The main developments in competition law and policy 2024 – Belgium
The BCA’s commitment to enhancing transparency in its investigations and operations was reflected in the BCA’s
2024. This was characterized by its publication of expert opinions to Belgian courts and legislators. The BCA was a constant player in the EU competition enforcement landscape of 2024, with an active enforcement record and important sector inquires. This blog post examines (not all) of the BCA’s major antitrust and merger-control decisions and other contributions from last year. We conclude with a short outlook for the year ahead, in which rigorous yet dynamic competition law enforcement will play a more crucial role than ever in rapidly changing markets both in Belgium and beyond.
Antitrust scrutiny in BCA’s priority sectors and beyond
Guarded secrets – cartels in the private security and fire protection sectors
Last summer, the BCA levied its most substantial fine to date for cartel activities within the private security services sector. The BCA’s investigation revealed that Securitas G4S, and Seris colluded in various ways between 2008 and 2020. This resulted in a substantial fine amounting to c. EUR47million. Securitas was granted immunity from fines as a result of the settlement
that was finalised in summer 2024. This was due to Securitas’ cooperation under the leniency program. G4S and Seris also cooperated, leading to reduced fines of c. EUR35 million and EUR11 million respectively.
This case fits well within a rising push amongst European competition authorities against anti-competitive no-poaching agreements. In the last few years, several investigations into anticompetitive labor market practices have been launched across the continent. These investigations range from the Portugal football
, tech consultancy, Hungary recruitment
, Romania automotive, Catalunya private school, and many others. In May 2024, the European Commission issued a Policy Brief on this topic, indicating it as a priority enforcement issue following its dawn raids on no-poach concerns at the end 2023 in the online food delivery industry. Six days after the BCA announced its decision, another settlement was reached in Belgium’s fire-protection sector. The key players involved were ANSUL, SOMATI, and SICLI. The BCA found that bid rigging was taking place in the sale, rental, and maintenance of fire extinguishers, hose reels, and other products. The BCA continued to focus on the telecommunications industry in 2024 in close collaboration with the Belgian Institute for Postal Services and Telecommunications. In 2023, BCA acknowledged the need for telecom operators to pool their resources in order to deploy fibre-to the-home networks efficiently in Belgium. These types of collaborations aim to prevent duplicative efforts and investments, while ensuring that cost savings directly benefit end-users and businesses.Another round of scrutiny for fibre roll-out in BelgiumThe 2023 context sets the stage for the BCA’s 2024 investigation
into a proposed collaboration between Proximus/Fiberklaar and Telenet/Wyre for fibre networks in medium-density areas of Flanders. The BCA’s Prosecutor-General began an ex-officio investigation after the operators initiated discussions with the BCA. The BCA had previously indicated that it was open to a more informal evaluation process. The BCA’s investigation is aimed at determining whether the benefits of the fibre roll-out collaboration, such as cost savings and efficiency gains are fairly shared among network users. The BCA’s investigation adopts a long-term approach, taking into account the significant investment needed to roll out fibre networks, and evaluating market dynamics without the collaboration. This investigation reflects the BCA’s dedication to maintaining a competitive and fair telecom landscape in Belgium, and the outcome will be seen later in 2025.Broadcasting rights for cyclo-cross racesThe BCA also ended its investigation
into Flanders’ leading telecommunications and media company, Telenet, with respect to its exclusive acquisition of live broadcasting rights for cyclo-cross races. Initially, the BCA was concerned that Telenet’s agreements with a Flemish non-profit cyclo-cross organisation and the Union Cycliste Internationale (UCI) might restrict competition, potentially sidelining competitors from the cyclo-cross broadcasting market and limiting consumer TV options.
