Merger Control 2025 Comparisons

Book IV of the Belgian Code of Economic Law (CEL) forms the foundation of the Belgian merger control regime. It sets out the framework for assessing concentrations, procedural rules on investigations and decisions, the applicable sanctions and appeal mechanisms.

Four Royal Decrees implementing Book IV of the CEL govern aspects of merger control.

• The Royal Decree of 30 August 2013 on procedures for the protection of competition, which includes:
1. the complaint form for alleged infringements of the notification and standstill obligations, derogation conditions and concentration decisions;
2. provisions concerning the procedure before the Belgian Competition Authority (BCA); and
3. provisions on the calculation of time limits in merger control.
• The Royal Decree of 30 August 2013 on the notification of concentrations of undertakings referred to in Article IV.10 of the CEL inserted by the Laws of 3 April 2013h includes Form CONC C/C for notifications and outlines the practical procedures for their submission.
• The Royal Decree of 4 September 2013 on the payment and recovery of administrative fines and periodic penalty payments pursuant to Book IV of the CEL sets out the terms for the payment of fines.
• the Royal Decree of 12 September 2013 on the delivery of copies of the file as referred to in Book IV of the CEL outlines how copies of the case file are to be provided.

The BCA adopted two Communications providing additional rules governing the simplified notification procedure:

• the Communication of 8 June 2007 on the specific rules for the simplified notification of concentrations lays out which categories of concentrations qualify for a simplified notification and provides an overview of the applicable procedural rules; and
• the Communication of 8 January 2020 on the additional rules for the simplified notification of concentrations extended the scope of the simplified merger regime.

There is no separate merger control legislation for foreign transactions. A screening mechanism for foreign direct investment has been in force in Belgium since 1 July 2023 (see 9.1 Legislation and Filing Requirements).

In the hospital sector, specific merger control rules apply. Article 2, Section 3 of the Coordinated Law of 10 July 2008 on hospitals and other care centres exempts transactions between “authorised hospitals” and mergers resulting in the creation or modification of a “locoregional clinical hospital network”, both as defined by the law, from the general merger control regime. However, this exemption only relates to transactions involving small hospitals and does not apply if each hospital has an individual turnover of at least EUR250 million and their combined turnover is at least EUR900 million.

The BCA is the sole authority responsible for the enforcement of the merger control rules and the review of merger control filings. However, the Federal Public Service Economy may assist the BCA with economic analyses.

The BCA is an independent administrative authority consisting of the President, the Competition Prosecutor General, the Chief Economist and the General Counsel; together, these individuals form the BCA’s Managing Board. In addition, the BCA includes the Investigation and Prosecution Service (IPS) and the Competition College. The IPS, which is headed by the Competition Prosecutor General, conducts the investigations and submits its findings to the Competition College, which is led by the President and issues a decision based on the case file. However, under the simplified merger review procedure, the IPS has the power to deliver the final decision.

Pursuant to Article IV.10(1) of the CEL, parties must notify any concentration that exceeds the applicable jurisdictional thresholds to the BCA’s Prosecutor General before its implementation.

Under Article IV.79(1) of the CEL, the BCA may fine parties up to 10% of their consolidated worldwide turnover if they fail to notify a concentration, and may impose periodic penalty payments of up to 5% of their average worldwide daily turnover for each day of non-compliance.

In Cordeel/Imtech, the BCA fined Cordeel Group NV EUR5,000 for breaching the notification and standstill obligations in its acquisition of Imtech Belgium Holding NV and Imtech België NV. In adopting this low fine, the BCA considered that the breach was the result of negligence rather than intent, as it occurred under exceptional pressure from an impending bankruptcy of the target, involved a low-value transaction, and could have qualified for a simplified notification procedure (Decision No 2015-C/C-79 of 23 December 2015).

