Greek merger control is governed principally by Law 3959/2011 on the Protection of Free Competition (the “Competition Act”), as amended, together with Hellenic Competition Commission (“HCC”) decisions governing the notification form and procedure. The HCC is the independent administrative authority responsible for applying the regime.

A transaction constitutes a concentration when it produces a lasting change of control, including through a merger, acquisition of sole or joint control, or creation of a full-function joint venture. Notification is mandatory when: (i) the parties’ combined worldwide turnover is at least €150 million; and (ii) each of at least two undertakings concerned achieved turnover exceeding €15 million in Greece in the preceding financial year. Minority acquisitions are therefore not notifiable unless they confer control or decisive influence.

A notifiable concentration must be notified after the relevant agreement, public bid or acquisition of control and before implementation. Following amendments effective from 28 November 2025, the Act no longer imposes a fixed number-of-days filing deadline; however, the standstill obligation remains strict. Closing before clearance—or implementing an unnotified concentration—is prohibited, subject to limited exceptions and an HCC derogation to prevent serious loss. Failure to notify and gun-jumping may each attract fines from €30,000 up to 10% of aggregate turnover. A distinctive procedural requirement is that the notifying parties must, at their own expense, publish notice of the filing in a nationwide daily financial newspaper (see the filingtiming and publicity sections below).

The HCC applies a significant-impediment-to-effective-competition test, particularly when a concentration creates or strengthens dominance. Phase I normally lasts one month from a complete notification. If an in-depth investigation is opened, the HCC must normally decide within 90 days of opening; the period may reach 105 days when late commitments are accepted. Statutory periods may be stopped or restarted if the filing is incomplete, incorrect or misleading.

Concentrations with an EU dimension are notified to the European Commission, rather than the HCC, under the EU Merger Regulation. Cases may be transferred between the Commission and Greece through Articles 4(4), 4(5), 9 and 22 EUMR. A transaction below both the EUMR and Greek thresholds may still reach the Commission, if it must be notified in another Member State which validly requests referral.

Notification under the Greek merger control regime is compulsory, when the transaction:

a) constitutes a concentration within Article 5 of Law 3959/2011—namely, a merger, an acquisition of sole or joint control, or the creation of a full-function joint venture; and

b) satisfies both of the following turnover thresholds: the combined aggregate worldwide turnover of all undertakings concerned exceeds €150 million; and each of at least two undertakings concerned achieves turnover exceeding €15 million in Greece.

The thresholds are cumulative and are calculated by reference to the financial year preceding the concentration.

Lower thresholds apply to concentrations involving informative media undertakings: combined aggregate worldwide turnover of at least €50 million, and Greek turnover of at least €5 million for each of at least two undertakings concerned.

When the applicable thresholds are met, the concentration must be notified to the Hellenic Competition Commission (“HCC”) and may not be implemented before clearance (suspension/ standstill obligation).

There is no voluntary notification or clearance procedure for transactions falling below the applicable thresholds. The parties may nevertheless engage in voluntary, informal pre-notification contacts with the HCC when there is uncertainty regarding jurisdiction, control or the calculation of turnover.

A transaction having an EU dimension is generally notified to the European Commission rather than the HCC, subject to the referral mechanisms under the EU Merger Regulation.

Suspension/standstill obligation

Article 9(1) of Law 3959/2011 imposes a strict standstill obligation. A notifiable concentration may not be implemented, either wholly or partially, until the Hellenic Competition Commission (“HCC”) has issued the relevant clearance decision or the applicable statutory review period has expired without a prohibition decision. The prohibition also applies to concentrations that should have been, but were not, notified.

Accordingly, the parties may sign the transaction documents, including agreements containing clearance conditions precedent, but may not transfer shares or assets conferring control, merge their businesses, exercise decisive influence over the target, or otherwise implement the concentration before clearance. The parties must continue to operate as independent undertakings and should avoid premature integration, including the transfer of strategic decision-making powers or competitively sensitive information outside appropriately controlled arrangements.

Public bids and stock-exchange transactions

Article 9(2) contains a specific exception for: a) public bids to purchase or exchange securities; and b) acquisitions of control through a series of stock-exchange transactions.

Such acquisitions may proceed before clearance, provided that the transaction is notified to the HCC in accordance with Article 6(1) and the acquirer does not exercise the voting rights attached to the securities. Voting rights may be exercised only to preserve the full value of the investment and only pursuant to specific authorization from the HCC. Thus, the securities may be acquired, but the acquirer may not exercise control pending clearance.

Following the amendment of Article 6(1) by Law 5255/2025, there is no longer a separate 30-day filing deadline; the transaction must instead be notified before implementation.

Carve-outs and trustees

Greek law does not expressly recognize a general right to close a global transaction while carving out the Greek business. A genuine arrangement under which the purchaser obtains no direct or indirect control over the Greek assets or entities until clearance may be arguable on the particular facts. However, there is no statutory safe harbor, and transferring the Greek business to a trustee does not automatically resolve the issue, particularly if the purchaser obtains economic benefits, influence or rights capable of conferring control.

The HCC has previously treated a carve-out arrangement as insufficient to prevent an infringement of the standstill obligation in SNIA/Centerpulse, Decision 243/III/2003. Consequently, a proposed carve-out should be discussed with the HCC in advance and, when appropriate, made subject to a formal derogation.

Derogation

Under Article 9(3), the HCC may, upon application, grant a derogation if this is necessary to prevent serious damage to one or more undertakings concerned or to a third party. In deciding, the HCC must also consider the threat that the concentration poses to competition. A derogation may be subject to conditions and obligations designed to preserve effective competition and ensure that an eventual prohibition decision remains capable of being implemented. It may be requested before or after notification, although advance application is strongly advisable.

Derogations are exceptional and are unlikely to be granted merely because delayed closing would cause commercial inconvenience or transaction costs. Prospects are materially better when the applicant demonstrates specific, imminent and serious harm, limited competition concerns and effective safeguards. The HCC has, for example, granted derogations in Pyrsos/Prometheus Gas, Decision 804/2022, to prevent serious harm to the target and third parties, and in GEK TERNA/Attiki Odos, Decision 859/2024, with regard to consumer-welfare and public-interest considerations.

Greek merger control applies to transactions which constitute a concentration within Article 5 of Law 3959/2011 and meet the applicable turnover thresholds. A concentration arises when there is a lasting change of control resulting from:

• the merger, by any means, of two or more previously independent undertakings or parts of undertakings;
• the acquisition of direct or indirect control over the whole or part of one or more undertakings, whether through the purchase of shares or assets, by contract or by any other means; or
• the creation of a full-function joint venture, namely a joint venture that performs, on a lasting basis, all the functions of an autonomous economic entity.

Test for control

There is no formal minimum shareholding threshold. Control exists when rights, contracts or other means—considered separately or together and having regard to the relevant factual and legal circumstances—confer the possibility of exercising decisive influence over an undertaking. This may arise, in particular, through ownership or the right to use all or part of an undertaking’s assets; or rights or contractual arrangements conferring decisive influence over the composition, voting or decisions of its corporate bodies.

Control may be sole or joint, and may exist on a de jure or de facto basis. Consequently, a minority shareholding may confer sole control when, for example, the remaining shares are widely dispersed and the minority shareholder is likely to command a stable majority at shareholders’ meetings. Joint control exists, when two or more persons or undertakings must agree on the target’s strategic commercial decisions. Veto rights concerning matters such as the business plan, budget, senior management or major investments may confer joint control, whereas ordinary minority-protection rights generally do not. The HCC interprets these concepts consistently with the European Commission’s Consolidated Jurisdictional Notice.

Acquisitions of minority interests that do not confer decisive influence are not concentrations and are not notifiable under the merger control provisions. Similarly, a joint venture that is not fullfunction is not notifiable as a concentration, although its establishment or operation may be examined under Article 1 of Law 3959/2011 and, where applicable, Article 101 TFEU.

Intra-group transactions

Transactions between undertakings already forming part of the same economic unit are generally not concentrations, because they do not produce a lasting change in ultimate control. Accordingly, internal transfers of shares or assets, mergers between subsidiaries under the same controlling parent, and transfers between a parent and its controlled subsidiary are normally neither notifiable nor reviewable under the merger control provisions.

A transaction within a broader corporate group may nevertheless constitute a concentration when it changes the quality or identity of control—for example, a change from sole to joint control, from joint to sole control, or a change in the controlling shareholders. Whether undertakings were genuinely under common control before the transaction is determined by their substantive economic and governance relationships, rather than merely by separate legal personality, family links or group labelling.

An acquisition of less than 50% of the voting rights is notifiable under Greek merger control rules when it results in the acquisition of sole or joint control on a lasting basis and the applicable turnover thresholds are met. Control is assessed by reference to the possibility of exercising decisive influence, consistently with the EU Merger Regulation and the European Commission’s Consolidated Jurisdictional Notice. A purely financial minority investment that does not confer decisive influence is not notifiable or independently reviewable under the merger-control provisions of Law 3959/2011.

No percentage safe harbor

There is no statutory shareholding percentage below which control can safely be excluded. In the absence of special voting rights, shareholder agreements, board-appointment rights, economic dependence or other structural links, a small minority interest would not normally confer control. Nevertheless, the assessment is qualitative and fact-specific; even a comparatively small shareholding could confer control if accompanied by sufficiently strong governance rights.

