The legal treatment of cooperative joint ventures under EU competition law
The legal treatment of cooperative joint ventures under EU competition law

The following Competition guidance note provides comprehensive and up to date legal information covering:

  • The legal treatment of cooperative joint ventures under EU competition law
  • Concentrative or cooperative?
  • Cooperative joint ventures
  • Framework for assessing cooperative joint ventures
  • Analysing joint venture’s under Article 101(1) TFEU
  • Article 101(3) TFEU—exempting joint ventures
  • Non-venture activity
  • Cooperative joint venture checklist

A joint venture is a commercial arrangement whereby two or more independent companies combine or pool their resources, assets or business units in order to develop a business or achieve a specific task (normally for a finite period of time). The rationale underpinning joint venture activity is that more can be achieved through cooperation (for example, with a vertically positioned trading partner or a horizontally aligned competitor) than can be achieved alone.

There is no specific legal definition of a joint venture under EU law. Joint ventures can range from merger-like activity involving the creation of a jointly controlled company (complete with its own assets, infrastructure, management and customers) to cooperative activity of a non-structural nature. Activity may, at one extreme, entail loose and clearly benign forms of cooperation (ie limited to particular functions or activities such as research and development or purchasing) to very deep forms of cooperation at the other (ie where the parties coordinate with competitors in sensitive areas such as price and output—dangerously close in form to cartels).

Concentrative or cooperative?

The degree of structural change (or integration) and form and intensity of cooperation will have legal and procedural implications for how such joint activity is assessed under EU competition law (see EU merger rules—joint ventures). A fundamental issue in the analysis of