Telenet proposed commitments to address these concerns. First, Telenet agreed to only acquire exclusive broadcasting rights of major cyclocross events through open, transparent and non-discriminatory bids. Second, it committed itself to limiting any exclusive broadcasting agreement to a maximum period of four years. Telenet also agreed to not acquire exclusive rights for over 75% of cyclocross races during a given season. The BCA published a report
that compared trends in fast moving consumer goods prices in Belgium with those in neighboring countries, including the Netherlands, France and Germany. This analysis complements a recent publication by the Price Observatory
which used alternative data sources to assess differences in consumer prices and came to similar conclusions. It revealed differences in price levels in Belgian supermarkets and in pricing patterns compared with those across borders. Both the BCA, and the Price Observatory, noted the need for a deeper dive to understand the factors that are driving these discrepancies. This could be followed by actual enforcement actions. The BCA hopes to collect relevant data through collaboration with companies and other stakeholders and deepen their understanding of market dynamics. This approach is still a bit selective at the moment, as similar engagements have not been announced with other companies in the food distribution or fast-moving consumer products sectors. 2025 will tell whether this was a remarkable one-off or the start of a broader dialogue also with other players in the sector, ideally selected according to transparent and objective criteria.Looking ahead to 2025, further developments are also anticipated in this area following the BCA’s announcement
of an investigation into AB InBev’s commercial conditions for beer supply to wholesalers and “horeca” (on-trade) operators across Belgium. This investigation follows BCA’s review of complaints from various players in the beer supply chain during 2024.
–Belgian Banking Sector as an All-Time Priority
The BCA continued to focus on the banking sector throughout 2024. In 2022, the BCA had begun an investigation into the agreement between Belgium’s four biggest banks to pool their ATMs in a single network. This was called the “Batopin Project”. In May 2024 it concluded
the preliminary analysis. The BCA acknowledged that an agreement between the Belgian federal government and Febelfin in March 2023 on access to ATMs had already improved the situation.
However, the BCA preliminarily concluded that other concerns for consumers remained: the reduction of the number of ATMs not only results in an increase of the travel distance for consumers to ATMs, but it also risks deteriorating the quality of the service provision at the remaining ATMs, which will be used more intensely as a result of the Batopin project. The BCA was prompted to ask the Batopin members for a series of promises to ensure adequate geographical coverage and service standards throughout the network. More on the commitments and on how they gave the BCA sufficient comfort to close its investigation
in March 2025 in next year’s post.
The BCA as a textbook example of how NCAs can help with promoting and enforcing the DMA
While the European Commission is the main central enforcer of the EU’s Digital Markets Act (DMA), national competition authorities also play a supportive role in its application. Belgian legislators have taken this to heart by introducing new provisions into the Belgian Code of Economic law via a law
that was adopted on 29th March 2024. The Prosecutor-General of the BCA can now receive complaints and other information relevant to open investigations into gatekeepers non-compliance to their obligations under DMA. The new provisions allow him to ask the European Commission for two types of investigations. He can request that they investigate cases of noncompliance to the DMA, or whether an undertaking needs to be designated as a gatekeeper, or if a service should be deemed a “core platforms service” if there are reasons to suspect it would be necessary. The BCA published a 13 page brochure entitled “The Digital Markets Act: A short guide for Tech Challengers
“, in December 2024. This brochure contains a handy overview on the DMA’s key principles and gatekeeper obligations. The guide goes beyond the basics to shed light on the DMA’s benefits for business users. These include preventing anticompetitive leveraging, opening up gatekeepers platforms and data and increasing transparency in advertising. The BCA had a busy year in terms of merger control in 2024. The BCA published 42 merger clearance decisions over the course of the year. This is up from 35 decisions made in 2023. Seven of these clearances were in Phase 1, and two required remedies. Below we summarize the key takeaways of the two conditional clearances and the two most intriguing unconditional clearances. The remaining 35 cases obtained simplified clearance decisions. Future below-thresholds notification obligation for D’Ieteren to secure conditional clearance for its acquisition of Porsche Centre East-Flanders
With the BCA’s first conditional merger control clearance
of 2024, the authority aligned with a broader trend towards behavioural commitments signalling away from the holy grail of divestment remedies. In June, Belgium’s largest automotive distributor, D’Ieteren, managed to secure the BCA’s green light for its acquisition of Porsche Centre East-Flanders by agreeing to a series of behavioural remedies, including a notification obligation for future below-threshold acquisitions.Prior to the acquisition, D’Ieteren already owned six out of the nine official Porsche dealerships in Belgium. D’Ieteren, Belgium’s largest automotive distributor, was able to secure the BCA’s green light for its acquisition of Porsche Centre East-Flanders in June by agreeing to a series of behavioural remedies. This included a notification obligation for future below-threshold acquisitions. In addition, it is responsible for the approval of new Porsche garages in Belgium together with Porsche AG. The BCA expressed input foreclosure concerns as the only two independent Porsche dealers that would remain are highly dependent on D’Ieteren for the supply of spare parts and all kinds of services. As the only two independent Porsche dealers that would remain are highly dependent on D’Ieteren for the supply of spare parts and all kinds of services, the BCA also voiced input foreclosure concerns.
