GREECE Law and Practice Contributed by: Anna Manda and Maria Kallidopoulou, Karatzas & Partners
2.4 Definition of “Control” The definition of “control” under the Greek Com - petition Act is identical to the one under the European Union Merger Regulation (EUMR). Control derives from rights, contracts or other means which, either separate or in combination, and having regard to the considerations of fact or law involved, confer the possibility of exer - cising decisive influence on an undertaking, in particular by: • rights of ownership or rights to use all or part of the assets of an undertaking; or • rights or contracts that confer the possibility of exercising decisive influence on the com - position, voting or decisions of the bodies of an undertaking. In light of the above, control is acquired by the person(s) or undertakings that (i) are holders of the rights or entitled to rights under the contracts concerned; or (ii) while not being holders of such rights or entitled to rights under such contracts, have the power to exercise the rights deriving therefrom. Control may be acquired in the form of (i) sole or (ii) joint control and in both cases, control may be acquired on a de jure or a de facto basis. Sole Control Sole control is acquired when a person or an undertaking is capable of exercising decisive influence on another undertaking. This is nor - mally accomplished by the acquisition of the majority of the voting rights or when a minor - ity shareholder is vested with “special” rights allowing it to define the business strategy of the acquiring entity by – eg, blocking decisions of strategic commercial matters.
Joint Control Joint control exists where two or more undertak - ings have the possibility to exercise, directly or indirectly, decisive influence over another under - taking. This is the case, for example, where two undertakings have equal voting rights. Further - more, the acquisition of a minority sharehold - ing may also confer joint control, where it allows the minority shareholder to block strategically important decisions through – eg, veto rights. Joint control may also be the result of an agree - ment between minority shareholders to exercise their voting rights in the same way or where there is a commonality of interests between minority shareholders to the effect that they would not act against each other in exercising their rights in relation to the undertaking concerned. 2.5 Jurisdictional Thresholds Pursuant to Article 6 (1) of the Greek Compe - tition Act, a concentration shall be notified to the HCC, provided that the following turnover thresholds are satisfied, and the concentration does not have an EU dimension. In particular, the turnover threshold is met when: • the combined aggregate worldwide turnover of all the undertakings concerned is at least EUR150 million; and • the aggregate turnover of each of at least two of the undertakings concerned in the Greek market exceeds EUR15 million. Special turnover thresholds apply to concentra - tions in the informative media sector. In particu - lar, according to Article 3 (7) of Law 3592/2007, as amended by Law 4279/2014, concentrations of informative media must be notified to the HCC where:
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