The Tribunal de Defensa de la Libre Competencia (TDLC) has upheld a complaint filed by the Fiscalía Nacional Económica (FNE) against Cadena Comercial Andina SpA (CCA), a subsidiary of Grupo Oxxo, for providing false information during the notification of its merger with Ok Market in 2021.
In its ruling, the TDLC imposed a fine exceeding CLP 2.4 billion (approximately USD 2.5 million), determining that CCA violated Article 3 bis (e) of Decree Law No. 211 of 1973, which sanctions entities that submit false information when notifying a concentration.
The court emphasized that “providing reliable, complete, and timely information in a notification is essential for merger control,” adding that the authority must review notified transactions within a short timeframe and therefore depends on full access to all relevant information. The ruling further noted that merger assessments affect not only the parties involved but also the broader market and industry conditions, underscoring the importance of transparency to minimize errors in competition decisions.
According to the FNE’s findings, when CCA notified the transaction, it initially indicated that six documents should be reviewed, later expanding that number to 34. However, the FNE discovered that the company possessed at least 60 additional documents—including studies, reports, surveys, and analyses—containing key information about the affected market that were not voluntarily disclosed. These materials were later obtained through investigative measures and were deemed relevant to the market characterization process.
National Economic Prosecutor Jorge Grunberg welcomed the TDLC’s decision, stating that it “protects the effectiveness of Chile’s preventive merger control system, reaffirming that companies notifying transactions must proactively provide all required information truthfully, accurately, and completely.”
This case originated in December 2022, when the FNE accused CCA both of submitting false information and of failing to comply with one of the mitigation measures imposed during the approval of the Oxxo–Ok Market merger. That measure required Oxxo to relinquish certain exclusivity clauses in lease contracts within agreed deadlines.
The latter issue was resolved in July 2023 through a settlement approved by the TDLC, under which CCA acknowledged the breach and agreed to pay CLP 380 million (approximately USD 400,000) to the state.