The merger control regime applies only to transactions that qualify as “concentrations”. Article IV.6 of the CEL defines a concentration as a transaction that results in a change of control on a lasting basis, which may occur through:

• the merger of two or more previously independent undertakings or parts of undertakings;
• the acquisition, by one or more persons already controlling at least one other undertaking, of direct or indirect control over one or more other undertakings or parts thereof, whether by purchase of securities or assets, by contract or by other means; or
• the creation of a joint venture (JV) that performs, on a lasting basis, all the functions of an autonomous economic entity.

For a transaction to be considered a concentration, it must thus give rise to a change of control. The manner in which this change of control occurs is immaterial. In the absence of a change of control, internal restructurings or reorganisations do not qualify as concentrations.

Control is defined as the ability to exercise decisive influence over the activities of an undertaking, based on rights, agreements or other means that enable such influence, either individually or collectively and taking into account all factual and legal circumstances. This influence may result from the ownership or the right to use all or part of the undertaking's assets, or from rights or agreements that confer decisive influence on the composition, voting or decisions of the organs of an undertaking.

Control is considered to be acquired by the person or undertaking that either holds these rights or derives them from agreements or, even without formally holding such rights, has the power to exercise them (Article IV.6(3)-(4) CEL).

The acquisition of a minority shareholding that results in the possibility of exercising a decisive influence on an undertaking will be caught by the merger control rules. In Picanol NV/Tessenderlo Chemie NV, the BCA found that Picanol NV acquired de facto control over Tessenderlo Chemie NV by acquiring 27.6% of the shares therein, as the remaining shares were dispersed among a large number of shareholders (Decision No 2013-C/C-01 of 21 October 2013).

The merger control provisions apply only if:

• the combined turnover in Belgium of the undertakings concerned exceeds EUR100 million; and
• at least two of them each achieve a turnover of at least EUR40 million in Belgium (Article IV.7 CEL).

However, the merger control provisions do not apply to transactions that reach the European Union (EU) jurisdictional thresholds.

Article IV.8 of the CEL provides that “turnover” refers to the amount of sales by the undertakings concerned during the last financial year. The amounts considered for calculating the turnover must relate to the sale of products or services in the ordinary course of business and exclude discounts, value-added tax and other taxes directly related to the turnover.

Specific rules apply to the turnover calculation for credit institutions, other financial institutions, insurance undertakings and state-owned undertakings.

The turnover of an undertaking is the aggregate turnover of all companies within its group, excluding any turnover generated between these companies. However, if only parts of an undertaking are acquired, the turnover of the target is limited to the turnover attributable to the acquired parts.

Article IV.8(4) of the CEL, which is a copy of Article 5(4) of the EU Merger Regulation (EUMR), defines the group whose turnover must be taken into account as follows:

• the undertakings concerned;
• its subsidiaries and their own subsidiaries;
• its parent companies and their own parent companies;
• its sister companies; and
• the companies jointly controlled by two or more companies of the group.

Foreign-to-foreign transactions are subject to the merger control rules if the turnover thresholds outlined in 2.5 Jurisdictional Thresholds are met. The Belgian merger control regime does not define how “Belgian” turnover is to be determined. According to the EU Consolidated Jurisdictional Notice, turnover is generally attributed based on the location of the customer. However, it remains unclear whether the BCA applies the same criterion, as scholarly opinions on the matter are divided.

The Belgian merger control regime has no thresholds based on market share.       

Article IV.6(2) of the CEL provides that only full-function JVs are subject to merger control (ie, those that perform all the functions of an autonomous economic entity on a lasting basis). Conversely, JVs that do not meet the full-function criteria are assessed under the rules prohibiting anti-competitive agreements, as set out in Article IV.1 of the CEL and Article 101 of the Treaty on the Functioning of the European Union (TFEU).

Special rules apply when determining whether JVs meet the thresholds. In particular, Article IV.8(4) of the CEL stipulates that the turnover generated by a JV must be divided equally between the two undertakings concerned.

The BCA has no power to “call in” a transaction for scrutiny under the merger control framework if the transaction does not meet the turnover thresholds set out in Article IV.7(1) of the CEL. However, in wake of the Towercast judgment of the European Court of Justice, the BCA has used antitrust rules to review transactions that do not meet the notification thresholds.

