A MINORITY SHAREHOLDING WAS THE FIRST STAGE OF A PLAN INTENDED TO GIVE IT CONTROL OF ROTHMANS INTERNATIONAL .
54 IT MUST, HOWEVER, BE CONSIDERED WHETHER THOSE PROVISIONS GIVE RISE TO IMMEDIATE ANTI-COMPETITIVE EFFECTS AND WHETHER THE COMMISSION ALSO TOOK SUFFICIENT ACCOUNT OF THEIR POTENTIAL EFFECTS .
55 THE COMMISSION DOES NOT CONSIDER THAT THOSE PROVISIONS HAVE ANY PRESENT INFLUENCE ON THE COMPETITIVE BEHAVIOUR OF THE PARTIES . SHOULD IT HAVE IN MIND THE POSSIBLE DISPOSAL AT SOME TIME OF ITS SHAREHOLDING IN ROTHMANS INTERNATIONAL, REMBRANDT HAS EVERY INTEREST IN INCREASING THE VALUE OF ITS INVESTMENT BY ENSURING THAT ROTHMANS INTERNATIONAL COMPETES EFFECTIVELY . PHILIP MORRIS, ON THE OTHER HAND, HAS AN INTEREST IN LIMITING THE PRICE WHICH REMBRANDT MIGHT OBTAIN FOR ITS SHARES IN ROTHMANS INTERNATIONAL AND THUS HAS NO REASON TO RESTRICT ITS OWN EFFORTS TO OBTAIN ADDITIONAL MARKET SHARE . MOREOVER, THE POSSIBILITY THAT EMPLOYEES OF ROTHMANS INTERNATIONAL MIGHT SUBSEQUENTLY BE EMPLOYED BY PHILIP MORRIS IS LIKELY TO ENCOURAGE THEM TO DISPLAY THEIR PROFESSIONAL ABILITY . NOR DOES THE COMMISSION THINK THAT PHILIP MORRIS' S ABILITY TO PLACE DIFFICULTIES IN THE WAY OF ANY DISPOSAL BY REMBRANDT OF ITS SHARES IN ROTHMANS INTERNATIONAL CONSTITUTES A REAL THREAT WHICH MIGHT INFLUENCE THE NORMAL MANAGEMENT OF REMBRANDT AND ROTHMANS INTERNATIONAL .
56 THERE IS NOTHING IN THE EVIDENCE TO LEAD THE COURT TO DISAGREE WITH THE COMMISSION' S ASSESSMENT . MOREOVER, THE FACT THAT THE PROVISIONS IN QUESTION CREATE OBSTACLES TO THE PURCHASE OF AN INTEREST IN ROTHMANS INTERNATIONAL BY A THIRD COMPANY CANNOT BE REGARDED AS A PRESENT RESTRICTION OF COMPETITION ON THE MARKET FOR CIGARETTES CONTRARY TO ARTICLE 85 . FIRST OF ALL, AS THE INTERVENERS HAVE SUBMITTED, PROVISIONS OF THIS KIND MAY BE JUSTIFIED BY THE LEGITIMATE INTEREST OF THE CONTRACTING PARTIES IN PROTECTING THEIR SUBSTANTIAL INVESTMENT . SECONDLY, IN THE CIRCUMSTANCES OF THIS CASE THE FACT THAT PHILIP MORRIS, WITHOUT ITSELF GAINING CONTROL OF ROTHMANS INTERNATIONAL, IS NOW IN A POSITION TO PREVENT ANY OTHER COMPETING COMPANY FROM GAINING CONTROL CANNOT IN ITSELF AMOUNT TO A RESTRICTION OF COMPETITION .
57 WITH REGARD TO THE POTENTIAL EFFECTS OF THE PROVISIONS IN QUESTION, IT IS CLEAR THAT THE COMMISSION HAS TAKEN MEASURES INTENDED TO PREVENT ANY SUCH EFFECTS CONTRARY TO ARTICLE 85 OF THE TREATY . PHILIP MORRIS HAS UNDERTAKEN TO INFORM THE COMMISSION OF ANY AMENDMENT, MODIFICATION OR SUPPLEMENT TO THE AGREEMENTS AND TO NOTIFY THE COMMISSION WITHIN 48 HOURS IF IT SHOULD INCREASE ITS SHAREHOLDING IN ROTHMANS INTERNATIONAL OR IN ANY WAY OBTAIN 25% OR MORE OF THE TOTAL VOTING RIGHTS IN ROTHMANS INTERNATIONAL . PHILIP MORRIS HAS ALSO UNDERTAKEN, SHOULD THE COMMISSION SO REQUEST FOLLOWING SUCH NOTIFICATION, TO PUT INTO EFFECT A "HOLD SEPARATE" ARRANGEMENT REGARDING THE INTERESTS OF PHILIP MORRIS AND ROTHMANS INTERNATIONAL IN THE COMMUNITY TOBACCO MARKET SO AS TO ENSURE MAINTENANCE OF THE STATUS QUO FOR A PERIOD OF THREE MONTHS, DURING WHICH THE COMMISSION MAY EXAMINE THE NEW SITUATION FROM THE POINT OF VIEW OF ARTICLES 85 AND 86