No reliable numerical “lowest shareholding” can be identified from published Greek HCC practice. In the principal minority-control precedent, SAIGA/Skroutz, HCC Decision 714/2020, the HCC found that SAIGA would become the largest minority shareholder and acquire negative sole control, because it alone could veto strategic commercial decisions. However, the precise percentage acquired is redacted from the public decision.

Veto rights

Minority veto rights may confer control when they relate to decisions essential to the target’s strategic commercial conduct. Relevant matters include:

• approval of the budget;
• approval of the business plan;
• appointment or removal of senior management or material influence over the composition of the board; and
• approval of major investments or other decisions determining the target’s commercial strategy.

Budget and senior-management rights are regarded as particularly significant. The rights must go beyond customary protections afforded to minority investors, such as protection against dilution, amendments adversely affecting the minority’s class rights, liquidation or exceptional changes to the company’s capital. The significance of investment thresholds and other reserved matters must be assessed in the context of the target’s normal business and financial position.

De facto control

A minority shareholder may acquire de facto sole control when, having regard to the dispersion of the remaining shares, historic attendance and voting patterns and other shareholders’ likely behavior, it can obtain a stable majority of votes cast at shareholders’ meetings. Percentage ownership alone is insufficient. In Decision 857/2024, the HCC examined whether Piraeus Bank had previously acquired de facto control over MIG through its minority position, but found that control had not been established, notably because the bank lacked the ability to appoint all or a majority of MIG’s board and had not pursued strategic management of MIG.

Minority shareholders may also exercise joint control when they are bound to vote together or, exceptionally, when strong and durable common interests make it sufficiently certain that they will act together on strategic matters. Mere parallel interests or the possibility of shifting alliances is insufficient; the HCC examines voting arrangements, economic interdependence, family or contractual links and the stability of the alleged coalition.

Greece does not require notification of minority interests falling short of decisive influence in the EUMR sense. There is no separate national regime for reviewing non-controlling minority shareholdings under Law 3959/2011.

General thresholds

Subject to the EU Merger Regulation, a concentration must be notified to the Hellenic Competition Commission (“HCC”) when both of the following cumulative thresholds are met: the combined aggregate worldwide turnover of all undertakings concerned is at least €150 million; and each of at least two undertakings concerned has aggregate turnover exceeding €15 million in Greece.

There are no general asset-value or market-share jurisdictional thresholds. Notification may therefore be required regardless of whether the parties have horizontally overlapping or vertically related activities in Greece.

Parties taken into account

The undertakings concerned are determined according to the nature of the transaction:

• in a merger, the merging undertakings;
• in an acquisition of sole control, the acquirer and the target;
• in an acquisition of joint control over an existing undertaking, the undertakings acquiring joint control and the existing target; and
• in the creation of a new full-function joint venture, the jointly controlling parent companies.

In an acquisition, the seller is generally not an undertaking concerned, and its turnover unrelated to the target is not counted. The seller is taken into account when it retains joint control following the transaction. When only part of an undertaking is acquired, only the turnover attributable to the transferred business is counted on the target side. Two or more acquisitions of parts between the same persons or undertakings within two years are treated as a single concentration occurring on the date of the latest transaction.

Can one party alone satisfy the thresholds?

The combined worldwide threshold could, as a matter of arithmetic, be reached principally or entirely through one party. However, the overall jurisdictional test cannot be satisfied by one undertaking alone, because at least two undertakings concerned must each exceed €15 million turnover in Greece.

It does not matter which two undertakings concerned satisfy the Greek turnover limb. Consequently:

• in an ordinary acquisition of sole control involving one acquirer and one target, both the acquirer and target must exceed €15 million in Greece;
• in a joint acquisition by two or more acquirers, the Greek turnover threshold could be met by two acquirers even when the target has no Greek turnover; and
• for a newly created full-function joint venture, the thresholds are assessed by reference to the parent companies. The joint venture itself need not have existing or planned sales in Greece.

The regime may therefore apply to certain joint ventures or joint acquisitions notwithstanding the absence of Greek sales by the JV or target.

Scope and calculation of turnover

The €150 million threshold is worldwide, while the individual €15 million thresholds are Greek national turnover thresholds. Turnover is based on the most recent completed financial year and comprises revenue from the sale of products and provision of services forming part of the undertaking’s ordinary activities, after deducting sales rebates, VAT and other taxes directly related to turnover.

The calculation is not confined to the products or services in the relevant market. It includes the undertaking’s ordinary turnover across all activities and markets falling within the relevant geographic limb. Intra-group sales are excluded.

Turnover is calculated at group level. It includes the undertaking concerned, and undertakings connected to it through, most notably, a majority of capital or voting rights, the power to appoint or remove the majority of the governing body, or the right to manage its affairs.

Local presence

No Greek subsidiary, assets or physical establishment is generally required. The necessary local nexus is ordinarily supplied by turnover generated in the Greek market by at least two undertakings concerned.

Special allocation rules apply to financial sectors: for credit institutions and other financial organizations, turnover is replaced by specified categories of income generated by a branch or division established in Greece; and for insurance undertakings, turnover is based on gross premiums paid by persons domiciled or established in Greece.

Sector-specific thresholds

Lower thresholds apply to concentrations involving media undertakings under Law 3592/2007: combined aggregate worldwide turnover of at least €50 million; and turnover exceeding €5 million in Greece for each of at least two undertakings concerned.

The media legislation also establishes specific market-share presumptions relevant to the substantive assessment. Those market-share figures are not separate jurisdictional filing thresholds.

Banks, financial institutions and insurers are subject to special turnover-calculation methodologies, but not different monetary notification thresholds under Law 3959/2011.

Adjustment of thresholds

The thresholds are not automatically updated. Following the 2025 amendments, the Ministers of National Economy and Finance and Development may, after public consultation, modify the thresholds and criteria and may establish different thresholds for particular economic sectors. Such decisions must be based on statistical information collected by the HCC following marketmapping exercises conducted every three years.

The Greek jurisdictional thresholds are expressed as fixed amounts in euros and are not linked to another variable, such as the statutory minimum wage. There are no general asset-value or marketshare thresholds.

Relevant period and calculation of turnover

Under Article 10 of Law 3959/2011, turnover is calculated by reference to the financial year preceding the concentration. It comprises amounts derived from the sale of products and provision of services falling within the undertaking’s ordinary activities, after deducting:

• sales rebates and other lawful discounts;
• value added tax; and
• other taxes directly related to turnover.

The calculation is based on revenue rather than profit and is not limited to turnover generated in the relevant product markets affected by the transaction. Intra-group transactions between undertakings whose turnover is aggregated are excluded.

Turnover is calculated at group level. The turnover of the undertaking concerned is aggregated with that of undertakings which it directly or indirectly controls, which control it, which are controlled by its controlling undertaking, and which are jointly controlled by relevant group undertakings. The relevant statutory links include:

• ownership of more than 50% of the capital or assets;
• a majority of voting rights;
• the power to appoint or remove a majority of the governing body; or
• the right to manage the undertaking’s affairs.

When the undertakings concerned jointly control another undertaking, sales between that joint undertaking and the relevant groups are excluded. Its sales to third parties are divided equally among the undertakings concerned.

When only part of an undertaking is acquired, only the turnover attributable to the transferred business is counted on the target side. However, acquisitions of parts of undertakings between the same persons or undertakings within a two-year period are treated as a single concentration occurring on the date of the last transaction.

Geographic allocation

Article 10 does not contain a detailed general allocation rule for ordinary sales of goods and services. In practice, and consistently with the approach under the EU Merger Regulation, turnover is normally allocated according to the location of the customer at the time of the transaction, since that is generally when competition with alternative suppliers takes place.

Accordingly, sales made from another country to customers located in Greece generally constitute

Greek turnover; and sales or exports from an establishment in Greece to customers located outside Greece generally do not constitute Greek turnover merely because the supplier or production facility is located in Greece.

The billing address, place of delivery and customer location will frequently coincide. When they differ, the location at which the customer procured the relevant goods or services and competition took place is normally decisive. Special considerations may apply to particular services, including transport, telecommunications, online services and multinational procurement arrangements.

Financial institutions and insurance undertakings

Special statutory rules apply regarding credit and insurance undertakings:

• Regarding credit institutions and other financial institutions, turnover is replaced by the sum of specified income items, including interest and similar income, income from securities and participations, commissions, net profit from financial operations and other operating income. Greek turnover comprises the relevant income received by the institution’s branch or division established in Greece.
• Regarding insurance undertakings, turnover is replaced by gross premiums received or receivable, including outgoing reinsurance premiums, less taxes and levies charged by reference to the premiums. Greek turnover comprises premiums received from persons resident or established in Greece.

Assets and market shares

Assets are not relevant to the general jurisdictional thresholds and no asset valuation date or accounting methodology applies.

Market shares are likewise not jurisdictional thresholds under Law 3959/2011. The parties are therefore not required to define relevant markets or verify their estimated market shares with the HCC in order to determine whether the notification thresholds are met. Market definition and market shares will, nevertheless, be required in the notification form and are relevant to the applicable procedure and substantive competitive assessment.

