GREECE Law and Practice Contributed by: Anna Manda and Maria Kallidopoulou, Karatzas & Partners
Substantive Test for the market share thresh- olds in relation to the acquisition of informative media. 2.10 Joint Ventures Only full-function joint ventures fall under the ambit of the Greek Competition Act. Specifi - cally, in order for a joint venture to be caught by the Greek merger control provisions, such joint venture must be able to perform on a last - ing basis all the functions of an autonomous economic entity, as per the provisions of the European Commission’s Consolidated Juris - dictional Notice (Jurisdictional Notice). In cases where such a joint venture does not constitute an independent undertaking under the meaning of the Jurisdictional Notice – eg, where a joint venture takes over only a specific function within the parent companies’ activities without its own access or presence in the market, that joint ven - ture would not be subject to the Greek merger control provisions. For calculating the turnover, the HCC applies the relevant paragraphs of the Jurisdictional Notice (ie, paragraphs 169-194 of the Jurisdictional Notice). 2.11 Power of Authorities to Investigate a Transaction The HCC (and the EETT where applicable) does not have the power to investigate transactions that do not meet the minimum jurisdictional thresholds. Nonetheless, in accordance with Article 6 (7) of the Greek Competition Act (as amended by L. 4886/2022), the Minister of Finance and the Minister of Development may jointly amend the notification thresholds, as well as impose sepa - rate/ad hoc thresholds for different sectors of the economy. See also 4.1 Substantive Test for
• has the power to exercise more than half the voting rights; • has the power to appoint more than half the members of the supervisory board, the administrative board or bodies legally repre - senting the company; or • has the right to manage the company’s affairs. However, where a transaction concerns the acquisition of a part of one or more undertak - ings, only the turnover of the transferred part is taken into account, in addition to the aggregated turnover of the acquirer’s group. In summary, in case of an acquisition of con - trol, one takes into account the turnover of the acquiring entity’s group (as explained above), and the turnover of the target and its subsidiar - ies that fall within the scope of the transaction. 2.8 Foreign-to-Foreign Transactions As explained in 1.2 Legislation Relating to Par- ticular Sectors , the Greek Competition Act also applies to foreign-to-foreign transactions. As long as the foreign entities meet the worldwide and national turnover thresholds (ie, the com - bined aggregate worldwide turnover of all the undertakings concerned is at least EUR150 mil - lion and each of at least two of the undertakings concerned has generated turnover in the Greek market that exceeds EUR15 million), and no EU one-stop-shop notification is necessary, a noti - fication to the HCC is compulsory. If no turno - ver is generated in Greece by one of at least two undertakings, then no filing in Greece will be required. 2.9 Market Share Jurisdictional Threshold There is no market share jurisdictional threshold under the Greek Competition Act. See also 4.1
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