Facts
Corporation B., whose share capital is wholly owned by Corporation D., owns several agricultural parcels. Envisaging a change in its shareholders, B. has decided to transfer these properties to Corporation A., whose share capital is also wholly owned by D. The Rural Land Commission of the Canton of Vaud initially granted authorization for A. to acquire the parcels. However, the Administrative Court of the Canton of Vaud subsequently upheld the appeal of C., who had made a purchase offer, and refused the authorization for A. to acquire. B. and A. then filed an administrative appeal to the Federal Tribunal.Considerations
The Federal Tribunal considered that the transfer of ownership between B. and A. did constitute an acquisition subject to authorization under Art. 61(3) RLRA, despite the economic identity between the two corporations. However, authorization can only be granted if the acquirer demonstrates the existence of a valid reason within the meaning of Art. 64(1) RLRA, which was not the case here. Indeed, the mere fact that the transfer aims to preserve the real estate assets within the same economic…