4
Judgment No. SC 52/18
Civil Appeal No. SC 560/17
words “or other person”. According to this interpretation, the words “or other person” would
refer to a person who shared qualities similar to those falling within the classes of the persons
referred to in the definition of “merger”.
The court a quo held that the conglomerate formed by the appellants was a merger in
terms of s 2 of the Act. That meant that it was notifiable to the respondent.
The appellants appealed against the decision of the court a quo on the following
grounds:
"1.
The court a quo erred in law and misdirected itself by holding that the term ‘or
other person’ in the definition of a ‘merger’ when used in its ordinary
grammatical meaning includes any other person not specified in that definition
who acquires a controlling interest in the business of another.
2.
The court a quo erred in law and misdirected itself in holding that the effect of
the use of the term ‘or other person’ in the definition of a merger is to extend
the definition of a merger to other classes of persons not previously specifically
mentioned.
3.
The court a quo erred in law and misdirected itself by holding that the term ‘or
other person’ in the definition of merger ought to be interpreted broadly.
4.
The court a quo erred in law and misdirected itself in holding that the term ‘or
other person’ in the definition of merger ought not to be interpreted
eiusdem generis and noscitur a sociis.
5.
The court a quo erred in law and misdirected itself in holding that the
application of the eiusdem generis rule would render the term ‘or other person’
meaningless or result in an absurdity.
6.
The court a quo erred in law and misdirected itself in holding that the
transaction between the appellants, commonly known as conglomerate merger,
was a merger as envisaged by section 2 of the Competition Act.”
The issue for determination was whether or not the court a quo was correct in its
interpretation of the definition of “merger” in s 2 of the Act to include a conglomerate. The