The Greek merger notification form requires financial data to be expressed in euros and converted using the average exchange rate applicable during the year or other reference period to which the financial data relate. Accordingly, turnover reported in another currency should not be converted using the exchange rate prevailing on the signing, notification or closing date.

For turnover, the appropriate rate is therefore:

• the average exchange rate for the relevant financial year, when turnover is based on a full financial year; or
• the average rate for the relevant shorter or non-calendar accounting period, when the financial data relate to such a period.

The HCC notification form does not designate a particular exchange-rate publisher. In practice, an official and verifiable source should be used consistently. The European Central Bank annual or period-average reference rate is the most appropriate source, and the notifying parties should identify the source and calculation used, particularly when the transaction is close to the jurisdictional thresholds.

Greece has no asset-based jurisdictional thresholds. Consequently, there is no separate rule requiring assets to be converted at the exchange rate prevailing on the last day of the accounting period. When asset values are requested for informational purposes in the notification, the applicable section of the form should be followed; the turnover-threshold calculation remains based on period-average exchange rates.

For the most recent completed calendar year, 2025, the ECB annual average reference rate was:

Currency Conversion into Greek local currency (EUR)

EUR 1      EUR 1.0000

USD 1      approximately EUR 0.8850

The corresponding ECB quotation is EUR 1 = USD 1.1300.

When the relevant undertaking has a financial year different from the calendar year, the 2025 calendar-year average should not automatically be used; the average rate should instead be calculated over that undertaking’s relevant accounting period.

Greek merger control applies both to the creation of a new jointly controlled undertaking, including a “greenfield” joint venture or a joint venture formed by combining existing businesses; and the acquisition of joint control over an existing undertaking or business.

The transaction is notifiable only when a) it results in a lasting change of control, b) the joint venture is full-function, and c) the general jurisdictional turnover thresholds are met. Article 5(5) of Law 3959/2011, in line with the European Commission’s Consolidated Jurisdictional Notice, defines a full-function joint venture as one that performs, on a lasting basis, all the functions of an autonomous economic entity.

Thresholds and undertakings concerned

There are no separate thresholds for joint ventures. The ordinary thresholds apply: combined worldwide turnover of at least €150 million and Greek turnover exceeding €15 million for each of at least two undertakings concerned.

For a newly created joint venture, the undertakings concerned are normally the jointly controlling parent companies. The turnover of each parent is calculated at group level under Article 10. The newly formed joint venture will generally have no historical turnover of its own.

For an acquisition of joint control over an existing business, the undertakings concerned generally include the acquiring parent companies and the existing target. A seller who that relinquishes all control is normally excluded; when it retains joint control, its group remains relevant as a controlling parent. The precise identification of the undertakings concerned depends on the pre- and post-transaction control structure. Article 10 aggregates the turnover of the undertaking concerned with that of the undertakings belonging to its group and provides specific attribution rules for jointly controlled undertakings.

Joint venture with no activities in Greece

The parents’ turnover may be sufficient to meet the thresholds. Consequently, a technical filing requirement may arise for a new joint venture that has no actual or planned activities, sales, assets or personnel in Greece, provided that at least two parent groups each exceed €15 million turnover in Greece and the combined worldwide threshold is met. Greek law contains no express exemption based on the absence of Greek activities by the joint venture itself.

Businesses should therefore not treat the absence of target or JV turnover in Greece as a safe harbor. When the thresholds are met, the prudent course is to seek informal guidance from the HCC or submit a notification. Not filing involves jurisdictional and standstill risk even when the transaction appears incapable of raising substantive competition concerns.

Full-function requirement

A joint venture is full-function when a) it operates on a market and performs the functions normally carried out by undertakings active on that market; b) it has its own management and sufficient financial resources, personnel and assets; c) it is intended to operate on a lasting, rather than temporary, basis; and d) it is not limited to an auxiliary function for its parents, such as exclusively conducting research and development, production or distribution without independent market activity.

Operational autonomy is required, but the joint venture need not be independent of its parents in strategic decision-making; the parents may continue jointly to determine its strategic commercial policy. The HCC has indicated that a start-up period of up to three years may be acceptable and that substantial dealings with the parents do not necessarily preclude full-function status when they are conducted on market terms and the joint venture has meaningful third-party business. These are contextual indicators rather than rigid safe harbors.

A non-full-function joint venture is not reviewed as a concentration. Its establishment and operation may instead be assessed under Article 1 of Law 3959/2011 and, when trade between Member States may be affected, Article 101 TFEU.

When a full-function joint venture also has the object or effect of coordinating the competitive conduct of otherwise independent parents, the HCC assesses that coordination within the merger proceedings under Article 1(1) and 1(3), particularly when the parents remain active in the JV’s market or in closely connected upstream, downstream or neighboring markets.

The same full-function test applies to both new joint ventures and changes from sole to joint control over an existing business.

Greek law follows the EU merger-control approach. The legal form or number of agreements is not decisive. The Hellenic Competition Commission (“HCC”) examines the economic reality and overall commercial objective of the arrangements.

Single concentration

Two or more legally distinct transactions are treated as a single concentration when they are interdependent, so that one would not have been carried out without the other, and control is ultimately acquired by the same undertaking or undertakings. Interdependence may arise:

• de jure, through contractual cross-conditions or mutually conditional closings; or
• de facto, when the commercial circumstances and economic purpose show that the transactions necessarily form a single operation.

Timing, common documentation, common financing and simultaneous closing may support this conclusion, but are not necessarily decisive on their own.

In HCC Decision 851/2024, two acquisitions that had been notified separately were treated as a single concentration because of their temporal proximity, economic interdependence, common overall design and the identity, at group level, of the undertakings acquiring control. The HCC therefore assessed their combined effect.

Separate concentrations

Separate notifications may be required when the individual steps are not mutually interdependent and each independently produces a lasting change of control. This may occur, for example, when:

• completion of one acquisition is commercially and legally viable irrespective of the other;
• successive steps involve different acquirers or different controlling groups;
• an initial acquisition of joint control is followed, under a separate and non-interdependent arrangement, by an acquisition of sole control;
• an SPV (special purpose vehicle) itself owns an existing business or constitutes a fullfunction undertaking, so that acquisition of control over the SPV and its subsequent acquisition of another business are distinct changes of control; or
• a consortium acquires a target and the members will divide its businesses between themselves. When that division is agreed and forms the economic substance of the transaction, each consortium member’s acquisition of its allocated business may constitute a separate concentration. This is consistent with the EU treatment of the ABN AMRO consortium acquisition (Case No COMP/M.4843 – RBS/ ABN AMRO ASSETS) as three separate concentrations.

By contrast, establishing or acquiring control over an empty acquisition vehicle will not normally constitute a separate concentration because the vehicle is not itself an undertaking with market activities.

Successive acquisitions within two years

When the same persons or undertakings make two or more acquisitions of parts of one or more undertakings within a two-year period, Article 10(2) treats them as a single concentration arising on the date of the latest acquisition. This aggregation rule applies even when the individual acquisitions were structured as separate legal transactions.

Separate filings and filing fees

The HCC may join or separate proceedings for procedural or substantive reasons. Decision 851/2024 confirms that transactions may be separately notified but subsequently examined jointly as one concentration.

A statutory fee of €1,100 applies to each notification. Therefore, one notification covering a single concentration attracts one fee; when separate notifications are submitted or required, the fee is payable for each. In Decision 851/2024, the separately submitted notifications were each accompanied by the statutory fee before being jointly assessed.

The jurisdictional thresholds do not differ for foreign-to-foreign transactions. Law 3959/2011 applies irrespective of the place of incorporation, registered office, headquarters, assets or production facilities of the undertakings concerned. A foreign-to-foreign concentration must therefore be notified to the Hellenic Competition Commission (“HCC”) when the combined worldwide turnover of the undertakings concerned is at least €150 million; and each of at least two undertakings concerned achieves turnover exceeding €15 million in the Greek market, unless the transaction is instead subject to the EU Merger Regulation. No Greek subsidiary, establishment, personnel or assets are required; sales into Greece may generate the necessary Greek turnover. The lower media-sector thresholds apply equally to domestic and foreign-toforeign transactions.

Transactions where the target has no Greek nexus

For an ordinary acquisition of sole control, the undertakings concerned are normally the acquirer and the target. As at least two undertakings concerned must each exceed €15 million turnover in Greece, a transaction will not ordinarily be notifiable when the target has no Greek turnover and there is only one acquirer.

The position differs for joint acquisitions and joint ventures. When two or more undertakings acquire joint control, the Greek thresholds may be satisfied by the acquiring parent groups alone. Accordingly, a notification may technically be required even when the target or full-function joint venture has no Greek turnover; no Greek assets or establishment; no present or planned activities in Greece; and no horizontal, vertical or other competitive relationship with activities in Greece.

For a newly created full-function joint venture, the relevant undertakings concerned are normally the parent companies acquiring joint control. The absence of turnover or activities of the newly created JV therefore does not prevent the parents’ turnover from triggering notification.

No separate effects test or safe harbor

Law 3959/2011 contains no additional local-effects test, target-nexus requirement or express safe harbor permitting the parties to disregard a filing obligation once the statutory turnover thresholds are met. The fact that a transaction has no foreseeable effect on competition in Greece is relevant to the substantive assessment and may support use of the simplified notification procedure, but it does not remove the formal notification obligation.

