GREECE Law and Practice Contributed by: Anna Manda and Maria Kallidopoulou, Karatzas & Partners
The HCC decision to grant a derogation may be issued subject to conditions and obliga - tions aimed to safeguarding effective com - petition and preventing situations that could jeopardise the enforcement of an eventual HCC decision prohibiting the concentration. A derogation granted by the HCC may be revoked where: (i) the derogation is based on incorrect or misleading information; or (ii) the undertakings concerned violate the condi - tions attached to the derogation. • In 2024, the HCC granted a derogation from the suspensive effect of the implementation of a notifiable concentration due to consumer welfare and public interest considerations (HCC Decision 859/2024 – GEK Terna/Attiki Odos ). Moreover, in 2022, the HCC granted a derogation from the suspensive effect of the implementation of a notifiable concentration between two companies active in the market for the supply of natural gas (HCC Deci - sion 804/2022 – Pyrsos/Prometheus Gas ), in order to prevent serious financial effects to the detriment of the target company caused by the EU sanctions imposed against Rus - sia. The derogation granted was subject to specific prohibitions until clearance, such as the transformation of the target’s group, the conclusion of long-term supply agreements, etc. Apart from the aforementioned cases, the HCC is generally hesitant to grant such derogations. 2.15 Circumstances Where Implementation Before Clearance Is Permitted There are no other derogations to the suspen - sory effect for the implementation of a notifiable concentration, apart from the two described in 2.14 Exceptions to Suspensive Effect . With respect to a potential carve-out, the HCC will follow the relevant case law of the EU Courts and
the EC, especially in relation to interim imple - mentation measures, such as warehousing, etc.
3. Procedure: Notification to Clearance 3.1 Deadlines for Notification
As analysed in 2.1 Notification , a concentra - tion that satisfies the relevant turnover thresh - olds (see 2.5 Jurisdictional Thresholds ), shall be notified to the HCC within 30 calendar days after the signing of the relevant binding agree - ment, the acquisition of controlling interest or the announcement of a public bid that confers con - trol on a lasting basis. For the penalties imposed in the event that the deadline for notification is not met or for a failure to notify, please refer to 2.2 Failure to Notify . All penalties are made pub - lic. 3.2 Type of Agreement Required Prior to Notification The 30 calendar-day timeframe may be triggered when there is a binding agreement, an acquisi - tion of controlling interest, or an announcement of a public bid that confers control on a last - ing basis. According to the HCC case law, the aforementioned deadline could be deemed to commence upon the execution of any sort of binding preliminary document, which could be deemed to trigger the concentration process (eg, pre-agreement, binding memorandum of under - standing). The HCC will assess ad hoc whether a preliminary agreement could trigger the notifica - tion obligation on the basis of whether it creates binding obligations on the parties to proceed with the consummation of the transaction. As such, and pursuant to the HCC Guidelines, a notification may be submitted to the HCC prior to the conclusion of a binding agreement, as
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