Instead of requesting D’Ieteren to sell some of the Porsche dealerships it already owned, the BCA agreed to the following behavioural conditions: (1) guarantees regarding existing and new approvals of Porsche sales and/or after-sales outlets; (2) Chinese walls to avoid commercially sensitive information relating to Porsche spilling over between the import and retail divisions of D’Ieteren; (3) a general non-discrimination obligation towards independent dealers; and (4) a commitment to voluntarily notify to the BCA any future acquisitions of remaining official Porsche dealers, even if such acquisitions fall below the turnover thresholds. This last notification commitment is based on non-merger control regulatory remedies which are more common in FDI and EU Foreign Subsidy control. Hospital concentrations – lessons learned
After a long discussion with the Belgian government, the BCA lost the power to review hospital mergers in 2024. This was except for large deals involving very big hospital networks. A new law
adopted in March of 2024 exempts hospital mergers from the BCA’s rules on merger control. This includes exceptions for mergers with combined turnovers exceeding EUR900 million and where at least two hospitals each have turnovers equal to EUR250 million. The BCA excluded hospital mergers because of the existing strict regulations in the sector, as well as the social nature of hospitals and their objectives, and the benefits that consolidation can bring (efficiency and quality of care). The BCA assessed the deal using its 2023 tailored analytic framework for the hospital industry. The BCA’s investigation focused on areas that were not already regulated and was conducted in conjunction with relevant sectoral authorities. The BCA’s assessment identified possible competition concerns. This included the risk of reduced competition leading patients to pay higher fees and receive room supplements. There were also concerns about a possible tacit coordination between hospitals in Antwerp regarding fees. To ease these fears, the two merging hospitals networks proposed commitments. These included (i) guarantees for future maximum fees and room supplements, and (ii), assurances about the merged entity’s autonomy and compliance to competition laws after the transaction. The commitments will last three to five year, with annual reports to allow the BCA to monitor and assess compliance. After a market test, these measures were accepted and the BCA found that the merger could proceed without undermining competitive dynamics or patient care quality.
Unconditional approval for Colruyt’s acquisition of Louis Delhaize ShopsOn 12 April 2024, the BCA approved
the acquisition of 54 out of 57 Louis Delhaize supermarkets, operating under the brands Smatch, Match, and Louis Delhaize, by the Colruyt Group. This transaction received Phase 1 clearance after the parties had decided to remove 3 of the 57 shops even before the start of any remedy discussions.
The parties tried to convince the BCA to consider a broader European geographic market, due to purchasing centres across Europe. The BCA stuck to its precedents, and focused on supermarket size and local catchment areas. It used data such as customer reward cards to determine this area. Colruyt Group would have had a market share that exceeded this threshold in three local markets. This could have led to price increases or a reduction in service quality. To avoid delays in the Phase 2 investigation, the parties agreed to exclude the 3 supermarkets. This sufficed to secure the BCA’s approval for acquiring the remaining 54 stores, without a need for formal remedy discussions.