On 22 March 2023, the BCA launched an investigation into Proximus’s acquisition of EDPnet and imposed interim measures prohibiting Proximus from completing the transaction pending the outcome of the inquiry. The investigation was based on the abuse of dominance provisions set out in Article IV.2 of the CEL and Article 102 of the TFEU. On 6 November 2023, the BCA closed its investigation following Proximus's decision to divest EDPnet and sell it to Citymesh (BCA, press release no 51/2023 of 6 November 2023).

On 21 January 2025, the BCA opened an investigation into the acquisition of the artisanal bakery activities of Ceres by its competitor Dossche Mills. This review was conducted under the rules prohibiting anti-competitive agreements, as set out in Article IV.1 of the CEL and Article 101 of the TFEU. On 20 March 2025, the BCA announced that it would terminate its investigation because the parties had advised it that they would abandon the transaction (BCA, press release no 13/2025 of 20 March 2025).

“Call-in” merger review powers are widely expected to become part of the BCA’s toolbox to review mergers. The BCA has already started a lobbying campaign to that effect and the next legislative change will probably also confer such powers on the BCA.

Article IV.10(4) of the CEL requires parties to wait to implement a concentration until the transaction has been cleared by the BCA.

Under Article IV.79(1) of the CEL, the BCA may fine parties up to 10% of their consolidated worldwide turnover if they implement a transaction before clearance, and may impose periodic penalty payments of up to 5% of their average worldwide daily turnover for each day of non-compliance.

The case of Cordeel/Imtech, as discussed in 2.2 Failure to Notify, also gave rise to a fine for a violation the standstill obligation.       

There are two exceptions to the suspensive effect of the merger control procedure (ie, the standstill obligation).

First, parties may request a derogation from the standstill obligation from the President of the BCA (Article IV.10(6) CEL). In Centre Hospitalier Universitaire et Psychiatrique de Mons Borinage SCRL/ASBL Pole Hospitalier Jolimont, the BCA clarified that such requests “must be duly substantiated” and that derogations “should be limited to situations in which the particularly harmful consequences of the suspensive effect for the parties or third parties significantly outweigh the potential adverse effects on competition resulting from the derogation” (free translation of citation taken from Decision No 2023-CC-18 of 28 June 2023).

The BCA’s President has granted derogations almost exclusively in cases involving targets facing bankruptcy.

Second, Article IV.10(4) of the CEL provides that takeover bids, public exchange offers and transactions in which control is acquired through more than one seller by means of a series of transactions in financial instruments (including those which are convertible into other financial instruments) admitted to trading on a market such as a stock exchange can be implemented without delay. In such cases, the concentration must be notified promptly and the acquirer must either refrain from exercising the voting rights attached to the instruments or do so solely to preserve the full value of the investment and only with an exemption granted by the BCA’s President.

Implementation prior to clearance is not permitted under any circumstances, except as provided for in 2.14 Exceptions to Suspensive Effect.

There is no deadline for notifying a transaction. The sole requirement is that the concentration must be notified prior to its implementation, as outlined in 2.12 Requirement for Clearance Before Implementation.

A notification may be made following the conclusion of a binding agreement. However, Article 10(4) of the CEL also permits parties to notify a concentration based on a draft agreement, provided they declare their intention to conclude an agreement that does not significantly differ from the notified draft in any respect relevant under competition law. A public bid may be notified once the intention to make the bid has been publicly announced.

In Anglo American plc/Exxon Mobil Corporation, the notification was based on a Memorandum of Understanding (Decision No 2002-C/C-48 of 27 June 2002).

Article IV.10(2) of the CEL provides that the filing fee is EUR52,350 for a concentration under the normal procedure and EUR17,450 for a concentration under the simplified procedure. This amount has been automatically indexed since 2023 based on the consumer price index.

Parties must pay the filing fees within 15 days of receiving the notification from the Federal Public Service Finance, which is sent after the BCA issues its final decision.

