A Q&A guide to competition law in France.
The Q&A gives a high level overview of merger control, restrictive agreements and practices, monopolies and abuse of market power, and joint ventures. In particular, it covers relevant triggering events and thresholds, notification requirements, procedures and timetables, third party claims, exclusions and exemptions, penalties for breach, and proposals for reform.
To compare answers across multiple jurisdictions visit the Competition law Country Q&A tool.
This Q&A is part of the PLC multi-jurisdictional guide to competition and cartel leniency. For a full list of jurisdictional Q&As visit www.practicallaw.com/competition-mjg.
For a full list of jurisdictional Cartel Leniency Q&As, which provide a succinct overview of leniency and immunity, the applicable procedure and the regulatory authorities in multiple jurisdictions, visit www.practicallaw.com/leniency-mjg.
The following merger control provisions apply:
Articles L430-1 to L430-10 and Articles R430-2 to R430-10 of the French Commercial Code (FCC). The French Competition Authority (Autorité de la Concurrence) (FCA) (see below, Regulatory authority) implements these provisions, supported by guidelines (see below).
Merger Control Guidelines issued in 2009 that summarise recent French and European merger control practices.
Regulation (EC) 139/2004 on the control of concentrations between undertakings (Merger Regulation).
The FCA is an independent body that regulates competition and economic practices. The FCA can prohibit or authorise mergers, and fine non-complying parties.
The French Minister for Economy can also intervene, in exceptional circumstances.
See box, The regulatory authority.
A concentration arises in the following situations:
Merger. When two or more previously independent undertakings merge.
Acquisition. When one or more undertakings acquire direct or indirect control of the whole or part of one or more other undertakings (whether by the acquisition of securities or assets, by contract or by any other means). Control is constituted by rights, contracts or any other means which confer the ability to exercise decisive influence over an undertaking, in particular by:
ownership or the right to use all or part of an undertaking's assets;
rights or contracts which confer decisive influence on the composition, voting or decisions of the organs of an undertaking.
"Decisive influence" is the power to impose or block the adoption of a strategic decision relating to the running of the undertaking's business. It is not necessary for the influence to be actually exercised: the ability to exercise the influence is sufficient.
Joint venture. Where there is creation of a joint venture performing on a lasting basis all the functions of an autonomous economic entity. A joint venture that is subject to merger control is one that operates on a market by performing the functions that are normally performed by other undertakings present on that market (full-function joint venture). In particular, it must have at its disposal all human and financial resources that are necessary to exercise its activity on a lasting, stand alone basis. This would not be the case for a joint venture that only plays an auxiliary role in relation to the economic activities of its parent companies (for example, if its purpose is limited to research and development, or to manufacturing).
French merger control provisions do not apply if the concentration falls within the scope of the Merger Regulation, unless the European Commission refers the merger to the FCA.
The FCA cannot challenge a concentration more than five years after the concentration is completed (see Question 10).
A concentration falls within the FCA's jurisdiction if both of the following conditions are fulfilled:
The total pre-tax worldwide turnover of all the parties to the concentration is greater than EUR150 million.
The pre-tax turnover generated individually in France by at least of two of the undertakings concerned is greater than EUR50 million.
These thresholds are reduced respectively to EUR75 million and EUR15 million, in the case of a concentration in the retail industry. Lower thresholds also apply for concentrations situated in the French overseas territories.
Turnover is calculated as follows:
Turnover comprises the sum of the turnovers of:
the undertaking concerned;
that undertaking's subsidiaries;
that undertaking's parent companies;
other controlled companies within that undertaking's group;
joint ventures controlled by the undertaking concerned, its subsidiaries, parent companies, or other companies within its group.
Where the concentration consists of an acquisition, the turnover of the transferor is only taken into account up to the level of the turnover of the undertaking(s) to be transferred.
All concentrations that exceed the relevant thresholds (see Question 2, Thresholds) (but which do not fall within the European Commission's jurisdiction) must be notified to the FCA.
All concentrations must be notified to the FCA before they are completed. The parties can notify as soon as they have sufficiently advanced transaction terms, such as a sufficiently developed letter of intent. However, in many cases, transactions are notified when a binding agreement is signed subject to a suitable condition precedent.