Unconditional approval for Flemish Inter-Municipal Organisations
On 29 November 2024, the BCA cleared the merger of several Flemish inter-municipal organisations. This merger was initiated in response to the Flemish Energy Decree, which mandated municipalities to appoint the same distribution system operator for both gas and electricity, while also merging their geographical areas of operation.
The mergers consists of three main transactions: Iverlek acquiring Provinciale Brabantse Energiemaatschappij (PBE)
, Gaselwest acquiring Fluvius West
, and Sibelgas acquiring Fluvius Zenne-Dijle
. Each company operates in different municipalities throughout Flanders and manages vital utilities like electricity, gas, heat networks and public lighting. In practice, they delegate the operation of electricity and gas grids to Fluvius, in which they have shareholdings.
In its assessment, the BCA paid particular attention to the peculiar aspects of these transactions, given the parties involved operate in a regulated market of natural monopolies. The BCA emphasized the unique dynamics of competition within such regulated frameworks. It ultimately approved the merger, considering (i) the strict market regulation overseen by the Flemish sector regulator VREG, and (ii) the lack of geographical overlap between the parties concerned.
The BCA as a “friend” of the Belgian courts and legislator?In 2024, the BCA published multiple amicus curiae letters and offered advice to the legislator on a draft bill. This initiative aligns with the BCA’s aim to enhance transparency in its operations, extending beyond merger control and formal investigations.
Upholding the order of competition rules in judicial reorganisations
A first amicus curiae letter
relates to the aftermath of the BCA’s first-mover application of the CJEU’s groundbreaking Towercast judgment. The BCA’s 2023 investigation into Proximus’s potential abuse of dominance by acquiring EDPnet, led to interim measures aimed at protecting competition in the Belgian telecom market, ultimately culminating in Proximus’s divestment of EDPnet.
Proximus’s acquisition of EDPnet was initially authorised during a judicial reorganisation process by a regional Enterprise Court, and the BCA’s amicus curiae letter was addressed to the Court of Appeal of Ghent handling the appeal related to reorganisation proceedings. The letter was published to advocate for the importance of competition law during reorganisation proceedings. The BCA stresses the importance of competition law and its role in ensuring public order. It also states that Belgian courts are required to address any potential violations of the competition laws at their own initiative. According to the BCA, the legislative aim of reorganisation processes is clear: to revitalise companies without market disruptions, thereby avoiding (amongst others) ‘killer acquisitions’ that stifle competition.In its own investigation into Proximus’s acquisition, the BCA had identified significant competition law concerns, notably an abuse of dominance, as supported by the EU’s Towercast precedent. The BCA asserts that the Enterprise Court in the region should have rejected Proximus’s bid for EDPnet, because of the clear indications that there was a potential abuse in Proximus’s bid. The BCA published a second amicus curial letter
in order to deal with another pool in the Belgian Billiard legal battle. The letter was directed to the Enterprise Court of Leuven, before which GBS Sports, a supplier of billiard balls and tables, claimed that the Belgian Royal Billiard Federation (“KBBB”
) abused a dominant position and entered into restrictive agreements by awarding exclusive sponsorship contracts to a carom billiard equipment supplier. GBS Sports argued that the contract was granted through a biased and unfair tender process.
Previously, the BCA imposed interim measures
on KBBB following similar allegations from Hector Cue Sports Belgium (“
HCSB“), relating to golf billiards. In 2022, BCA published both its expert opinion
and the judgment
of the same Enterprise Court in response to HCSB’s complaints. The BCA suggests that such exclusive capabilities may indicate a dominant position.
If KBBB is found to be dominant, it must conduct fair and transparent bids when awarding sponsorship agreements. KBBB’s initial tender for carom billiard gear included experience, reliability and loyalty as evaluation criteria. However, other factors seemed to have influenced the decision. Notably, GBS Sports was given zero points for loyalty, due to its CEO pursuing legal action against KBBB, which the BCA deemed punitive for enforcing competition laws rather than objective criteria called for in tenders.
