HUNGARY LAW AND PRACTICE Contributed by: Pál Szabó, Barnabás Simon, Eszter Katona, Ádám Simon, Mihály Harcos, Karim Laribi, Gábor Kutai and István Szalay-Csala, Bird & Bird
Usually, the GVH prefers structural remedies because these are easier to monitor. Timing and conditions are imposed on a case-by-case basis. However, all remedies must comply with some basic requirements: • they must be capable of removing competition concerns; • they must be proposed by the parties; and • they must be exact, consistent and verifiable. Commitments are normally subject to market testing and the GVH also holds hearings to discuss proposed remedies. 6.4 Antitrust/Competition Enforcement The GVH may prohibit transactions or require under - takings to remedy the competition law concerns. The GVH’s decision is subject to judicial review, which may be launched within 30 days of receipt of the GVH’s decision. The first instance court decision may be subject to appeal to the Supreme Court. 7. Foreign Investment/National Security 7.1 Applicable Regulator and Process Overview There are currently two FDI screening regimes that may be triggered by an investment into a Hungarian company (see 1.2 Regulatory Framework for FDI ). A foreign investment falling under the scope of either or both FDI regimes cannot be completed without the prior approval of the competent minister. The 2018 FDI screening regime is overseen by the minister respon - sible for the civil national security services (currently the Minister of the Prime Minister’s Cabinet Office) while the 2025 FDI screening regime is overseen by the minister responsible for domestic economy (cur - rently the Minister for National Economy). It is worth noting that transactions, such as bond pur - chases, obtaining usufruct rights or obtaining the right to operate or use assets, that usually fall outside the scope of similar FDI screening laws, may trigger the
application of one of the two Hungarian FDI screen - ing regimes. Exemptions from the filing requirement are only defined under the 2025 FDI screening regime and only apply to one specific case: where the investment is made in the foreign parent entity and a Hungarian company is involved in the investment as a subsidiary of such foreign target company. As legal representation is mandatory in proceedings under the 2025 FDI Act, notifications are prepared with the assistance of, and filed by, a legal counsel. As a general rule, (i) the official Hungarian translation of the transaction documentation (investment agreements/ SHAs and SPAs), and (ii) any document suitable for determining, in a transparent manner, the ownership structure of the foreign investor, must be submitted. The 2025 FDI Act also contains an exhaustive list for information to be notified. Under the 2018 FDI Act, the competent minister has 60 days from the receipt of the notification to issue a decision (with a possible 60-day extension), whilst under the 2025 FDI Act, the competent minister shall issue its decision within 30 working days from the receipt of the notification (with a possible 15-day extension). 7.2 Criteria for National Security Review To determine whether a transaction may fall under the scope of either FDI screening regime, the following questions must be asked: • does the target company fall under the scope of either FDI screening regime; • does the investor qualify as a foreign investor under either FDI screening regime; and • are the necessary monetary and/or ownership thresholds met? If the answer is yes to each question, the relevant investment will fall under the scope of either or both FDI screening regimes.
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