Commercial advice and enforcement risk

Parties should not assume that a transaction is exempt merely because it is entirely foreign or the target/JV has no connection with Greece. When two parent or acquiring groups exceed the Greek turnover thresholds, the prudent approach is to confirm carefully which entities are “undertakings concerned”; consider informal pre-notification contact with the HCC when jurisdiction is genuinely uncertain; and notify, ordinarily using the simplified procedure, when the statutory test is clearly met.

The HCC has an established record of investigating and sanctioning failures to notify and premature implementation. However, no published HCC decision has been identified that specifically imposes a fine in the narrow situation when the target or JV had no Greek sales, assets, presence or planned activities and jurisdiction arose exclusively from the Greek turnover of its foreign parent companies. This limited published enforcement record should not be treated as a de facto exemption: the statutory obligation is unqualified, and substantive harmlessness does not eliminate infringement risk.

NOT APPLICABLE. GREECE OPERATES A MANDATORY MERGER NOTIFICATION REGIME WHEN THE APPLICABLE JURISDICTIONAL THRESHOLDS ARE MET; THERE IS NO VOLUNTARY FILING PROCEDURE FOR TRANSACTIONS FALLING BELOW THOSE THRESHOLDS.

Greek merger control applies a “significant restriction of competition” test. Under Article 7 of Law 3959/2011, the Hellenic Competition Commission (“HCC”) must prohibit a notifiable concentration that may significantly restrict competition in the Greek market, or a substantial part of it, particularly through the creation or strengthening of a dominant position.

The HCC considers market structure; actual and potential competition; barriers to entry; the parties’ market positions and financial strength; alternatives available to suppliers and customers; access to supply and distribution; supply-and-demand trends; consumer interests; and efficiencies benefiting consumers without obstructing competition. It assesses horizontal, vertical and conglomerate effects, including unilateral and coordinated effects, broadly consistently with EU merger-control principles. A concentration may be cleared subject to modifications or commitments that eliminate the identified concerns.

There is no general public-interest, employment or industrial-policy override. However, media transactions are additionally subject to Law 3592/2007, which applies statutory measures of media influence, including thresholds of 35% for an individual media market and combined crossmedia thresholds of 32%, 28% or 25%. Certain separate media-ownership and plurality restrictions are supervised by the National Council for Radio and Television.

No. In applying the substantive merger-control test, the Hellenic Competition Commission does not take into account independent non-competition considerations such as employment, regional development, industrial policy, protection of national champions, fiscal interests or the nationality of the parties.

Article 7 of Law 3959/2011 requires the HCC to assess whether the concentration may significantly restrict competition in Greece, particularly through the creation or strengthening of a dominant position. Although the HCC considers the interests of intermediate and final consumers, technical and economic progress, and improvements in economic efficiency, these matters form part of the competition and efficiencies analysis. Efficiencies are relevant only when they benefit consumers and do not impede competition.

There is no ministerial or governmental power under the merger-control provisions of Law 3959/2011 to override an HCC prohibition on broader public-interest grounds.

A transaction may separately require foreign-direct-investment screening under Law 5202/2025, which examines national security and public-order considerations. That procedure is distinct from, and does not alter the HCC’s competition assessment.

Yes. Under Article 8(7) of Law 3959/2011, a decision clearing a concentration automatically covers restrictions that are directly related to, and necessary for, the implementation of the concentration. The Hellenic Competition Commission (“HCC”) is not required to assess or approve each restriction expressly. The parties must ordinarily self-assess whether the relevant provisions qualify as ancillary, applying the principles of the European Commission’s Notice on restrictions directly related and necessary to concentrations. The HCC may nevertheless examine particular clauses expressly when their ancillary character is doubtful.

To qualify, a restriction must be objectively necessary to protect the value transferred or enable the transaction to be implemented and must not exceed what is reasonably necessary regarding its duration, geographic scope, subject matter and the persons bound by it. Common permissible restrictions include appropriately limited:

• seller non-compete obligations;
• non-solicitation and confidentiality obligations;
• licences of intellectual property rights or know-how; and
• transitional supply, purchase or service arrangements necessary to ensure continuity of the transferred business.

For a seller non-compete covenant, the ordinarily permissible maximum duration is three years, when both goodwill and know-how are transferred; or two years, when only goodwill is transferred.

A non-compete is generally not justified when only tangible assets or readily enforceable intellectual property rights are transferred. Its geographic scope should normally be limited to territories in which the seller previously supplied the relevant products or services, and its product scope to the activities of the transferred business.

Restrictions exceeding these limits are not automatically unlawful but require specific justification and cannot safely be assumed to be covered by the clearance decision. Restrictions which are not directly related and necessary remain subject to Articles 1 and 2 of Law 3959/2011 and, when applicable, Articles 101 and 102 TFEU. The HCC has expressly reached that conclusion regarding overbroad exclusivity, non-compete and confidentiality provisions in recent payment-services transactions (Decisions 773/2022 and 774/2022).

There is no longer a fixed statutory period, expressed in either calendar days or working/business days, within which a concentration must be notified.

Article 40 of Law 5255/2025, effective from 28 November 2025, abolished the former requirement to notify within 30 calendar days of the relevant triggering event. Article 6(1) of Law 3959/2011 now requires a notifiable concentration to be notified after conclusion of the relevant agreement; after publication of the public purchase or exchange offer; or after the undertaking of an obligation to acquire a participation conferring control; and, in every case, before implementation of the concentration. The applicable filing window is therefore event-based rather than calculated in calendar or working/business days.

The notification cannot ordinarily be submitted before one of the specified triggering events. The former provision permitting notification on the basis of a demonstrated good-faith intention to conclude an agreement or launch a public bid was repealed by Law 5255/2025.

A letter merely informing the Hellenic Competition Commission of the proposed transaction, or informal pre-notification contact, does not constitute the statutory notification. The parties must submit the applicable formal notification form, with the information and supporting documents prescribed by HCC Decision 780/2022. A preliminary letter may facilitate discussions with the HCC but does not fulfil the notification obligation or permit implementation of the transaction.

A notification may be submitted only after one of the statutory triggering events in Article 6(1) of Law 3959/2011 has occurred and, in all cases, before implementation of the concentration. The triggering events are: conclusion of the transaction agreement; publication of a public purchase or exchange offer; or assumption of a binding obligation to acquire a shareholding that confers control over the target.

Accordingly, in a negotiated acquisition, the earliest ordinary filing point is immediately after the parties sign the binding transaction agreement. There is no requirement to await satisfaction of conditions precedent, including corporate or regulatory approvals, and the agreement may expressly provide that completion is conditional upon HCC clearance.

A filing can occur before execution of a definitive share or asset purchase agreement only when another statutory trigger has already arisen—for example, a public offer has been formally published or the acquirer has undertaken a binding obligation to acquire a controlling participation. Whether a preliminary agreement qualifies depends on its legal substance rather than its title. A binding framework agreement or memorandum which sufficiently commits the parties to the acquisition may constitute the “conclusion of the agreement”; a non-binding letter of intent, heads of terms, memorandum of understanding or announcement of negotiations would not ordinarily suffice.

Since 28 November 2025, notification cannot be made merely on the basis of a demonstrated good-faith intention to conclude an agreement or launch a public offer. Law 5255/2025 repealed the former Article 6(2), which expressly permitted such pre-signing notifications. Informal prenotification discussions with the HCC may still take place before signing, but they do not constitute a formal notification or start the statutory review period.

Pre-notification discussions are voluntary and informal; Law 3959/2011 does not establish a formal pre-notification procedure or prescribe any timetable. The HCC’s filing guidance nevertheless encourages parties to contact the relevant case team to clarify jurisdictional, procedural or information requirements. In practice, preliminary contact with the HCC is common, particularly in complex cases, although submitting and negotiating a complete draft notification remains exceptional.

The HCC publishes no statistics or standard duration for pre-notification. As a practical planning estimate:

• Straightforward transactions without competition concerns: pre-notification may be unnecessary. When used to confirm filing-form eligibility, jurisdiction or limited procedural matters, it commonly takes from a few business days to approximately two weeks.
• Complex transactions or transactions raising potential concerns: parties should ordinarily allow approximately two to six weeks, and potentially longer when discussions involve market definition, extensive economic data, information deficiencies, third-party evidence or possible commitments.

These ranges are not binding HCC deadlines and depend on the case team’s availability, the completeness of the material supplied and the number of discussion rounds. The parties remain responsible for deciding when the filing is sufficiently complete to submit; pre-notification does not start the statutory review period.

The statutory timetable begins only once the Hellenic Competition Commission (“HCC”) has received a complete, correct and non-misleading notification. If the notification is incomplete or incorrectly completed so that the HCC cannot assess the transaction, the review periods do not begin. The HCC must request the necessary correction or supplementation within seven working/business days of the relevant submission, and it regularly does so, often repeatedly.

Phase I

Within one calendar month from the complete and proper notification, the HCC must:

• determine if the transaction falls outside the notification regime;
• clear the transaction, including, when appropriate, following Phase I modifications or commitments; or
• open a Phase II investigation when the concentration raises serious doubts as to its compatibility with competition requirements.

