Antitrust / Sales

Antitrust laws have become a key driver of corporate strategy in recent years. Today companies must be very careful to ensure that business practices and sales strategies are in accord with Turkish competition law and, in cross-border matters, with the competition rules of the European Union. And all decisions must remain economically viable.

Especially in sales, many diverse legal challenges arise. Companies are responsible for an antitrust-compliant design of sales contracts and terms and conditions, particularly with regard to pricing, exclusivity clauses, or market-allocation schemes. Antitrust violations, on the other hand, can have serious financial consequences.

In the area of software distribution in particular, the overlaps between competition law and IP / IT law repeatedly become evident. We therefore address questions in this area together with our IP / IT law practice.

We help you limit risks in antitrust and sales law. We do this by developing legally sound business and sales strategies with you that meet regulatory requirements and always keep your business interests in mind.

Legal Consultation in Antitrust Law and Sales

Antitrust law is designed to protect fair competition and prevent anticompetitive practices. In all areas of their business, companies must therefore comply with antitrust regulations and come to terms with sales-related legal challenges.

In-depth legal consultation is essential, particularly in the following situation:

• Mergers & Acquisitions (Joint Ventures): Where the statutory thresholds are exceeded, mergers and acquisitions must be notified to and reviewed by the Turkish Competition Authority to ensure that competition is not unlawfully restricted.
• Cooperation with competitors: Even for strategic partnerships or joint projects, it must be ensured that they do not impede competition.
• Design and review of sales contracts: Whether online shops, reseller models, commercial agent contracts, franchise contracts, or supply contracts, companies must adopt agreements that are legally certain and economically viable.
• Preventive measures - audits and training: Internal processes and contracts should be regularly reviewed for antitrust compliance in order to prevent violations.
• Safeguarding business relationships: By reviewing General Terms and Conditions and contractual clauses, legal risks can be minimised, and pitfalls can be avoided.
• Enforcement of and defence against claims: Companies need legal support with compensation claims of commercial agents and distributors, contract terminations or claims for damages.
• Representation in court: In legal disputes, legal representation before courts, chambers, and the authorities is essential to safeguard corporate interests.

Antitrust and Sales Law in Turkey

From the review of contracts and internal processes to disputes arising from distribution relationships, we advise you on antitrust and sales law.

Antitrust compliance – training and prevention

Our training and compliance programmes inform employees and management about antitrust risks and contribute to your company’s legal certainty.

• We provide industry-specific training on the prevention of legal violations and especially raise awareness of employees in risk positions, such as those in sales and marketing, for compliance issues.
• Our lawyers conduct antitrust audits on operations to identify and correct potentially critical business practices.
• In the field of sales, we support the development of antitrust-compliant sales structures.

Pricing

Antitrust law prohibits price fixing that distorts competition. GEMS SCHINDHELM advises and informs companies on admissible and inadmissible pricing. We provide legal support for:

• Analysis and evaluation of pricing strategies for their admissibility under antitrust law.
• Review of sales contracts to avoid inadmissible price commitments.
• Review of price recommendations and price ceilings to avoid antitrust risks.

Legal support for company mergers

In business mergers such as acquisitions or joint ventures, antitrust review plays a key role. The success of a transaction often depends on its admissibility under competition law.

• Mergers, acquisitions, or joint ventures must be reviewed under antitrust law and, where the statutory thresholds are exceeded, require clearance by the Turkish Competition Authority and, for transactions affecting several countries, by the competent foreign competition authorities.
• We accompany merger filings, conduct the proceedings before the Turkish Competition Authority and, for transactions requiring filings in several countries, coordinate with the country offices of the Schindhelm Alliance.
• Antitrust audits parallel to due diligence help sellers to identify possible agreements in violation of antitrust law at an early stage.

Consultation on the creation and review of General Terms and Conditions

With our support, you will ensure that your terms and conditions are formulated in a legally certain way and  that they protect your business processes. Our services:

• Legal review and adaptation of existing General Terms and Conditions
• Creation of industry-specific terms and conditions for sales systems, e-commerce, or services
• Protecting contractual conditions against legal challenges
• Consultation on warranty, delivery terms, and contract termination