Commission européenne, DG COMP MERGER REGISTRY, 1049 Bruxelles, BELGIQUE  
Europese Commissie, DG COMP MERGER REGISTRY, 1049 Brussel,   BELGIË  
 
Tel: +32 229- 91111. Fax: +32 229 -64301. E -mail: COMP -MERGER -REGISTRY@ec.europa.eu.  
  EUROPEAN COMMISSION  
Brussels,  3.6.2022  
C(2022)  3819 final  
PUBLIC VERSION 
Morgan Stanley Principal Funding, 
Inc. 
1585 Broadway,  
New York NY 10036,  
United States   
 RF Z wölf BAWAG Leasing 
Gesellschaft m.b.H.  
Wiedner Gürtel 11,  
1100 Vienna ,  
Austria  
Subject : Case M. 10746 – MORGAN  STANLEY / BAWAG / GYLE JV 
Commission decision pursuant to Article 6(1)(b) of Council Regulation 
(EC) No  139/20041 and Article 57 of the Agreement on the European 
Economic Area2  
Dear Sir or Madam,  
1. On 6 May 2022, the European Commission received notification of a proposed 
concentration pursuant to Article 4 of the Merger  Regulation by which the 
undertaking (s) Morgan Stanley Principal Funding, Inc. (“MSPF”), belonging to the 
Morgan Stanley Group  (“Morgan Stanley ”’, both United States),  and RF zwölf 
BAWAG Leasing Gesellschaft m.b.H (“Bawag Leasing ”), belonging to the Bawag 
Group AG  (“BAWAG Group”, both Austria), will acquire within the meaning of 
Article 3(1)(b) of the Merger Regulation  indirectly through Gyle JV joint control over 
the Gyle Shopping Centre by way of purchase of shares  and obligations .3 
                                                 
1 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 th is decision.  
2  OJ L 1, 3.1.1994, p.  3 (the ‘EEA Agreement ’). 
3  Publication in the Official Journal of the European Union No C 201, 18.5.2022, p. 89. 

2 2. The business activities of the undertakings concerned are the following : 
− for MSPF: MSPF belongs to Morgan Stanley, a global financial services firm 
providing a wide range of investm ent banking, securities, wealth management and 
investment management services,  
− for Bawag Leasing : Bawag Leasing  is part of Bawag Group, a publicly listed 
holding company, offering savings, payment, lending, leasing investment, 
building society, factoring and i nsurance products and services, 
− Gyle JV  will be active in own ing, managing, leasing, improving and develop ing 
the Gyle Shopping Centre  located in Edinburgh, United Kingdom, as well as  
dealing with services related to the provision of retail space with in the Gyle 
Shopping Centre.  
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(a) of the Commission Notice on a simplified procedure f or 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  and Article 57 of 
the EEA Agre ement . 
For the Commission 
 
 
(Signed)  
Olivier GUERSENT  
Director -General  
                                                 
4  OJ C 366, 14.12.2013, p. 5.