Phase II

When Phase II proceedings are opened:

• the case must be brought before the HCC within 45 calendar days from the date on which the Phase II investigation was opened; and
• the HCC must issue its final decision within 90 calendar days from that same date.

The HCC may clear the transaction unconditionally, clear it subject to conditions and commitments, or prohibit it. If the 90-calendar-day period expires without a prohibition decision, the concentration is deemed approved, and the HCC must issue a declaratory act confirming that approval.

Accordingly, without extensions, suspensions or “stop-the-clock” events, a Phase II case may take up to one calendar month plus 90 calendar days from the date of a complete and proper notification.

Unless expressly stated otherwise, the periods below are calendar days; the statute expressly identifies only certain periods as working/business days.

Incomplete initial notification

The Phase I timetable does not begin when the notification form has not been completed fully or correctly and the HCC cannot assess the concentration. The HCC must request correction or supplementation within seven working/business days of filing. The same seven-working-day period applies to each subsequent submission intended to complete or correct the notification. The review timetable begins only on the date of the first complete and proper notification.

Incorrect, misleading or materially outdated information

The applicable Phase I and Phase II periods are effectively reset when:

• the notification is incorrect or misleading to an extent preventing assessment; or
• the parties disclose material changes in the notified facts or new information arising after notification which they knew or ought to have known and which may significantly affect the assessment.

The HCC must inform the parties within seven working/business days after becoming aware of the incorrect or misleading information, or after being informed of the material change. The timetable then begins afresh from submission of the accurate or relevant information.

Requests for information

An ordinary request for information does not itself stop the clock, provided that the parties respond fully, accurately and within the prescribed period. An Article 38 request in a merger case must generally allow at least five calendar days for a response.

If the parties fail to comply by the deadline, the statutory periods are suspended, provided that the HCC notifies them of the suspension within two working/business days after expiry of the response deadline. The clock restarts when the requested complete and accurate information is supplied. There is no statutory maximum duration for this suspension. An incomplete or inaccurate response therefore does not restart the timetable.

Remedies and commitments

In Phase I, modifications must be submitted within 20 calendar days of notification. Their submission does not automatically extend the one-calendar-month Phase I period, although an extension may be agreed with the notifying parties.

In Phase II, commitments must normally be submitted within 20 calendar days after the case is formally brought before the HCC through submission of the case recommendation. The HCC may exceptionally accept later commitments. In that event, it may extend the final Phase II deadline from 90 to 105 calendar days, i.e. by up to 15 calendar days, through a decision notified to the parties.

Extension by agreement

All principal Phase I and Phase II periods may be extended when the notifying parties agree. Law 3959/2011 specifies no maximum duration for such an agreed extension.

Third-party interventions

Following publication of the notification, interested third parties may submit observations or information. Such intervention does not automatically extend, reset or suspend the statutory timetable. It may, however, prompt further investigation or requests for information; only noncompliance by the notifying parties with such a request triggers the statutory suspension described above.

Annulment or revocation

If a court annuls a clearance decision, the HCC must re-examine the transaction and may require a new or supplementary notification when market conditions or the information previously supplied have changed. If clearance is revoked because it was based on inaccurate or misleading information, or because conditions were breached, the HCC may adopt a new decision without being bound by the ordinary statutory timetable.

Law 3959/2011 does not provide a formal fast-track or expedited review procedure, nor do the notifying parties have a right to require the Hellenic Competition Commission (“HCC”) to decide within a period shorter than the ordinary statutory timetable.

The one-calendar-month Phase I period is a maximum, not a minimum. The HCC may therefore issue a clearance decision earlier once it has obtained sufficient information and concluded that the concentration does not raise serious doubts. There is no prescribed minimum number of calendar or working/business days that must elapse before clearance.

Certain straightforward concentrations may be notified using the simplified notification form under HCC Decision 780/2022. This procedure is generally available when: a) there are no horizontal overlaps or vertical relationships; b) the parties’ combined horizontal market share does not exceed 15% and their individual or combined shares in vertically related markets do not exceed 25%; or c) a party acquires sole control over an undertaking that it already jointly controls.

The simplified procedure reduces the filing burden and results in a summary decision, but it does not formally shorten the applicable one-calendar-month Phase I deadline. The HCC may also require a full-form notification when it considers that closer investigation is necessary.

Parties may explain genuine urgency during pre-notification discussions and facilitate an early decision by submitting a complete filing and responding immediately to information requests. Early clearance is reasonably possible in an uncomplicated simplified case, but remains entirely within the HCC’s administrative discretion and cannot be guaranteed. An accelerated decision is unlikely when the transaction raises potential competition concerns, requires market testing or remedies, or proceeds to Phase II.

Article 6(3) of Law 3959/2011 allocates responsibility for notification according to the type of concentration:

• Merger: the merging undertakings are jointly responsible for submitting the notification.
• Acquisition of sole control: the person or undertaking acquiring control is responsible. The target and a seller that relinquishes control are not responsible for filing.
• Acquisition of joint control: all persons or undertakings acquiring joint control are jointly responsible for notification. A seller that retains joint control is also a party participating in the acquisition of joint control and should join the notification.
• Creation of a new full-function joint venture: all parent undertakings acquiring joint control over the joint venture are jointly responsible for filing. The newly created joint venture itself will not ordinarily be the notifying party.
• Change from joint to sole control: the undertaking acquiring sole control is responsible for notification.

The responsible parties normally submit a single joint notification, which may be filed through common legal representatives. Joint responsibility does not mean that one parent may unilaterally disregard the obligations of the others: each undertaking identified by Article 6(3) is legally subject to the notification obligation.

If the notification obligation is culpably infringed, the HCC may impose a fine separately on each person or undertaking responsible for notification. The statutory minimum fine is €30,000 for each responsible party, subject to the applicable turnover-based maximum. Accordingly, in a merger, joint acquisition or new joint venture, each merging or jointly acquiring undertaking may be penalized for failure to file; in an acquisition of sole control, liability rests on the acquirer rather than the seller or target.

The content of a Greek merger notification is prescribed by HCC Decision 780/2022. The full notification form requires, in summary:

• a description of the transaction, its structure, strategic and economic rationale, and proposed timetable;
• details of the notifying and other participating parties, their representatives and contact persons;
• worldwide and Greek turnover data establishing jurisdiction;
• information on ownership, control, group structure, relevant minority interests, interlocking directorships and recent acquisitions;
• copies of the transaction documents, public-offer document when applicable, recent annual reports and financial statements, and internal analyses prepared for senior management or shareholders concerning the transaction, markets or competitive conditions;
• definitions of the relevant and affected product and geographic markets;
• detailed information for affected markets, generally including five years’ market-size, sales and market-share data, competitors and HHI estimates;
• information concerning suppliers, customers, distribution, capacity, entry barriers, imports, pricing, research and development, intellectual property, cooperation agreements and trade associations;
• any claimed efficiencies and supporting evidence;
• for joint ventures, information permitting assessment of possible coordination between the parents; and
• additional sector-specific information for media concentrations.

Additional information

The HCC may request further information whenever necessary for its assessment, including through compulsory requests under Article 38 of Law 3959/2011. A filing which is incomplete, incorrect or misleading may not start the statutory review period. Parties may request a reasoned waiver when particular information is unavailable or unnecessary, but the HCC decides whether the omission is acceptable.

Simplified notification form

A simplified—or “short”—form may generally be used when there is no horizontal overlap or vertical relationship between the parties; combined horizontal market shares do not exceed 15%, and individual or combined shares in vertically related markets do not exceed 25%; or  a party acquires sole control over an undertaking that it already jointly controls.

The parties must have sufficient evidence to support the conclusion that the concentration raises no serious competition doubts. The simplified form retains core information concerning the transaction, parties, turnover, control, supporting documents, market definitions and market shares, but omits much of the full form’s extensive information on market conditions, suppliers, customers, entry, distribution, capacity, research and development and efficiencies.

The HCC may require completion of specified parts of the full form when the simplified-form conditions are not satisfied or when fuller information is exceptionally necessary. If Phase II is opened, the parties must submit the additional sections of the full form as a supplementary notification.

A notification must be accompanied by the documents establishing the transaction and the authority of the persons submitting it. When the notification is signed or submitted by a lawyer or other representative, each notifying party must provide a power of attorney or equivalent evidence of authority. In a joint notification, the parties must appoint a common representative authorized to submit and receive documents on their behalf. Certificates of incorporation, goodstanding certificates and articles of association are not invariably required but should be provided when necessary to establish a party’s legal existence, ownership, governance, control structure or signatory authority. There is no general statutory maximum age for these documents, although they must be current and accurate at the date of filing.

The notifying parties must provide the final or most recent transaction documents, including, as applicable, the share or asset purchase agreement, merger agreement or plan, joint-venture agreement, shareholders’ agreement and any other agreement establishing the acquisition of control. In a public bid, the relevant offer document must also be submitted. The most recent annual reports and financial statements of the undertakings participating in the concentration must be included. The notification should also contain documents supporting the turnover calculations, market-share estimates and any efficiencies claimed by the parties.