It is advisable to pre-notify. In most cases, the draft application must be submitted to the FCA. This enables the FCA to give guidance on issues that it is likely to raise once the application is formally submitted and whether it is likely to require remedies. The FCA is also able to give guidance on whether a transaction meets the conditions for control to be constituted (see Question 2, Triggering events). Pre-notification is made on a confidential basis. (See Question 39.)
In the case of an acquisition, the acquirer must notify.
In the case of a merger or joint venture, all the undertakings must file a joint notification.
The FCA is the relevant authority (see box, The regulatory authority). In certain cases, where the thresholds are not met but there is a prominent competition issue, the FCA can refer the concentration to the European Commission (Article 22, Merger Regulation). The European Commission can also have voluntary jurisdiction, to avoid multiple filings in different EU countries ("one stop shop" procedure).
The FCA has suggested a framework for the preparation of the notification. The notification must be arranged under the following headings:
Description of the concentration.
Description of the undertakings concerned and the groups to which they belong, including a summary of financial information.
Definition of each relevant market and a statement of the market share held by each undertaking and the principal competitors.
If a market concerned is "affected", the parties must provide further information in relation to that market. A market concerned is deemed to be affected if:
two or more of the undertakings concerned carry on activities in the relevant market and their combined market share reaches 25%; or
at least one of the undertakings concerned carries on activities in a market and another of the undertakings concerned carries on activities in another upstream, downstream or connected market (whether or not there exists a client-supplier relationship between these undertakings). This only applies if, in one of these markets, the total share of the undertakings concerned reaches 25%.
A market can also be deemed to be affected if the concentration results in the disappearance of a potential competitor.
The notification must end with a statement that the information provided is correct. This must be signed by or in the name of all the parties who are required to notify.
Four copies of the notification must be supplied, with one electronic copy (PDF). The completed notification should be sent by registered post, requesting acknowledgement of receipt, or hand-delivered during working hours.
There is no filing fee.
Completion of the transaction must be suspended until the FCA's authorisation has been obtained. However, in cases where the parties show there is specific necessity, the notifying parties can ask the FCA to allow the completion of all or part of the transaction before authorisation (for example, in the context of an acquired company under judicial proceedings).
If a concentration is implemented through a purchase or exchange of shares listed on a regulated market, actual implementation occurs when the rights attached to the shares are exercised (FCC). In this case, the voting rights cannot be exercised until the FCA has authorised the transaction. However, in practice, transactions on listed shares are usually signed with the FCA's authorisation as a condition precedent.
Within 25 business days from the date of receipt of a complete notification (this period may be extended if undertakings have been given), the FCA should either:
Decide that the concentration does not fall within its jurisdiction.
Authorise the concentration, possibly making the authorisation conditional on undertakings being given.
Decide to undertake an in-depth investigation (see below, Phase II), if it considers that the concentration may affect competition, despite undertakings which may have been given.
If the FCA does not take any of these decisions within the required time period, it must inform the Minister for Economy. The concentration is deemed authorised if the Minister for Economy does not request a Phase II enquiry within five business days.
The time frame for Phase I is:
Initial time frame: 25 business days.
Additional time if there are undertakings: +15 business days.
"Stop the clock" procedure (requiring a specific reason, for example, to finalise undertakings): +15 business days.
Examination by the Minister for Economy: +5 business days.
Maximum duration: 60 business days.
If the FCA decides to launch an in-depth investigation (Phase II), it has 65 business days to reach a decision. This period may be extended if undertakings have been given. The FCA can consult third parties and may exclude the notifying parties from these consultations. The parties' works council may also be consulted without the parties being present.
At the end of Phase II, the FCA can either:
Prohibit the concentration and, if necessary, order the parties to take appropriate measures to re-establish a sufficient level of competition.
Authorise the concentration and impose either:
appropriate measures to ensure a sufficient level of competition;
an obligation on the parties to make a contribution to economic and social progress to compensate for the adverse effects on competition.
