Jurisdiction(s):
United Kingdom

Joint Ventures under the EU Merger Regulation: Full‑Function Tests, Turnover Thresholds, Spill‑over Risks, Ancillary Restraints and Simplified Notification

Published by a LexisNexis Competition expert

Practice notes

Joint ventures

Companies often use joint ventures to break into markets and to create new offerings and products. How these arrangements are treated under EU competition law turns on whether a concentration arises and if the EU merger control regime is triggered and applicable. Under the EU merger rules, the notion of joint control means many joint ventures constitute notifiable concentrations by virtue of the concept. Consequently, care must be taken in assessing and addressing them under the EU Merger Regulation (EUMR), including how they should be analysed and dealt with. The EUMR treats as a concentration any case in which one or more enterprises gains control over another enterprise. By their nature, joint ventures involve two or more parent companies either jointly buying an existing business or pooling resources and expertise to set up a new company. Such transactions may produce a deadlock (amounting to de facto joint control) or, far more typically—especially where a new venture is created—contain detailed governance provisions for the joint venture set out in shareholder and joint venture agreements. The vast bulk of concentrations notified under the EUMR due to the acquisition of joint control are joint ventures...

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Web page updated on 21/05/2026

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