While the final decision rests with the Enterprise Court, the BCA underscored several points that hint towards at least potential competitive effects: the significance and premium nature of KBBB’s championships for carom billiard balls supply, the chosen supplier’s market position, the availability of alternative supply options for competitors, the unfair tender process, and the exclusivity duration. The Enterprise Court ultimately sided with BCA, and the decision was upheld in appeal. The draft bill aims to address concerns about dynamic pricing that could lead to significant increases in prices for concerts and other events. The Federal Commission of Economy, Consumer Protection, and Digitalisation sought the BCA’s opinion. The BCA highlighted that, while this advice is specific to the draft bill, it does not prejudice the BCA’s stance in future antitrust cases involving dynamic pricing arrangements.
The BCA broadly concurred with the draft bill, acknowledging that dynamic pricing is often used for high-demand events and tends to raise ticket costs, thus boosting profits for organisers, producers, and artists but increasing prices for consumers. The draft bill aims to address’scalping,’ which is when individuals buy large quantities of tickets and then sell them at inflated prices. The BCA has suggested alternative solutions to combat ticket-scalping, such as personalised tickets that require identity checks upon entry. The BCA also highlighted the benefits of dynamic pricing, such as when ticket supply exceeds demand. The BCA warned that a restrictive dynamic pricing law could make Belgium less appealing to international producers and performers, possibly encouraging them to host events in neighbouring countries. The BCA recommended a nuanced approach instead of an outright ban. It suggested that dynamic pricing be limited to a percentage of ticket sales and ensure transparency for consumers. It also proposed a cap on price increases to prevent excessive profit, while still allowing price variations to attract audiences for less popular events. The BCA deemed it essential to refine the draft bill’s definition of dynamic price to capture its characteristics. The adoption of the draft bill is still pending. The adoption of the draft bill is currently still pending.
2025 vision ahead – embracing changing markets and policiesWith a sneak peek into 2025, Belgium’s competition law landscape is set to become increasingly dynamic, shaped by both domestic and European initiatives to go after the most problematic cases while at the same timing boosting competitiveness.Informal discussions will increasingly form a cornerstone of the BCA’s approach, fostering transparent communication with industry stakeholders, sector federations, consumer groups, and others to collaboratively address complex issues. Sustainability is a key area where the BCA reports particular openness, after already having supported an ESG initiative in the banana sector in 2023.The BCA intends to conduct more and more sector investigations, while reserving binding measures as suggested by the EU’s New Competition Tool as a last resort.
Following the European Commission’s policy defeat relating to below-threshold deals post-Illumina/Grail, the BCA has also jumped on the call-in powers bandwagon. The BCA is less aggressive than its counterparts in the Netherlands
and Finland
. The BCA emphasizes the importance of legal clarity for businesses and indicates that such powers will require legislative changes which may take some time. The Dutch have already proposed a law for national call-in power in March 2025. However, Belgium has not shown the same pace. The BCA is not afraid to apply the EU Towercast doctrine when investigating mergers below the threshold. The BCA, after relying on abuse of dominance rules for its Proxiumus/EDPnet probe, began 2025 with a new investigation, this one under the Belgian prohibition on restrictive agreements. The BCA will also continue to focus on resale-price maintenance (RPM), possibly using new detection methods along with ongoing monitoring. The BCA President r also highlighted economic dependency rules as an intriguing tool. Several ongoing cases, reportedly in the digital sector, include examples from the IT Industry where trade partners can remain ‘locked in.’ for extended periods. It may need to align its strategy and innovation efforts further with neighbouring countries though to keep up with ever-evolving markets across Belgie / la Belgique and beyond.
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Any views or conclusions provided in this blog post are largely based on publicly available information and shall in any case not be ascribed to Linklaters LLP or any of its clients.
