representation and production of beverages, both beers and soft drinks, in the country. As a result, this operation was submitted to Cade, responsible for ensuring compliance with the Antitrust Law.
Subsequently, taking into account free competition and protection of the internal market, Cade decided that AmBev should sell some of its brands and factories to other companies in the same sector. Therefore, we observed that the transfer contract was established here, as imposed by Cade, which is Chinese Malaysia Phone Number List substantially characterized by the non-compete clause, which led to the review of the contracts to remove it. [two] The merger, according to authorized doctrine, consists of “a plurilateral legal transaction whose legal purpose is the integration of corporate assets into a new company”. [3] However, before characterizing the case under analysis as a situation of contractual coalition, it is necessary to explain what this expression of Brazilian Law means.
According to Rodrigo Xavier Leonardo, the main reference on the subject in national doctrine, it is “a plurality of contracts and contractual legal relationships that are structurally distinct, but linked, connected, which make up a single and the same economic operation, with potential consequences at the level of validity (through the possible contagion of invalidities) and in terms of effectiveness (on topics such as default, the power of resolution, opposition to the exception of the unfulfilled contract, the scope of the arbitration clause, among others)”. [4] The contractual coalition, therefore, involves a mix of contractual types; which may be typical (i.e., with a type provided for by law), or atypical. However, it is worth highlighting that the conclusion of multiple contracts will not always result in the existence of a contractual network.
Subsequently, taking into account free competition and protection of the internal market, Cade decided that AmBev should sell some of its brands and factories to other companies in the same sector. Therefore, we observed that the transfer contract was established here, as imposed by Cade, which is Chinese Malaysia Phone Number List substantially characterized by the non-compete clause, which led to the review of the contracts to remove it. [two] The merger, according to authorized doctrine, consists of “a plurilateral legal transaction whose legal purpose is the integration of corporate assets into a new company”. [3] However, before characterizing the case under analysis as a situation of contractual coalition, it is necessary to explain what this expression of Brazilian Law means.
According to Rodrigo Xavier Leonardo, the main reference on the subject in national doctrine, it is “a plurality of contracts and contractual legal relationships that are structurally distinct, but linked, connected, which make up a single and the same economic operation, with potential consequences at the level of validity (through the possible contagion of invalidities) and in terms of effectiveness (on topics such as default, the power of resolution, opposition to the exception of the unfulfilled contract, the scope of the arbitration clause, among others)”. [4] The contractual coalition, therefore, involves a mix of contractual types; which may be typical (i.e., with a type provided for by law), or atypical. However, it is worth highlighting that the conclusion of multiple contracts will not always result in the existence of a contractual network.