The parties must additionally submit internal analyses, studies, reports, surveys, presentations and comparable documents prepared by, for or submitted to members of the board, supervisory bodies, senior management or shareholders for the purpose of evaluating the concentration. This includes documents addressing the rationale for the transaction, market conditions, market shares, competitors, expansion opportunities and the potential competitive effects of the transaction. For each such document, its date and the name and position of its author should be identified. There is no specified lookback period; all documents falling within the relevant category must be produced.

The notification must be prepared in Greek. Foreign-language supporting documents must generally be accompanied by an official Greek translation, although the parties may seek a waiver when translation of a particular document would be disproportionate or unnecessary. Lawyers may certify the accuracy of translations. Documents may generally be submitted as originals or certified or accurate copies. HCC Decision 780/2022 does not impose a general requirement for notarization, apostille or consular legalization, but the HCC may request further authentication when the validity of a foreign document or the authority of a signatory is unclear.

The filing must also include proof of payment of the €1,100 filing fee and the prescribed public announcement. Evidence of publication in a nationwide daily financial newspaper must be submitted within five working/business days after notification. When information or documents are unavailable, the parties may make a reasoned waiver request, explaining the omission, providing the best available estimates and identifying alternative sources. The HCC retains discretion to require the missing information.

The notification must be signed by all notifying parties or by their duly authorized legal representatives or lawyers. The signatories must certify that the information provided is true, correct and complete, that the required documents have been submitted and that any estimates have been clearly identified. When a representative signs, the relevant written authority must accompany the filing.

Yes. Under Article 45(1) of Law 3959/2011, the initial notification under Article 6 must be accompanied by a filing fee of €1,100. Payment is a condition of admissibility of the notification.

When the Hellenic Competition Commission opens a Phase II full investigation under Article 8(4) because the concentration raises serious doubts, an additional fee of €3,000 is payable. Pending payment of that amount, the concentration may not be implemented. Accordingly, the total fees payable in a transaction proceeding to Phase II are €4,100: €1,100 upon notification and a further €3,000 following the opening of the full investigation.

This interpretation is confirmed by published HCC decisional practice. For example, HCC

Decision 827/2023 records payment of the initial €1,100 fee and, subsequently, payment of €3,000 following the opening of the full-investigation procedure.

Yes. Under Article 6(6) of Law 3959/2011, immediately after submitting the notification, the notifying parties must publish, at their own expense, a public announcement of the concentration in a nationwide daily financial newspaper. The legislation does not prescribe a specific number of calendar or working/business days; it requires publication “immediately” after notification.

The announcement must follow the standard form prescribed by HCC Decision 780/2022 and ordinarily identifies the notifying parties and target, describes the nature of the transaction and acquisition of control, and briefly states the parties’ principal business activities. The parties must immediately provide the publication text to the Hellenic Competition Commission (“HCC”), which publishes it in the merger-announcements section of its website. Any interested third party may then submit observations or provide information concerning the notified concentration. The HCC must take account of the parties’ legitimate interest in preserving business secrets.

In practice, the HCC’s online announcement may appear several days after the filing. For example, a concentration notified on 9 July 2026 was published on the HCC’s website on 16 July 2026.

Yes. Greek merger-control procedure provides for a general invitation to third parties following every notification. Under Article 6(6) of Law 3959/2011, the notifying parties must publish an announcement of the concentration in a nationwide daily financial newspaper, and the announcement is also published on the Hellenic Competition Commission’s (“HCC”) website. Any interested third party may submit observations or provide information concerning the notified concentration. Under HCC Decision 780/2022, such observations must be submitted within 15 calendar days from publication of the announcement. There is no exception from this public-comments procedure for transactions that clearly raise no competition concerns, including transactions notified under the simplified procedure.

In addition to receiving voluntary observations, the HCC may conduct targeted market testing by sending requests for information or questionnaires to third parties. Depending on the markets and issues concerned, those consulted may include competitors, customers, suppliers, distributors, trade associations, consumer organizations, sector regulators, public authorities and other market participants possessing relevant information. The HCC is not required to consult every category in every case. Targeted consultation may be limited or omitted in a straightforward transaction when the available information is sufficient, and no material competitive concerns arise.

Market testing normally takes place during Phase I, after the notification has been filed, particularly when the HCC needs to verify market definitions, market shares, competitive constraints, entry conditions or the parties’ factual submissions. Consultation is ordinarily more extensive when the transaction raises concerns or proceeds to Phase II and may also cover the effectiveness and practical implementation of proposed remedies. Third parties with a legitimate interest may additionally intervene in formal proceedings and may be invited to participate in the HCC hearing. Their participation does not give them a general right of access to the pending case file, and confidentiality and business-secret protections apply.

The notification itself is not published in full. Following notification, only the prescribed public announcement containing a summary of the concentration is published in a nationwide daily financial newspaper and on the Hellenic Competition Commission’s (“HCC”) website. It normally identifies the parties, describes the nature of the transaction and briefly states their principal activities. Publication occurs shortly after filing and enables interested third parties to submit observations. Confidential business information should not be included in the announcement.

Supporting documents filed with the notification—such as transaction agreements, annual accounts, internal reports, market studies and board presentations—are not ordinarily published. The same applies to subsequent submissions by the notifying parties, including responses to requests for information, written observations and remedy proposals. Third parties have no general right of access to the file while the case is pending. Persons with procedural rights of defence, including the notifying parties in Phase II proceedings, may obtain access to nonconfidential material in the file. Questionnaire responses may, when appropriate, be made accessible as to their substance, subject to confidentiality, while the identity of the respondent may be withheld when disclosure could expose it to retaliation.

A person submitting information must identify, through a specific and reasoned confidentiality request, each document or passage claimed to contain business secrets or other confidential information and must provide a corresponding non-confidential version. Entire-document confidentiality claims are generally not accepted when limited redactions would be sufficient. Information for which no properly reasoned confidentiality claim and non-confidential version are submitted may be treated as non-confidential. If the HCC intends to reject a confidentiality claim and disclose the information, it must inform the claimant in writing, explain its reasons and allow the claimant time to submit observations; any continuing dispute is decided by the President of the HCC.

The HCC’s final decision is published. Following its adoption and notification to the parties, a version excluding business secrets, other protected confidential information and relevant personal data is published in the Government Gazette and made available online, normally through the HCC’s website. The HCC also generally issues a press release, often in both Greek and English, shortly after the decision has been notified; the full public version may become available later once the confidentiality process has been completed.

The parties do not have a right to approve or alter the HCC’s decision before publication. They may, however, identify confidential passages and make reasoned requests for their removal. If the HCC proposes to disclose information over a party’s objection, the confidentiality procedure described above gives the party an opportunity to submit its views before disclosure. The HCC ultimately determines the content of the public version.

Yes. The Hellenic Competition Commission (HCC) cooperates actively with competition authorities in other jurisdictions, both at EU level and internationally.

Within the European Union, the HCC cooperates with the European Commission and the national competition authorities of the other Member States through the European Competition Network (ECN), in particular in relation to the enforcement of Articles 101 and 102 TFEU. The HCC also participates in international cooperation through, inter alia, the International Competition Network (ICN) and the OECD.

The HCC has also entered into bilateral memoranda of understanding, memoranda of cooperation or comparable cooperation arrangements with a number of foreign competition authorities. According to the HCC’s published information, these include the competition authorities of Cyprus, Albania, North Macedonia, Armenia, Serbia, Morocco, Israel, South Africa, Egypt, Italy and Türkiye. In October 2025, the HCC also entered into Memoranda of Understanding with the Austrian Federal Competition Authority and the Hungarian Competition Authority. These arrangements generally concern exchanges on legislative and enforcement developments, the sharing of experience and know-how, and the implementation of joint projects.

The HCC has also cooperated with competition authorities in jurisdictions with which no bilateral memorandum is identified in its published list, including the US antitrust authorities. Such cooperation should be distinguished from the formal bilateral arrangements referred to above.

In merger cases subject to parallel review by more than one EU national competition authority, cooperation may take place within the framework of the Best Practices on Cooperation between EU National Competition Authorities in Merger Review, adopted by the EU Merger Working Group. Those Best Practices encourage merging parties, when appropriate, to provide confidentiality waivers permitting the reviewing authorities to exchange confidential information and recommend use of the ICN model waiver. They expressly state, however, that whether to provide such a waiver remains within the discretion of the merging parties or third parties.

Accordingly, Greek merger-control law does not provide for a specific sanction merely because a party declines to grant a confidentiality waiver. The principal consequence is practical rather than punitive: absent an applicable statutory basis for disclosure, refusal may limit the extent to which the HCC and another reviewing authority can exchange confidential material and may therefore make coordination of parallel reviews less efficient. The HCC is itself subject to statutory obligations concerning the protection of confidential information.

This should be distinguished from a failure to comply with a request for information addressed directly by the HCC to the undertaking. Under Article 38 of Law 3959/2011, refusal, delay, or the provision of inaccurate, misleading or incomplete information in response to a lawful request may result in sanctions, including, for undertakings or associations of undertakings, a fine of up to 1% of total worldwide turnover.

Finally, a different statutory regime applies to antitrust proceedings under Articles 101 and 102 TFEU. Under Article 12 of Regulation 1/2003, the European Commission and the national competition authorities of the Member States may exchange and use as evidence information, including confidential information, for the purposes specified in that provision; such exchanges therefore do not depend on a confidentiality waiver from the undertaking.

