COMMISSION OF THE EUROPEAN COMMUNITIES

Brussels, 04/02/2004 SG-Greffe(2004) D/200439

MERGER PROCEDURE ARTICLE 6(1)(b) DECISION

SIMPLIFIED PROCEDURE

PUBLIC VERSION

To the notifying parties

Dear Madam(s) and/or Sir(s),

Subject: Case No COMP/M.3362 - RBS/BSCH/BRITAX Notification of 5 January 2004 pursuant to Article 4 of Council Regulation (EEC) No. 4064/89, as last amended by Regulation (EC) No 1310/97 Publication in the Official Journal of the European Union No. C 11 on the 15/01/2004.

1.On 5 January 2004, the Commission received a notification of a proposed concentration pursuant to Article 4 of Council Regulation (EEC) No 4064/89, as last amended by Regulation (EC) No 1310/97, whereby the undertakings Royal Bank Investments Ltd. (ìRBIî) controlled by the Royal Bank of Scotland Group Plc. (ìRBSî) and Capital Riesgo Global SCR, S.A.(ìCRGî) controlled by Banco Santander Central Hispano S.A. (ìBSCHî) acquire within the meaning of Article 3(1)(b) of the Council Regulation joint control of the undertaking Britax International Plc. (ìBritaxî), currently solely controlled by RBI, by way of purchase of shares.

1OJ L 395, 30.12.1989 p. 1; corrigendum: OJ L 257, 21.9.1990, p. 13.

2OJ L 180, 9. 7. 1997, p. 1; corrigendum OJ L 40, 13.2.1998, p. 17.

Rue de la Loi 200, B-1049 Bruxelles/Wetstraat 200, B-1049 Brussel - Belgium Telephone: exchange 299.11.11 Telex: COMEU B 21877. Telegraphic address: COMEUR Brussels.

The business activities of the undertakings concerned are :

-- for undertaking RBI : private equity investment

-- for undertaking RBS : banking, insurance and related financial services

-- for undertaking CRG : private equity investment

-- for undertaking BSCH : banking and related financial services

-- for undertaking Britax : aircraft interior systems, childcare safety systems, specialised vehicle systems (such as light bars for emergency vehicles, video surveillance and speed measurement systems and others)

3.After examination of the notification, the Commission has concluded that the notified operation falls within the scope of Council Regulation (EEC) No. 4064/89 and of paragraph 4, subparagraph b of the Commission Notice on a simplified procedure for treatment of certain concentrations under Council Regulation (EEC) No 4064/893.

For the reasons set out in the Notice on a simplified procedure, the Commission has decided not to oppose the notified operation and to declare it compatible with the common market and with the EEA Agreement. This decision is adopted in application of Article 6(1)(b) of Council Regulation (EEC) No. 4064/89.

For the Commission signed by

Mario MONTI Member of the Commission

3OJ C 217, 29.07.2000, p. 32.

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