14. 2. 86 Official Journal of the European Communities No L 39/57 COMMISSION DECISION of 5 February 1986 authorizing the formation by Rochling Eisenhandel KG, Ludwigshafen, and Possehl Eisen- und Stahl GmbH, Mannheim, of ‘Stahlcenter Réchling-Possehl GmbH & Co KG’, Mannheim, and the agreement in restraint of competition concluded in connection therewith (Only the German text is authentic) (86/30/ECSC) THE COMMISSION OF THE EUROPEAN COMMUNITIES, Having regard to the Treaty establishing the European Coal and Steel Community, and in particular Articles 65 and 66 thereof, Having regard to Decision No 24-54 of the High Auth- ority of 6 May 1954 laying down, in implementation of Atticle 66 (1) of the Treaty, a Regulation on what consti- tutes control of an undertaking (); ( Having regard to the application filed jointly by Rochling Eisenhandel KG, Ludwigshafen, and Possehl Eisen- und Stahl GmbH, Mannheim, on 11 February 1985, as amended by letter dated 12 August 1985, Whereas : I 1. Réchling Eisenhandel KG, Ludwigshafen (Réchling), is a steel-trading undertaking within the meaning of Article 80 of the Treaty with a capital of DM 16 million and a wholly-owned subsidiary of Gebr. Rochling KG, Mannheim. It carries out every kind of commercial transaction, but in particular those involving products of the steel-producmg and processing industry. 2. Possehl Eisen- und Stahl GmbH, Mannheim (Possehl), is a steel-trading undertaking within the meaning of Article 80 of the Treaty, with a capital of DM 1 million, engaged in the stocking and marketing of products of the steel industry. It is a wholly-owned subsidiary of the Eisen- und Stahlgesellschaft Saar- Luxemburg mbH, Stuttgart (Saarlux), which in turn belongs to the Sacilor group. 3. Rochling and Possehl intend to form a joint venture under the name of ‘Stahlcenter R6chling-Possehl GmbH & Co. KG, Mannheim’ (Stahlcenter Rochling-Possehl), with a capital of DM 2 million. The main object of this undertaking will be to trade in steel products in the Mannheim-Ludwigshafen area. 4. The plan is for Possehl’s existing depot in Mann- heim to be run by the joint venture. The existing depot of () OJ of the ECSC, 11. 5. 1954, p. 345. Réchling Eisenhandel KG in Ludwigshafen is to be closed. To help it perform its tasks, the joint venture will take over from its shareholders (Réchling and Possehl) the necessary equipment and some of their staff. 5. Réchling will hold a 49 % interest in the joint venture and Possehl will hold a 51 % interest, both as limited partners in Réchling-Possehl GmbH & Co. KG and as shareholders in the general partner Rochling- Possehl GmbH, Mannheim. The relevant agreements provide, however, that resolutions require a majority of more than 51 % of the votes cast, so that neither partici- . pant can outvote the other under the present division of shareholdings. 6. Accordingly, Rochling and Possehl will exercise joint control over Stahlcenter Réchling-Possehl within the meaning of Decision No 24-54. The proposed transaction will therefore bring about a concentration within the meaning of Article 66 (1) between Stahlcenter Rochling- Possehl and Rochling on the one hand and between Stahlcenter Rochling-Possehl and Possehl on the other, though no concentration will arise between Réchling and Possehl. 7. In addition to forming Stahlcenter Rdchling- Possehl, Rochling and Possehl, or Saarlux, have concluded an agreement which provides that the customers of both parties in the Mannheim-Ludwigshafen area will be supplied exclusively by the joint venture. In view of this agreement they have each undertaken, as from 1 March 19885, to conclude no more long-term contracts without the other party’s consent and to coordinate purchasing. II 8. The proposed transaction is intended to increase the efficiency and profitability of the two trading companies directly involved and contribute to their restructuring and consolidation. The need for this concentration in the trading field has made itself felt owing to the presence of huge overcapa- city in the steel stockholding business. It must be viewed in the context of the concentration in the production field principitated by the steel crisis, which requires an — albeit less for-reaching — readjustment in the trading field.