Under Article 8(8) of Law 3959/2011, the Hellenic Competition Commission (“HCC”) may clear a concentration subject to conditions and obligations ensuring compliance with commitments offered by the parties. A remedy must eliminate the identified competition concerns completely, be proportionate, capable of effective and timely implementation, and sufficiently clear and verifiable. Commitments may be offered in either Phase I or Phase II, using the commitments form prescribed by HCC Decision 779/2022.

The HCC may accept both structural and behavioral remedies, although structural remedies of a lasting nature are generally preferred, particularly when the transaction would weaken the competitive structure of the market. Structural remedies may include the divestment of a viable business, assets, brands, intellectual property rights, contracts, licenses, personnel and customer relationships, or the termination of structural or contractual links. Behavioral remedies may include supply or access obligations, non-discrimination requirements, restrictions on exclusivity, tying or bundling, data-use or data-separation obligations, transitional supply or distribution arrangements and reporting or monitoring mechanisms. The HCC has accepted mixed structural and behavioral packages, as in Delta/Mevgal (Decision 650/2017), and exclusively behavioral commitments, as in Delivery Hero/e-food/e-table (Decision 775/2022).

There are no published HCC statistics permitting a reliable quantitative comparison of the frequency of behavioral remedies with EU or US practice. Greek practice shows that behavioral remedies are accepted when they are considered effective and monitorable, but they are not treated as an adequate substitute for structural measures when the concern arises from the elimination of an important competitor or the creation of a dominant position. In Alphabet Education/Delta Schools (Decision 887/2025), the HCC rejected two-year pricing and non-pricing behavioral commitments because they did not remedy the structural weakening of competition, and ultimately prohibited the concentration in particular geographical markets.

An upfront buyer is not required in every divestiture case. HCC Decision 779/2022 contains an optional upfront-buyer provision, indicating that the requirement is imposed case by case, particularly when there is material uncertainty about the existence of a suitable purchaser, the viability or marketability of the divestment business, or the risk of deterioration pending sale. When required, the notified transaction may not close until the parties or the divestiture trustee have signed a binding agreement with an acceptable purchaser and the HCC has approved both the purchaser and the sale terms. The HCC does not publish statistics indicating how frequently this requirement is imposed.

Under the HCC’s standard divestiture model, the purchaser and the final binding sale agreement require HCC approval. The purchaser must be independent of and unconnected with the merging parties; possess sufficient financial resources, proven expertise and the incentive to maintain and develop the divested business as a viable and active competitor; be unlikely to create prima facie competition concerns; and be reasonably expected to obtain all necessary regulatory approvals without delaying implementation. The HCC also assesses whether the assets and personnel transferred are sufficient to preserve the viability and competitiveness of the divested business, normally with assistance from an approved monitoring trustee. (Decision 779/2022, Annex II, Model Form for Divestiture Commitments, paras 4, 14–16 and 23).

The notifying parties must propose the remedies which address all the Hellenic Competition Commission’s (“HCC”) competition concerns. The HCC may discuss possible solutions with the parties and request clarification or modification of a proposal, but conditional clearance is based on commitments formally undertaken by the parties. The proposed commitments must be sufficiently detailed and must be submitted using the commitments form prescribed by HCC Decision 779/2022. Confidential and non-confidential versions, together with an editable electronic version, are required; when divestiture is proposed, the relevant standard divestiture and trustee documentation should also be completed.

Remedies may be accepted in Phase I; it is not necessary to open Phase II. Under Article 8(4A) of Law 3959/2011, the parties must submit Phase I modifications no later than 20 calendar days after notification. If those modifications remove the serious doubts, the HCC may grant conditional clearance within the ordinary one-calendar-month Phase I period. In Phase II, the formal statutory deadline is 20 calendar days from the date on which the case is brought before the HCC through submission of the Commissioner-Rapporteur’s report. Exceptionally, the HCC may accept later commitments; in that case, it may extend the Phase II decision deadline from 90 to 105 calendar days.

Market testing is available and is commonly appropriate when the effectiveness of the proposal depends on market conditions, although it is not mandatory in every remedy’s case. The HCC may publish a non-confidential summary describing the transaction, its concerns and the proposed commitments, or send a targeted questionnaire to customers, competitors, suppliers or other market participants. The HCC’s operational guidance envisages a response period of five or seven working/business days. Non-confidential third-party comments may be supplied to the notifying parties so that they can improve the proposal. Materially revised commitments may be subjected to a further market test.

There is no formal mechanism under Law 3959/2011 allowing the HCC simply to waive Greek remedies because a remedy has been accepted in another jurisdiction. A foreign or EU remedy may be taken into account, and the HCC may accept an aligned or substantially identical package, particularly when a global divestiture also resolves the Greek concerns. Nevertheless, the HCC must be satisfied that the measure fully addresses the concerns in Greece and is enforceable and monitorable under its own decision. Parties should therefore expect to offer the relevant commitment formally to the HCC rather than rely exclusively on clearance granted elsewhere.

Under the current version of Law 3959/2011, notification must be made before implementation of the concentration. Since 28 November 2025, there is no longer a fixed filing deadline calculated from signing. Consequently, a notification submitted some time after signing, but before any implementation, is not subject to a separate “late filing” penalty. The historical HCC decisions concerning breach of the former 30-calendar-day filing deadline remain relevant to past practice but not to transactions governed by the current rule.

For a culpable failure to comply with the notification obligation, Article 6(4) empowers the HCC to impose on each party responsible for notification a fine of at least €30,000 and up to 10% of that party’s total turnover, calculated under Article 10. In an acquisition of sole control, liability normally rests on the acquirer; in a merger or acquisition of joint control, each merging or jointly acquiring undertaking is responsible and may be fined separately. The seller and target are not normally liable in an acquisition of sole control. In setting the fine, the HCC considers, in particular, the parties’ economic strength, the number and competitive conditions of the affected markets and the concentration’s likely effects on competition.

Article 9(1) provides for a separate fine when a notifiable concentration is implemented before clearance. The fine for this gun-jumping infringement is also at least €30,000 and may reach 10% of the liable party’s total turnover. Liability again attaches to the parties responsible for notification. If a transaction is closed without having been notified, the HCC may therefore impose cumulative fines for both failure to notify and breach of the standstill obligation. Premature implementation may include not only formal transfer of the shares or assets but also an earlier transfer of control or decisive influence.

HCC practice has frequently resulted in fines at or near the statutory minimum, particularly when the infringement was limited or the transaction raised no significant competition concerns. Decision 823/2023 imposed a €30,000 fine for a notification made 33 calendar days after expiry of the former filing deadline. In Decision 530/2011, the HCC imposed €30,000 for implementation before clearance. In the DIMERA cases, it imposed two separate fines of €30,000 for early implementation and a €50,000 fine for a repeated late-notification infringement; in another related case, it found a late filing but imposed no fine because of the short delay and the particular circumstances. These decisions demonstrate that the HCC considers culpability, duration, repetition and the circumstances of the case, but that substantive clearance does not prevent a procedural fine.

The same statutory rules apply to foreign-to-foreign transactions. There is no separate penalty scale, exemption or express policy of leniency for foreign parties. Published HCC practice (Decisions 652/2017 and 655/2018) includes fines against a foreign-incorporated acquirer, DIMERA Media Investments Ltd, although that case concerned the acquisition of Greek media assets rather than a transaction with no Greek target nexus. Despite the fact that there is no HCC fining decision concerning a purely foreign-to-foreign transaction in which the target or joint venture had no Greek sales, assets or activities, the absence of such a published precedent should not be treated as a safe harbor when the Greek thresholds are met.

The consequences are not limited to the initial fines. If an unlawfully implemented concentration is prohibited, or has been implemented contrary to conditions attached to a clearance decision, the HCC may order dissolution of the merger, disposal of the acquired shares or assets, separation of the businesses or any other measure required to restore the pre-transaction position. Failure to comply with such an order may result in a further fine of up to 10% of the participating undertakings’ total turnover, plus €10,000 for each day of continuing non-compliance. The transaction is not automatically void: under Article 9(5), the validity of legal acts concluded in breach of the standstill obligation depends on the HCC’s eventual clearance, prohibition or restorative decision. Stock-exchange transactions are generally protected unless the buyer and seller knew or ought to have known of the infringement. Contractual consequences may also arise under the transaction documents, including breach of conditions precedent, covenants, warranties or indemnities.

There may also be consequences for responsible natural persons. Article 44(1) provides that the responsible directors, managers or other persons identified by the Competition Act who infringe Articles 5–10 on mergers may face a criminal monetary penalty of €15,000 to €150,000. The merger-control infringement itself does not carry a sentence of imprisonment. The HCC must report established infringements of Articles 5–10 to the competent prosecutorial authority. Separately, obstruction of an HCC investigation, refusal to provide information or knowingly providing false information may be punished by imprisonment of at least six months and, under the general rule in Article 53 of the Greek Penal Code, up to five years; these are separate investigative offences rather than penalties automatically arising from gun-jumping.

