Trusthouse Forte PLC and enterprises belonging to Hanson Trust PLC
A report on the merger situation

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Summary

On 2 October 1986 the Department of Trade and Industry sent to the Commission the following reference:

Whereas it appears to the Secretary of State that it is or may be the fact that a merger situation qualifying for investigation, as defined in section 64(8) of the Fair Trading Act 1973 (' the Act'), has been created in that:

(a) enterprises carried on by or under the control of Hanson Trust PLC (a body corporate incorporated in the United Kingdom) have within the six months
preceding the date of this reference ceased to be distinct from enterprises
carried on by or under the control of Trusthouse Forte PLC; and

(b) the value of the assets taken over exceeds £30 million;

Now, therefore, the Secretary of State in exercise of his powers under section 64 of the Act hereby refers the matter to the Monopolies and Mergers Commission for investigation and report within a period of six months beginning with the date of this reference.

(Signed) R E ALLEN
An Assistant Secretary
Department of Trade and Industry

2 October 1986

On 3 October 1986, in a press release announcing the reference, the Department stated that the Secretary of State's decision to make a reference was ' motivated by concern for the effects of the acquisition on competition in the roadside restaurant market, especially on trunk roads between towns'.

On 6 October 1986 the Chairman of the Commission, acting under section 4 of the Fair Trading Act 1973 and Part II of Schedule 3 thereto, directed that the functions of the Commission in relation to the Trusthouse Forte reference should be discharged through a group consisting of six members of the Commission, including himself as Chairman. On 5 November 1986 he appointed a seventh member (Mr Carmichael) to the group. On 20 January 1987 one member of the group (Mr Kelly) resigned, having been prevented by illness from taking part in the inquiry. The resulting composition of the group is indicated in the list of members which prefaces this report.

Notices inviting interested parties to submit evidence to the Commission were placed in:

In addition we sought evidence and views from Government departments, the Confederation of British Industry, the Trades Union Congress, the relevant trade associations and organisations representing consumers' interests, and from restaurant owners, retailers and wholesalers operating in the roadside catering market. The views of many of these who responded are summarised in Chapter 5.

We also commissioned a market survey from RBL Forecast Ltd, to form a clearer idea ofmotorists' views of the roadside catering market and the use made of various types of establishment. The results are summarised in Chapter 3.

We received a written submission from Trusthouse Forte PLC.

We held a number of hearings: two with Trusthouse Forte, and others with trade and consumers' associations, and operators in the field of roadside catering.

Some of the evidence obtained in the course of our inquiry was of a confidential nature; our report contains only such information as we consider necessary for an understanding of our conclusions.

We should like to place on record our thanks to all those who helped us in our inquiry and particularly to the company principally concerned.

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