If the FCA does not take any of the above decisions within the required time period, it must notify the Minister for Economy within five days of the expiration of this time period. The concentration is deemed to have been authorised if the Minister for Economy does not prohibit the concentration within 25 business days of the FCA's notification.
The Minister for Economy can only reverse an FCA decision for public interest reasons, such as the promotion of industrial development or the protection of jobs. The decision to reverse must be reasoned and can be conditional on the parties taking appropriate measures.
The time frame for Phase II is:
Initial timeframe: 65 business days.
Additional time if there are undertakings: +20 business days. This applies if the undertakings are presented within the first 20 working days of the initial period of 65 working days. Otherwise this initial period ends 20 working days from the receipt of the undertakings.
"Stop the clock" procedure: +20 business days.
Examination by the Minister for Economy: +25 business days.
Maximum duration: 130 business days.
The simplified merger control procedure, in place since 2011, applies to limited cases where the national thresholds are met but there is no risk for competition. For example, this may be the case where an acquirer is not present on the same markets or connected markets than the target (in particular, it applies to investment funds). In this case, the notification file is simplified (less financial information is required) and the FCA takes in average 15 days to process the file and authorise the transaction.
For an overview of the notification process, see flowchart, France: merger notifications (www.practicallaw.com/3-504-5110).
See below, Procedural stage.
Notification. The FCA publishes a short information release on its website, within five business days after the receipt of a notification. The information release contains the:
Names of the undertakings and their groups.
Nature of the concentration.
Economic sectors involved.
Period during which interested third parties will be invited to comment.
Non-confidential summary of the concentration prepared by the parties.
Each of the undertakings involved in the concentration must convene a meeting of their works council within three days of the date of publication of the FCA press release informing the public that it has received the notification. The works council may appoint an expert, who is given access to the records of all the undertakings involved in the concentration. The works council then holds a second meeting, to consider the results of the expert's investigations.
This obligation applies in parallel with the continuing obligation to inform and consult the works council in the event of a change in the economic or legal organisation of an undertaking (in particular in the event of a merger or sale of a business), unless the concentration is implemented by way of a public takeover bid or share exchange.
Decision. The FCA publishes its summary decision on its website, within five business days of its decision. The Ministry for Economy publishes its summary decision on its website.
Except in the case of tacit approval, the FCA's full decision is published at a later stage on its website. Behavioural undertakings are also published with the decision.
The Minister for Economy's full decision is published in the Official Bulletin of Competition, Consumer Affairs and Fraud Repression (Bulletin Officiel de la Concurrence, de la Consommation et de la Répression des Fraudes).
When publishing the full decision, the FCA and the Minister for Economy must take account of the notifying parties' legitimate interest that their business secrets should not be divulged.
On receipt of the decision of the FCA or the Minister for Economy, the parties have 15 business days to let the FCA or Minister for Economy know what information should remain confidential.
Companies that operate in sectors in which a merger is envisaged are strongly advised to provide all information and comments relating to risks to competition that the operation could entail (FCA guidelines).
However, third parties cannot claim any right to (FCA guidelines):
Have their observations included in the FCA's analyses.
Obtain certain remedies or certain types of decisions.
Third parties do not have any particular rights of access to the notification documents. Public information can be accessed on the FCA website (see Question 5), including any unpublished information that the FCA deems necessary to communicate in the context of its enquiry.
Third parties can communicate their observations to the FCA once they are aware that a concentration is due to take place. Customers, competitors or suppliers may be consulted and asked to respond to a questionnaire.
Third parties can request confidentiality and business secrecy protections.
The decision to authorise the transaction focuses on whether:
The concentration would have a negative effect on or undermine competition in the relevant markets, particularly by the creation or re-enforcement of a dominant position or bargaining power.
The negative effects would be outweighed by the positive effect that the concentration would have on the economy.
To remedy the anti-competitive effects of a transaction, the parties can propose remedies, in the notification itself and during Phase I and/or Phase II. The FCA can also issue an injunction that makes the authorisation of the concentration conditional on remedies being put in place.