The safest way to minimize exposure is not to close before clearance. Transaction documents should include an HCC-clearance condition precedent, and the parties should avoid any preclearance transfer of shares, assets, voting rights, management influence, commercial policy or economic benefits. Information exchanges should be limited to what is necessary and handled through clean teams when appropriate. When closing before clearance is genuinely unavoidable, the parties should apply in advance for a derogation under Article 9(3), demonstrating serious and imminent harm and proposing effective hold-separate safeguards. A unilateral local carve-out or trustee arrangement is not a statutory safe harbor.

If an infringement may already have occurred, the parties should promptly stop further integration, preserve the target’s operational independence, make a complete notification, inform and cooperate fully with the HCC, and offer appropriate interim or restorative measures. Voluntary disclosure and cooperation do not guarantee immunity but may support an argument for mitigation; inaccurate explanations, incomplete information or continued implementation materially increase the risk.

When a notification is incomplete or has not been completed correctly to such an extent that the Hellenic Competition Commission (“HCC”) cannot assess the concentration, the statutory review period does not begin. The HCC must request correction or completion within seven working/business days of the filing or of each subsequent submission. If the notification is incorrect or misleading, the review timetable begins—or begins afresh—only when the complete and accurate information is supplied. Material changes and new information arising after notification must also be communicated to the HCC without delay.

A similar rule applies to responses to formal information requests. The addressee must provide complete and accurate information within the prescribed period. If an undertaking participating in the concentration fails to comply, the HCC may suspend the merger-review timetable, provided that it notifies the undertaking within two working/business days after expiry of the response deadline. The clock restarts only when the requested complete and accurate information has been supplied.

When an undertaking or association of undertakings refuses, delays or obstructs the provision of information, or provides incomplete, inaccurate or misleading information, Article 38(3) of Law 3959/2011 permits the HCC to impose a fine of up to 1% of its total worldwide turnover in the financial year preceding the fining decision. The HCC may also impose a periodic penalty for each day of continuing non-compliance, capped at 3% of the undertaking’s average daily total worldwide turnover in that financial year. Directors and employees may additionally be subjected individually to penalties of between €15,000 and €30,000 for each day of non-compliance. Liability for the notification normally rests on the notifying parties; for a subsequent information request, liability rests on the undertaking or person to which the request is addressed.

HCC Decision 780/2022 confirms that each notifying party is responsible for the accuracy of the information it supplies and that intentionally or negligently providing incorrect or misleading information may result in the fines provided by Articles 38 and/or 39. A simple omission will normally first result in the notification being treated as incomplete, but culpable, material or persistent omissions may also attract sanctions.

When clearance was based on inaccurate and misleading information, the HCC may revoke the clearance decision and adopt a new decision without being bound by the ordinary merger-review deadlines. The transaction may consequently be reassessed and, if ultimately prohibited, may become subject to restorative measures under Article 9.

Criminal liability may also arise for the responsible natural person who knowingly provides false information or conceals evidence in breach of Articles 38 or 39. The offence is punishable by imprisonment of at least six months; under the general Greek Penal Code rules, the maximum term of imprisonment is five years. Negligent inaccuracies do not satisfy this criminal knowledge requirement, although they may still give rise to administrative consequences.

Published merger-specific enforcement remains limited. In HCC Decision 857/2024, the HCC expressly investigated an alleged provision of incomplete and inaccurate information under Article 38(3), but found that no infringement had occurred. The same statutory rules apply to domestic and foreign-to-foreign transactions; Law 3959/2011 provides no separate penalty regime for foreign parties.

Yes. Final decisions of the Hellenic Competition Commission (“HCC”), including decisions clearing a concentration unconditionally or subject to remedies, prohibiting a concentration, or imposing fines, may be appealed before the Athens Administrative Court of Appeal, acting as the court of first instance for these purposes. The Court may review both the legality and the substance of the HCC’s decision. Its judgment may subsequently be challenged before the Council of State, Greece’s Supreme Administrative Court, which only reviews points of law and procedure (not fact).

Under Article 30(3) of Law 3959/2011, an appeal may be brought by the undertaking or undertakings against which the decision was adopted, a person who submitted a competition-law complaint, the Greek State, or any third party having a legitimate interest. Accordingly, a competitor, customer, supplier or other third party not involved in the transaction may appeal a merger-clearance decision, provided that it demonstrates a direct, personal and present legitimate interest; a general commercial or public interest is insufficient.

The appeal must be filed within 60 calendar days. For the parties to whom the HCC decision is formally served, the period runs from service of the decision. For third parties, the 60-calendarday period is generally treated as running from publication of the decision in the Greek Government Gazette, or otherwise from the date on which they acquired full knowledge of it. Decisions adopted during the investigation that merely prepare the final decision are normally challengeable only together with the final decision.

Neither the appeal period nor the filing of an appeal automatically suspends the HCC decision. The appellant may apply separately for suspension, which may be granted wholly, partially or subject to conditions when the statutory requirements are met. Appeals must be heard as a matter of priority, but there is no statutory deadline for delivery of judgment. There are no reliable current official statistics; as a practical estimate, proceedings before the Athens Administrative Court of Appeal commonly require approximately two years or longer, depending on the complexity of the case. A further appeal before the Council of State may add several years to the review process.

The Hellenic Competition Commission (“HCC”) has recently adopted a more interventionist approach to concentrations in concentrated, consumer-facing markets, while continuing to apply principles broadly aligned with EU merger control. The principal focus remains on whether the transaction eliminates an important competitive constraint, strengthens dominance, raises barriers to entry or expansion, or creates a risk of higher prices, reduced quality or diminished innovation.

The clearest example is ALPHABET/DELTA Schools, Decision 887/2025, in which the HCC prohibited the acquisition of one of the two largest private vocational-training providers. The HCC found that the transaction would create or strengthen a dominant or “hyper-dominant” position in several local markets and rejected two-year pricing and non-pricing behavioral commitments because they did not remedy the structural loss of the acquirer’s principal competitor. Similarly, in ALLWYN/NOVIBET, Decision 904/2026 (unpublished), the HCC’s Statement of Objections proposed prohibition because the target was considered the only onlinegaming operator capable of competing with the acquirer on comparable commercial and technological terms. The parties withdrew the transaction in March 2026 after successive remedy proposals were considered insufficient. These cases demonstrate a willingness to pursue Phase II investigations and to prohibit—or effectively cause the abandonment of—transactions when close-competitor concerns cannot be resolved.

At the same time, the HCC remains willing to clear transactions subject to targeted remedies. In MASOUTIS/KRITIKOS, Decision 911/2026, it examined supermarket competition at a highly granular local level and accepted divestitures of six stores and the termination of affiliation or trademark arrangements affecting further 47 stores. The measures were intended to reduce the merged entity’s local shares and facilitate entry or expansion by competing retailers. The recent cases suggest that structural or quasi-structural measures are likely to be preferred when the concern results from the permanent elimination of rivalry, although behavioral remedies remain possible when they are precise, monitorable and capable of addressing the identified harm.

Procedurally, the HCC is also showing greater readiness to investigate questions of jurisdiction, control, gun-jumping and accuracy of information independently of the substantive merger review. In Piraeus Bank/MIG, Decision 857/2024, it conducted a detailed investigation into whether a minority shareholding had previously conferred de facto sole control and whether the bank had failed to notify, implemented the transaction prematurely or supplied inaccurate information. No infringement was ultimately established, but the investigation illustrates the importance of documenting the parties’ governance rights, intentions and actual conduct. The HCC has also adopted a substance-over-form approach to interconnected transactions, treating separately notified steps as one concentration when their economic purpose and interdependence justified joint assessment, as in Decision 851/2024.

Finally, Law 5255/2025 modernized the procedure by abolishing the former 30-calendar-day notification deadline and requiring notification after conclusion of the agreement but before implementation. It also clarified that the review timetable does not run until incomplete or inaccurate filings have been corrected. At policy level, the HCC continues to emphasize effective competition, innovation and long-term consumer welfare, while recognizing resilience, sustainability and European integration only insofar as they are relevant to the competitive process and supported by evidence.

As of 29 July 2026, no draft legislation or public consultation proposing a comprehensive further reform of the Greek merger-control regime has been publicly announced. The principal recent legislative amendments have already been enacted through Law 5255/2025, which abolished the former 30-calendar-day filing deadline, clarified when the statutory review periods begin, and introduced a mechanism for future adjustment of the jurisdictional thresholds.

Under the amended Article 6(7) of Law 3959/2011, the Ministers of National Economy and Finance and Development may, following public consultation, modify the existing turnover thresholds and jurisdictional criteria or introduce different thresholds and criteria for particular economic sectors. Any such decision must be based on statistical information collected by the Hellenic Competition Commission (“HCC”) through market-mapping exercises conducted every three years and covering the operation of the merger-control regime and the state of competition during the preceding three-year period. No ministerial decision or consultation exercising this new power has yet been identified.

Operational developments are more clearly planned. The HCC’s Strategic Plan 2026–2029 provides for faster merger-review procedures, digital case-management systems and increased use of data-analysis and artificial-intelligence tools. These initiatives may affect the administration and efficiency of merger review but do not presently alter the statutory jurisdictional or substantive rules.

The HCC is also participating in the ongoing revision of the European Commission’s EU Merger Guidelines. The revised EU guidance is likely to influence Greek substantive practice, particularly concerning innovation, resilience, sustainability and long-term competitive effects, although it will not itself amend Law 3959/2011.