Concentrations involving the acquisition of joint control or a merger must be notified by the parties acquiring control or by the merging parties, respectively. In the case of an acquisition, the acquiring party is responsible for the notification (Article IV.10(2) CEL).

The notification of a concentration under the normal procedure must be made by completing “Form CONC C/C”, as attached to the Royal Decree of 30 August 2013 on the notification of concentrations of undertakings.

Form CONC C/C, which is similar to “Form CO” of the European Commission (Commission), requests detailed information regarding the parties to the transaction, including:

• their corporate structure and economic activities;
• the notified transaction;
• the definitions of the relevant markets and details of any affected markets;
• contact details for market participants;
• the structure of supply and demand on these markets; and
• the role of R&D and economic efficiencies expected by the parties.

Section 5 of Form CONC C/C specifies that the notifying parties must submit documents such as:

• the final or most recent versions of the documents underlying the transaction;
• the offer document in the case of a public takeover bid;
• the most recent articles of association;
• annual reports and financial statements;
• evidence that the works council of each party was informed of the concentration in accordance with applicable regulations;
• contact details of employee representatives; and
• internal documents assessing the concentration in terms of market shares, competitive conditions, competitors, the rationale for the concentration, potential for revenue growth or expansion into other product or geographic markets and/or general market conditions.

Simplified notifications must be submitted by completing the less comprehensive “Form CONC C/C-V/S”, as annexed to the BCA’s Communication of 8 June 2007 on the specific rules for the simplified notification of concentrations.

Notifications must be submitted in either Dutch or French, which determines the language of the procedure before the BCA. Annexes to the notification must be submitted in their original language. If that language is neither a national language (Dutch, French or German) nor English, a translation into the language of the notification must be provided. If considered necessary, the BCA may also require translations of documents submitted in English (Article 3(3)-(4) of the Royal Decree of 30 August 2013 on the notification of concentrations of undertakings).

The notification and its annexes must be sent by e-mail, addressed to the Prosecutor General, to the email address of the secretariat (Article 3(2) of the Royal Decree of 30 August 2013 on the notification of concentrations of undertakings).

Article IV.82(1) of the CEL empowers the BCA to impose fines of up to 1% of the undertakings’ annual turnover for submitting incomplete information.

In 2015, the BCA fined Belgacom EUR75,000 for providing incomplete information in response to a request for information made during the procedure concerning its acquisition of The Phone House (Decision No 2015-C/C-31 of 30 September 2015). The BCA noted that Belgacom’s infringement had no significant impact on the assessment of the concentration, which justified the modest fine.

Article IV.82(1) of the CEL also authorises the BCA to impose fines of up to 1% of the undertakings’ annual turnover for submitting inaccurate or misleading information.

Under the standard procedure, as opposed to the simplified procedure, the BCA’s review process consists of a Phase I review and, if necessary, a Phase II review.

Phase I

The Phase I review period generally lasts 40 working days, starting from the day following the receipt of a complete notification. This time limit may be extended by 15 working days if the undertakings concerned submit or amend commitments, or if they modify the transaction. Furthermore, the BCA may extend the time limit at the request of the notifying parties for the duration which they propose. If no duration is specified, the BCA must grant an extension of 15 working days.

At the end of Phase I, the BCA may take one of the following decisions:

• determine that the concentration falls outside the scope of the CEL;
• approve the transaction, with or without conditions or obligations;
• declare the concentration admissible if the 25% market share threshold is not exceeded in any relevant horizontal or vertical market; or
• identify serious doubts regarding the admissibility of the concentration and initiate a Phase II investigation.

If the BCA does not take a decision within the deadline, the transaction is considered to have been tacitly approved.

Phase II

The Phase II review period generally lasts 60 working days from the decision to open the in-depth investigation but may be extended as follows:

• by a period equal to the time taken by the parties to submit commitments;
• by 15 working days if the transaction is amended; or
• by up to 20 working days at the parties’ request in order to propose new commitments.