The FCA gives priority to structural remedies (that is, divestitures of activities or certain assets to an appropriate buyer that are likely to enhance competition). These remedies can be accompanied by behavioural measures that are intended to regulate the behaviour of the parties after the completion of the transaction.
When authorisation is conditional on remedies, the FCA will appoint an independent party to monitor the actual implementation of the remedies.
Failure to notify. If the parties fail to notify, the FCA can either:
Oblige them to notify.
"Unwind" the merger and return to the situation pre-merger.
The FCA can impose a daily fine on the parties, which cannot exceed 5% of the parties' daily turnover.
Failure to notify correctly. If the parties fail to notify correctly (that is, the notification omits certain information or contains inaccurate information), the FCA can impose a fine of up to:
5% of the pre-tax turnover generated in France by the notifying parties.
In the event of an acquisition, an additional 5% of the turnover of the party to be acquired.
See above, Failure to notify correctly.
Parties that fail to observe a decision of the FCA may be liable to a daily fine, which cannot exceed 5% of the parties' daily turnover.
Failure to comply with an injunction, an order or an undertaking within the required time frame may ultimately lead to the withdrawal of the authorisation. If the parties do not return to the situation that existed before the concentration (which is almost always impossible), they must re-notify the concentration within one month of the withdrawal of the authorisation. On 21 September 2011, the FCA withdrew an authorisation to the Canal + group of companies for the acquisition of TPS, for failure to comply with its remedies, obliging Canal + to re-notify within one month.
This administrative fine only applies to the companies that are parties to the concentration.
All decisions of the FCA or the Minister for Economy can be challenged before the courts within two months of the notification of the decision to the parties.
Appeals are made to the Administrative Supreme Court (Conseil d'Etat).
The parties can also request interim measures such as a suspension of the effects of the FCA's decision.
The FCA cannot challenge a concentration more than five years after the concentration is completed.
Any interested third party (that is, a party who can establish that it is affected by the FCA's decision) can appeal in the same way as the parties to the concentration (see above, Rights of appeal and procedure). However, the two-month deadline for the appeal starts from the date of publication of the decision on the FCA's website or the Ministry for Economy's website.
The FCA reviews all restrictive provisions of a transaction. These are automatically cleared by its authorisation of the concentration, provided that they are considered as directly related and necessary (that is, the concentration could not be implemented without those restrictive provisions). If this condition is not satisfied, restrictive provisions are not cleared and can be examined in the light of anti-competitive agreements.
Although the FCA is not bound by the Merger Regulation, the FCA's published guidelines provide that it will use the Merger Regulation's provisions on ancillary restraints as a guide.
The following industries have provisions specific to them:
Retail. Specific thresholds apply for the retail industry (see Question 2, Thresholds).
Radio and television, and banking and insurance. The FCA must consult the relevant French regulatory authorities during a Phase II investigation.
Newspapers. A single individual cannot own, directly or indirectly, daily newspapers whose circulation exceeds 30% of the daily newspaper market.
Restrictive agreements and practices are prohibited, if their purpose is to prevent, restrict or distort competition in a relevant market (or if the agreements or practices could have such an effect) (Article L420-1 and following, FCC). This prohibition can result in an administrative fine, criminal liability and civil damages.
This prohibition applies in particular to written or tacit agreements, and concerted practices, which:
Restrict access to a market or other undertakings' freedom to compete.
Prevent the determination of prices through market self-regulation by influencing variations in these prices.
Restrict or control production, sales, investment or technical progress.
Partition markets or sources of supply.
The FCA has overall jurisdiction over the regulation of restrictive agreements and practices. However, the Ministry for Economy has parallel jurisdiction over local restrictive agreements and practices that are below certain thresholds.
Criminal, civil and administrative courts can enforce the FCC's provisions. However, unlike the FCA or the Ministry for Economy, they cannot impose administrative fines (but only, mainly, criminal penalties or damages).
The FCC also prohibits a number of unilateral restrictive practices (Article L442-6, FCC), such as engaging in fictitious commercial co-operation and imposing unjustified terms and conditions. These do not fall within the FCA's jurisdiction, but within the civil courts' jurisdiction (with possible intervention of the Ministry for Economy).
