74/153/ECSC: Commission Decision of 20 December 1973 approving the acquisition by August-Thyssen-Hütte AG of a majority shareholding in Rheinstahl AG (Only the German text is authentic)

• Articles: 4

Article 1

August-Thyssen-Hütte AG is authorized to acquire a majority of the shares of Rheinstahl AG.

Article 2

This authorization is given upon the following conditions: 1. August-Thyssen-Hütte shall, by offering for sale to Mannesmann AG that part of its shareholding in Mannesmannröhren-Werke AG which exceeds 25 %, reduce its shareholding in that company to the said percentage ; and

2. August-Thyssen-Hütte AG shall terminate the Agreement of 16 December 1969 establishing the unincorporated association known as Vereinigung Mannesmannröhren-Werke AG', shall procure the termination of the Control and Profit Transfer Agreement concluded with Mannesmannröhren-Werke AG on 13/16 March 1970, and may not enter into any similar agreement involving Mannesmannröhren-Werke AG.

August-Thyssen-Hütte AG shall comply with these conditions by not later than a date one year from the completion of the proposed transaction or 31 December 1974 whichever is the sooner. August-Thyssen-Hütte AG shall notify the Commission that it has so complied. If on the appointed date August-Thyssen-Hütte AG has failed to transfer to Mannesmann AG the shareholding specified in condition (1) above, the Commission shall adopt a new Decision as to the conditions to which the concentration authorized by Article 1 is to be subject.

Article 3

The following obligations are attached to the authorization: 1. It shall be prohibited for August-Thyssen-Hütte AG to acquire any share or shares in Mannesmann AG or in any undertaking controlled by Mannesmann AG.

2. August-Thyssen-Hütte AG and the undertakings controlled by it shall by not later than 31 March 1974 withdraw from the Rationalisierungsgruppen West and Westfalen. The Commission shall be notified that this obligation has been met.

3. No member of a management organ of any steel producing or dealing undertaking involved in the proposed transaction may be a member of a management organ of any undertaking of a like nature not involved therein. This prohibition shall not apply in respect of Mannesmannröhren-Werke AG.

In the case of a steel producing or dealing undertaking controlled, whether directly or indirectly, jointly by August-Thyssen-Hütte AG with one or more other undertakings, it shall be permitted for a member of a management organ of any such other undertaking to be a member of a management organ of the undertaking jointly so controlled.

4. The acquisition of 10 % or more of the share capital of any steel producing or dealing undertaking, or of any steel processing undertaking whose annual consumption of steel exceeds 50 000 metric tons, shall be subject to prior authorization by the Commission.

Article 4

This Decision is addressed to August-Thyssen-Hütte AG of Duisburg-Hamborn.

Done at Brussels, 20 December 1973.

For the Commission

The President

François-Xavier ORTOLI