At the end of Phase II, the BCA must either approve the transaction, with or without conditions or obligations, or prohibit it. If the BCA fails to issue a decision within the applicable deadline, the transaction is considered to have been tacitly approved.

The BCA encourages pre-notification discussions. They are informal and confidential, and have become standard practice.

The review period is suspended if the BCA issues a request for information, until the day the requested information is received (Article IV.40(2) CEL). The BCA may also issue requests for information during the pre-notification discussions, subject to the consent of the notifying party.

The simplified notification procedure is intended for “concentrations that must be approved or would normally be expected to be approved without an in-depth investigation”. The simplified procedure has been outlined in two Communications issued by the BCA, relying on the legal basis set out in the CEL (see 1.1 Merger Control Legislation).

The simplified procedure applies to the following cases:

• JVs with no, or negligible, actual or foreseen activities in Belgium (ie, the turnover of the JV and the assets transferred to the JV remain below EUR40 million);
• parties to the transaction are not active on the same product or geographic markets or on product markets that are vertically related to each other;
• parties’ combined market shares do not exceed 25% on any markets where both are active;
• acquisitions of sole control over an undertaking in which it already has joint control;
• parties’ combined market share in a horizontal overlap remains below 50% and either the Herfindahl-Hirschman Index delta resulting from the transaction is below 150 or the transaction leads to an increase of less than 2% in market share; and
• if there is no doubt on the admissibility of the concentration and when the combined market share (horizontal relationship) or the individual or combined market shares (vertical relationship) is between 25% and 40%.

Under the simplified procedure, the BCA must deliver a decision within 15 working days after receiving a complete notification. The transaction is tacitly approved if no decision is given within the time limit (Article IV.70(6) CEL).

The substantive test employed by the BCA to determine whether or not concentrations should be approved is whether they “significantly impede effective competition in the Belgian market or a substantial part of it, in particular by creating or strengthening a dominant position” (Article IV.9(3) CEL).

Form CONC C/C provides that markets can be:

• horizontally affected, if two or more parties are active in the same product market and the concentration would result in a combined market share of 25% or more; or
• vertically affected, where one or more parties are active in a product market that is upstream or downstream from a market in which another party is active, and where the parties' individual or combined market share on either market is 25% or more.

The BCA regularly relies on market definitions established in its own precedents and those of the Commission. It may also reference decisions by other national competition authorities (NCAs), such as those in France and Germany – as was done extensively in Ahold/Delhaize (Decision No 2016-C/C-10 of 15 March 2016).

The BCA will examine horizontal and non-horizontal effects that may hinder effective competition in the Belgian market or a substantial part thereof, particularly by creating or strengthening a dominant position.

Horizontal mergers may give rise to two primary types of anti-competitive effects:

• unilateral effects, if the transaction eliminates significant competitive constraints between the merging firms or on the remaining competitors, which creates or strengthens a dominant position; or
• co-ordinated effects, if the transaction increases the likelihood that firms are able to co-ordinate their behaviour.

Non-horizontal mergers may lead to the following anti-competitive effects:

• foreclosure of actual or potential rivals' access to supplies or markets, thereby reducing these undertakings’ ability and/or incentive to compete;
• the vertically integrated undertaking may gain access to commercially sensitive information regarding the upstream or downstream activities of competitors; or
• tying or bundling of products and services in conglomerate concentrations (portfolio effects).

Pursuant to Article IV.9(2) of the CEL, the BCA must take the development of technical and economic progress into account, provided that this benefits the consumer, does not constitute an obstacle to competition, is merger-specific (ie, comes about as a result of the merger) and is verifiable.

Parties should focus on the section of Form CONC C/C requesting evidence of efficiencies, as the BCA routinely considers these in its decisions. For example, in Proximus/Mobile Vikings, it was held that the expected price increases were offset by the anticipated efficiency gains resulting from the elimination of marginal costs (Decision No 2021-C/C-10 of 31 May 2021, paras 395–397).