These regulations apply to agreements (written or oral) and to informal practices, provided that these agreements or practices are the result of a wilful intent to distort competition.
The prohibition on a restrictive agreement or practice can be lifted if the agreement or practice either (Article L420-4, FCC):
Results from a legal requirement.
Contributes to economic progress, provides substantial benefits to consumers and does not give the undertakings concerned the ability to eliminate competition. This exemption is not widely used in France as it requires an in-depth analysis of the conditions to be met.
The FCA uses the EU Block Exemption Regulations as a guideline for determining whether there is a prohibited restrictive agreement or practice.
The FCC provides for a de minimis rule. The prohibition of an agreement or practice does not apply if the aggregate market share of the undertakings that are party to the restrictive agreement or practice does not exceed either:
10% for any affected market in which the parties are actual or potential competitors.
15% for any affected market in which the parties are not actual or potential competitors.
However, the de minimis rule does not apply if the restrictive agreement or practice is in the context of a public tender process or if it contains a hardcore restriction. Article L464-6-2 of the FCC contains a non-exhaustive list of hardcore restrictions, such as price fixing, partition of the market or restrictions on passive sales.
The FCA cannot act in relation to facts that are more than five years old if no investigation has been instigated during that five-year period (FCC). The FCA can no longer act at all on a restrictive agreement or practice if the facts investigated are more than ten years old.
The statute of limitation is three years for criminal proceeding and five years for civil proceedings.
An investigation of the European Commission or another member state will also suspend the statute of limitation.
No notification is required. The parties are responsible for determining whether the restrictive agreement or practice is prohibited, is exempted or falls under the de minimis rule.
The FCA can start an investigation at the request of the Minister for Economy or on its own initiative, if either:
A complaint of a third party is not sufficiently supported by evidence to trigger an investigation but nevertheless requires further enquiries.
A complaint of a third party reveals competition issues in a different market than the one that the complaint concerns.
It considers that it is in the general interest to start an investigation despite the absence of a complaint.
The Ministry for Economy can also start an inquiry on its own initiative, provided that both:
The investigation concerns local businesses below certain thresholds.
It that informs the FCA and the FCA decides not to pursue this matter itself.
Third parties (companies or professional organisations, or individuals) can instigate an investigation by lodging a complaint with the FCA or the Ministry of Economy's Directorate General for Competition, Consumers and the Prevention of Fraud (DGCCRF).
A complaint to the FCA must follow formal rules and contain, as a minimum:
A reference to the legal provision that forms the basis of the complaint.
A description of the facts revealing the restrictive agreement or practice.
Identification of the parties involved.
If the FCA rejects a complaint, the decision can be appealed before the Paris Court of Appeal.
The complainant and the other parties involved cannot make any representation during the FCA's initial inquiry. Once the FCA gives notice to the complainant and the other parties involved of the conclusions of its inquiry (griefs), the parties have two months to consult the file and respond to the FCA's conclusions.
The complainant and the other parties involved can access the file only after the FCA has given them notice of its conclusions.
The complainant and the other parties involved do not have a right to be heard, although the FCA can hear them during the initial inquiry. All oral depositions must be followed by a written transcript signed by the person heard.
The complainant and the other parties involved can also be heard at their request during the FCA's deliberations (decision stage).
There is no timetable for an investigation. On average, investigations last about two years, but complicated cases last considerably longer.
The stages of the investigation are:
The FCA examines the complaint (if any) and decides whether to pursue the investigation.
The FCA makes its investigation.
The FCA notifies its conclusions. If the FCA concludes that there is no restrictive agreement or practice, it will call for the investigation to be dropped. If the FCA finds that there is a restrictive agreement or practice, it will notify its findings (griefs).
The interested parties have two months to consult the file and present observations.
The FCA then issues a report containing an analysis of the facts and the restrictive agreement or practice.
The interested parties then have a further two months to produce a response.
The FCA then convenes to deliberate in private (but interested parties can be present) and take a decision (that is, sanction or dismiss the case, or suspend its decision pending further investigations).
The FCA's decision can be appealed before the Paris Court of Appeal within one month (although a decision to suspend cannot be appealed).
