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Case No COMP/M.6074 - CEZ / EPH / MIBRAG GROUP

Only the English text is available and authentic.

REGULATION (EC) No 139/2004 MERGER PROCEDURE

Article 6(1)(b) NON-OPPOSITION Date: 17/12/2010

In electronic form on the EUR-Lex website under document number 32010M6074

Office for Publications of the European Union L-2985 Luxembourg

EUROPEAN COMMISSION

Brussels, 17.12.2010 SG-Greffe(2010) D/20610/20611 C(2010)9520

PUBLIC VERSION

MERGER PROCEDURE ARTICLE 6(1)(b) DECISION

SIMPLIFIED PROCEDURE

To the notifying parties

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

1.(1) On 19.11.2010, the European Commission received notification of a proposed concentration pursuant to Article 4 of the Merger Regulation by which HC Fin3 N.V. (The Netherlands) wholly owned by Energetický a průmyslový holding, a.s. ("EPH", Czech Republic), and ČEZ, a.s. ("ČEZ", Czech Republic) acquire within the meaning of Article 3(1)(b) of the Merger Regulation joint control over JTSD Braunkohlebergbau GmbH ("JTSD", Germany) and its wholly owned subsidiary Mitteldeutsche Braunkohlengesellschaft mbH ("Mibrag", Germany, Mibrag and its subsidiaries collectively called "Mibrag Group) which are currently controlled by ČEZ 's subsidiary Severočeské doly a.s. (“SD”, Czech Republic) and Mr Křetínský wholly-owned special purpose vehicle, namely, LIGNITE INVESTMENTS (Cyprus), by way of purchase of shares.

OJ L 24, 29.1.2004, p. 1 ("the Merger Regulation"). With effect from 1 December 2009, the Treaty on the Functioning of the European Union ("TFEU") has introduced certain changes, such as the replacement of "Community" by "Union" and "common market" by "internal market". The terminology of the TFEU will be used throughout this decision.

Commission européenne, B-1049 Bruxelles / Europese Commissie, B-1049 Brussel - Belgium. Telephone: (32-2) 299 11 11.

2. The business activities of the undertakings concerned are:

-- for EPH: strategic investor in the energy sector and a major investor in industry.

-- for JTSD: limited liability company fully controlling Mibrag.

-- for Mibrag Group: mainly active in ortho-lignite mining, district heating, operation of lignite fired power generation plants in Germany.

-- for SD: lignite mining in the Czech Republic.

-- for ČEZ: different activities in the energy sector like (i) generation, (ii) distribution and (iii) sale of electricity and heat in the Czech Republic and (iv) electricity trading and operation of power plants in some other European countries.

2.3. After examination of the notification, the European Commission has concluded that the notified operation falls within the scope of the Merger Regulation and of paragraph 5(c) of the Commission Notice on a simplified procedure for treatment of certain concentrations under Council Regulation (EC) No 139/2004.

4.4. For the reasons set out in the Notice on a simplified procedure, the European Commission has decided not to oppose the notified operation and to declare it compatible with the internal market and with the EEA Agreement. This decision is adopted in application of Article 6(1)(b) of the Merger Regulation.

For the Commission

(signed) Alexander ITALIANER Director General

2OJ C 56, 5.3.2005, p. 32.

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