The CEL does not allow the BCA to consider arguments based on non-competition issues (Article IV.9(2)-(4) CEL). Nevertheless, the competition criteria are interpreted broadly and may include considerations such as data protection and sustainability.

A screening mechanism for foreign direct investment has been in force in Belgium since 1 July 2023 (see 9.1 Legislation and Filing Requirements).

Full-function JVs are assessed under the substantive test set out in 4.1 Substantive Test. Possible co-ordination between JV parents will be assessed under the prohibition of anti-competitive agreements, set out in Article IV.1 of the CEL and Article 101 of the TFEU (Article IV.9(5) CEL).

The BCA must declare concentrations that would significantly impede effective competition in the Belgian market, or in a substantial part of it, inadmissible (Article IV.9(4) CEL).

Since its establishment as an independent competition authority in 2013, the BCA has not issued a single decision prohibiting a concentration. However, in Ter Beke-Pluma N.V./Compofrio Food Group Netherlands Holding B.V. and Imperial Meat Products VOF, the transaction was withdrawn in anticipation of such an outcome. Notified in May 2022, Ter Beke’s (now What’s Cooking?) proposed acquisition of Imperial Meat Products raised serious competition concerns in several processed meat markets. Following the opening of a Phase II investigation and two successive recommendations by the Prosecutor General to block the transaction due to the absence of remedies, Ter Beke withdrew its bid in June 2023. As a result, the BCA closed its review without adopting a formal prohibition decision (BCA, press release no 23/2023 of 2 June 2023).

The parties may propose remedies to address anti-competitive concerns raised by the BCA. Unlike the Commission, which tends to favour structural remedies, the BCA has regularly accepted and imposed both structural and behavioural remedies.

Nevertheless, in an interview published in Concurrences in 2023, the BCA’s Prosecutor General said that he abides by the long-standing priority given to structural remedies at EU level, but that this “doesn’t mean that behavioural or access remedies should be excluded per se; they make sense in certain cases, when their workability is backed by market realities/feedback, as was the case in the DPG/Rossel/RTL Belgium transaction” (see Damien Gerard, Isabel Rooms, ‘Damien Gerard (Belgian Competition Authority): For a rigorous and effective competition policy anchored in market realities’, Concurrences 2023, No 3, Art No 113384).

Examples of structural remedies from the BCA’s practice include divestitures (eg, Kinepolis/Utopolis, Decision No 2016-I/O-12) and granting access to essential infrastructure on fair, reasonable and non-discriminatory (FRAND) terms (eg, Telenet/De Vijver Media, Decision No 2019-C/C-16). An example of a behavioural remedy is the prohibition on bundling several services or products in conglomerate mergers (eg, Bpost/APM, Decision No 2016-C/C-32).

The Markets Court (Brussels Court of Appeal) held that: “Remedies must be complete, effective and verifiable. This means they fully and effectively remove the serious doubts about the significant impediment to competition, and thus the competition concerns, and that this can be verified” (free translation of citation taken from judgment of 11 March 2015, VAB, VAB and Rijschool Sanderus v BMA, point 77).

In other words, remedies must eliminate any serious doubts about a significant impediment to competition in a manner that is complete, effective and verifiable.

According to Article IV.66(2) of the CEL, the BCA may only impose remedies in its decision if those remedies have been offered by the parties. This means that the authorities cannot unilaterally impose remedies that have not been agreed upon.

Remedies can be offered as early as during the informal pre-notification discussions.

Parties usually use the Commission’s “Form RM”, annexed to the Implementing Regulation 2023/914, when proposing commitments.

The conditions and timing for divestitures are usually set in accordance with the principles of the Commission’s 2008 Remedies Notice. Accordingly, and consistent with that Notice, the transaction is usually completed after the BCA has issued its decision on the concentration.

If the commitments are not fully complied with, the parties risk incurring a fine of up to 10% of their annual turnover. Moreover, if the BCA’s Phase II decision specifies that non-compliance with a condition renders the concentration impermissible, any breach of that condition automatically nullifies the approval decision.