The FCA can also use a simplified procedure which does not require the FCA to issue a report (see above).
The FCA's decision is published on its website. However, the procedure before reaching a decision is not publicised and is kept confidential. It is a criminal offence to breach an investigation's confidentiality.
No information is automatically kept confidential.
An investigated party can request confidential treatment of sensitive trade or business information, provided that the non-disclosure of this confidential information does not weaken the defence rights of the other investigated parties. If the FCA decides to grant confidential treatment, it provides the other investigated parties with a redacted version of the information and a summary of the evidence produced by the investigated party.
Only authorised public servants from the Ministry for Economy and authorised public servants of the FCA can investigate restrictive agreements or practices. Investigative powers vary according to the type of investigations carried out:
Simple investigation (without court supervision). Investigators can only:
enter premises, land and vehicles used professionally;
request books, invoices or any other professional documents;
make copies of these documents;
obtain further information and explanations from employees at their workplace.
Investigation under court supervision. These investigations are only possible if they have been instigated by the Minister for Economy or by the rapporteur general of the FCA. They must be authorised by an order of the judge (juge des libertés et de la detention).
The investigators have extended powers. They can search, seal and seize documents and hardware (for example, hard drives and CD Roms) at professional and private premises. Any "dawn raids" must start between 6am and 9pm (they can continue after 9pm), and must be conducted in the presence of police. Legal counsel can assist their clients during a dawn raid.
Investigators must record in minutes all the steps taken during the investigation and list all documents and hardware seized. These minutes must be signed by the investigators, the police and the investigated party's representative.
The FCA can accept commitments from investigated parties to end restrictive agreements or practices. An acceptance binds the committing parties.
On 2 March 2009, the FCA published guidelines that set out its practice regarding its decisions relating to commitments. The FCA will not accept commitments in the case of serious infringements that damage the economy. This is particularly the case for cartels. The FCA usually accepts commitments if the competition issues can be remedied easily (for example, in the case of unilateral or vertical practices which aim to restrict access to the market).
The FCA first forms its preliminary views on the restrictive agreement or practice and communicates this to the investigated parties. The investigated parties must then indicate if they wish to present commitments and the FCA gives them at least one month to do so. The FCA conducts a market test to verify that the commitments are sufficient and necessary to remedy the infringement.
The FCA can order the parties to either:
Cease the restrictive agreement or practice.
Change the restrictive agreement or practice by amending the agreement.
The FCA can impose a daily fine until the parties comply with its order.
The FCA can fine any investigated party a maximum of 10% of its highest annual worldwide pre-tax turnover since the financial year preceding that during which the prohibited practice took place. If the investigated party is not a company, the fine is limited to EUR3 million. If the FCA uses the simplified investigation procedure, the fine is limited to a maximum of EUR750,000.
On 16 May 2011, the FCA published a notice on the method used to calculate fines (Notice on the Setting of Financial Penalties).
Individuals who take an active part in a prohibited restrictive agreement or practice can incur criminal liability. The following penalties apply:
Up to four years' imprisonment.
A fine of up to EUR75,000.
A fine can be reduced or extinguished if the information provided to the FCA by a party helped establish both the:
Existence of the restrictive agreement or practice.
Identity of the participants.
On 2 March 2009, the FCA published guidelines relating to its leniency programme (Procedural notice relating to the French Leniency Programme issued on 2 March 2009).
Agreements or contractual provisions that are held to be restrictive are void. The FCA does not have jurisdiction on this aspect. The parties can raise issues relating to the nullity of the agreement or the specific provision before the commercial court, as the FCA does not have jurisdiction over this matter. In practice, the entire agreement is void if the restrictive provision is essential to the agreement as a whole.
Third parties can claim damages due to a competition law infringement. Claims are based on general tort or contract law, depending on the facts.
A judicial action for damages based on a restrictive agreement or practice must be brought before one of the eight civil or commercial courts that have specific jurisdiction over these matters.
Class actions do not exist under French law. The present government intends to introduce them in 2013. However, it is possible for victims of anti-competitive practices to bring legal action through consumer protection associations. In this case, damages are not paid to individual consumers but to the associations.
