GREECE Law and Practice Contributed by: Theodoros Skouzos and Natalia Skoulidou, Iason Skouzos TaxLaw
regimes (FDI screening, sectoral approvals, foreign subsidies rules). Key Process Stages • Pre-notification and triggers: concentrations include mergers, acquisitions of direct/indirect con - trol, or full-function joint ventures. Filing must occur within the statutory 30-day period. • Standstill: transactions cannot close before clear - ance. Waivers are possible but rare, and premature implementation may be sanctioned as gun-jump - ing. • Filing completeness: the review clock starts once the HCC receives a complete notification. Formal guidance exists for notification forms (Decisions 780/2022 and 779/2022). Incomplete filings sus - pend deadlines. • The review phases are as follows. (a) Phase I (1 month): clearance if there are no serious competition concerns. (b) Phase II (90 days): in-depth review if concerns arise; deadline extensions are possible for incomplete information or by agreement. If the HCC fails to issue a decision in time, the con - centration is deemed to be approved. • Decisions: the HCC may approve unconditionally, approve with remedies (structural or behavioural), or prohibit (rare). • Post-clearance: the HCC may monitor commit - ments. Decisions are subject to judicial review before the administrative courts (Athens Adminis - trative Court of Appeals; Council of State). 6.2 Criteria for Antitrust/Competition Review The merger control regime in Greece involves a full substantive assessment of the transaction: once a concentration (merger, acquisition, joint venture) is notified and the jurisdictional thresholds met, the HCC will assess whether the transaction is compatible with competition law based on a number of criteria. The key elements of the substantive assessment include the following. • Definition of relevant markets: the HCC will define the relevant product and geographic markets in which the merging parties operate (or will operate post-merger).
• Assessment of market shares and structure: the HCC will assess the pre- and post-merger mar - ket shares of the merging parties, as well as the presence of other competitors, market concentra - tion levels, and potential changes in structure (eg, removal of a competitor). • Competitive effects – horizontal, vertical and con - glomerate: (a) horizontal overlaps – where the merging par - ties are (or will be) active in the same relevant market (or adjacent ones), the HCC will assess whether the merger raises a risk of elimination of actual competition, co-ordinated behaviour, or the ability to unilaterally raise price, reduce output, quality, innovation, etc; (b) vertical relationships – if one party supplies inputs to the other or is a customer, the HCC will examine potential foreclosure risks (the upstream party may deny access to rivals, the downstream party may be foreclosed, etc); and (c) conglomerate or “non-horizontal” effects – the HCC may also look at portfolio effects, such as tying/bundling, leveraging of market power into adjacent markets, leveraging data/inputs, or whether the merged entity might foreclose or disadvantage rivals across different markets. • Entrants, barriers to entry and expansion: the HCC examines whether new entrants or existing com - petitors could effectively expand to counteract the effects of the merger – concerns may be mitigated if entry or expansion is easy and timely. • Efficiencies and other countervailing factors: (a) while the HCC’s substantive test is focused on anti-competitive risks, the parties may present efficiencies (cost savings, innovation, improved products/services, etc) that are merger-specific and verifiable, and that can benefit consumers; and (b) the HCC may also take into account whether the merger is pro-competitive (eg, failing firm defence, or the necessity of the merger for the viability of a business). • Effect on effective competition: concerns will arise if the merger will significantly impede effective competition in Greece (or in a part of the Greek market) or if it will strengthen or create a dominant position. • Remedies and balancing:
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