The BCA will notify its decision to the parties and publish a non-confidential version on its website.

The BCA has not recently imposed remedies nor prohibited any foreign-to-foreign transactions.       

The BCA applies the Commission’s Notice on Ancillary Restraints. Therefore, the BCA’s clearance decisions are deemed to cover “restrictions directly related and necessary to the implementation of the concentration”. Restrictions that do not fall under this definition of ancillary restraints are reviewed under Article IV.1 of the CEL and Article 101 of the TFEU.

Third parties with a sufficient interest have the right to be heard and to provide information to the BCA during the non-simplified procedure (Articles IV.65(2)-(4) CEL); they also have the right to be notified of the BCA’s final decision (Article IV.74(1) CEL). Finally, if they have formally requested to be heard during the procedure, they have the right to appeal the BCA’s decision before the Markets Court (Article IV.90(4) CEL).

As part of its review process, the BCA will almost always gather the views of third parties on a proposed concentration. It will use requests for information or will meet with these parties.

The BCA will also take into account the views of third parties in assessing whether the proposed remedies address its competition concerns.

Article 75(2) of the CEL stipulates that the BCA's publicly published decisions must not disclose the undertakings' business secrets or other confidential information.

However, in Ter Beke-Pluma N.V./Compofrio Food Group Netherlands Holding B.V. and Imperial Meat Products VOF (see also 5.1 Authorities’ Ability to Prohibit or Interfere With Transactions), the BCA agreed to lift the confidentiality of data submitted by market participants in response to its requests for information during a Phase II investigation. The notifying party, Ter Beke, sought access to confidential quantitative data provided by supermarkets in order to conduct its own analysis and effectively exercise its rights of defence. To address the BCA’s confidentiality concerns, Ter Beke requested the creation of a data room. On 4 January 2023, the competition prosecutor granted the request, lifting confidentiality vis-à-vis Ter Beke for each supermarket concerned, with access to the documents granted through a designated data room, subject to specific rules and conditions (BCA, press release of 29 June 2023, “The Belgian Competition Authority confirms the use of a data room in the context of a merger control case”).

The BCA regularly co-operates with other NCAs. On 22 April 2025, the BCA and the NCAs of Austria, Ireland, Portugal, the Czech Republic and the Netherlands published a statement expressing their belief that a strong competition policy is necessary to preserve Europe’s competitiveness and the sustainability of its social market economy model.

In its Policy and Enforcement Priorities for 2025, the BCA noted that it had “recently strengthened informal ties” with the NCAs of Austria, Greece, Portugal, the Czech Republic and the Netherlands. It further stated that “[s]everal specific collaborative projects are already in the pipeline, focusing on clearly defined common themes where resources can be pooled across authorities. These initiatives also aim to develop shared policy positions to ensure that the voices of medium-sized Member States are adequately heard in the political debate”.

Under Article IV.78 of the CEL, the BCA is authorised to share confidential information with the Commission and NCAs for the purpose of applying the EUMR.

Final decisions of the BCA can be appealed to the Markets Court, which is a specialised section of the Brussels Court of Appeal (Article IV.90(1) CEL).

Article IV.90(5) of the CEL provides that an appeal must be lodged by submitting a signed application to the registry of the Brussels Court of Appeal within 30 days of the notification of the decision.

The Markets Court has annulled decisions of the BCA in merger control cases. The matter may be referred back to the BCA, which is then required to re-evaluate the concentration (Article IV.90(2) CEL).

Sufficiently interested third parties who have requested to be heard by the BCA during the procedure may lodge an appeal (Article IV.90(4) CEL).

On 1 July 2023, the Cooperation Agreement of 30 November 2022 between the Federal State, the Regions and the Communities establishing a general screening mechanism for foreign direct investment in Belgium entered into force. Under this mechanism, all transactions that meet the relevant criteria must be approved by the Interfederal Screening Committee, in addition to any required approval under the merger control regime.