The investigated parties or the Minister for Economy can appeal an FCA decision before the Paris Court of Appeal, within a month of the notification of the decision. The appeal does not suspend the effect of the decision unless the first president of the Court of Appeal decides that it does.
The investigated parties can appeal interim measures decided by the FCA before the Paris Court of Appeal, within ten days of the notification of the measures. The Paris Court of Appeal has one month to rule on the appeal.
The investigated parties, the president of the FCA or the Minister for Economy can appeal a decision of the Paris Court of Appeal before the French Supreme Court, within one month of the notification of the decision.
Third parties cannot appeal against the FCA's decisions.
Article L420-2 of the FCC regulates monopolies and abuses of market power. It prohibits both:
Abusive exploitation of a dominant position by one or more undertakings.
Abuse of economic dependency of a client or a supplier.
Article L420-5 of the FCC also prohibits abusively low prices that evict competitors from the market or prevent access to the market.
The FCA has (non-exclusive) jurisdiction over these matters.
French law does not define the concept of dominance. The method for determining dominance is very similar to that used at EU level. It involves a determination of the relevant market and the market shares of competitors, and other factors that cause dominance, for example entry barriers.
The following types of behaviour are abusive (FCC):
Refusal to sell.
Discrimination in applying conditions of sale.
Termination of a commercial relationship because the other party does not accept unjustified conditions.
In theory, abuses of dominant position can be exempted on an individual basis (see Question 15). In practice, this is extremely rare as an abuse is, by definition, difficult to justify.
It is not possible to notify.
See Question 22.
See Question 24.
See Question 25.
There are no material differences between the powers of the FCA and courts in relation to cases dealt with under Article 101 and/or Article 102 of the TFEU, and those dealt with only under national law.
Joint ventures are specifically analysed under the merger control rules (see Question 2).
The FCA must co-operate with the European Commission and other EU national competition authorities in Europe.
The FCA has published draft Guidelines on Merger Control on 22 February 2013. These guidelines should be finalised during the second semester of 2013, after the consultation process has ended. These guidelines are an update of the 2009 Guidelines on Merger Control (see Question 1, Regulatory framework). The draft Guidelines further highlight the importance of pre-notification (see Question 3, Formal/informal guidance), and clarify the applicable conditions to be eligible for a simplified merger control procedure (see Question 4, Simplified procedure) and the methods used to analyse effect on competition of the relevant transactions.
Description. The FCA website is the main official website in relation to French competition law matters. It contains links to other official websites, which contain more limited information on French competition law. There is no other public website strictly dedicated to French competition law. The FCA website contains limited material available in English (unofficial translations with no legal value).
Description. The official website of the DGCCRF, where the latter publishes decisions taken in respect of local restrictive agreements and practices (since the beginning of 2013). The website is in French only, with no material being available in English.
Head. Bruno Lasserre
Contact details. 11, rue de l'Echelle
T +33 1 55 04 00 00
F +33 1 55 04 00 22
Outline structure. The FCA's structure can be viewed on its website (www.autoritedelaconcurrence.fr/user/standard.php?id_rub=13).
Responsibilities. The FCA is responsible for enforcing rules relating to merger control, restrictive agreements and practices, and abuse of dominant position.
Procedure for obtaining documents. Documents are available on the FCA's website.
Hughes Hubbard & Reed LLP
Professional qualifications. France, Bar Admission
Areas of practice. Anti-trust and competition; corporate and business transactions; corporate governance; corporate law; franchising and distribution; joint ventures; mergers and acquisitions.
Languages. French, English
Professional associations/memberships. International Bar Association; New York University Law School Alumni Association; Association Française d' Etude de la Concurrence (AFEC)
Hughes Hubbard & Reed LLP
Professional qualifications. France, Bar Admission
Areas of practice. Anti-trust and competition; corporate and business transactions; corporate governance; corporate law; franchising and distribution; joint ventures; mergers and acquisitions.
Languages. French, English
Professional associations/memberships. Association Française d' Etude de la Concurrence (AFEC).