Doing Business in the Netherlands 2012 - American Chamber of ...

certain conditions, be exempt. Whether a certain agreement or
practice satisfies these conditions for exemption has to be determined
by means of self-assessment. As previously stated in section 1 above,
the European Commission has provided guidance for this selfassessment
through a set of notices.
Under the Competition Act, present and future EC Block Exemption
Regulations apply directly in the Netherlands. Any agreement
benefiting from an exemption under an EC Block Exemption
Regulation is automatically exempt. Present and future EC Block
Exemption Regulations also apply to purely Dutch restrictive
agreements, as a practical result of which the EC Block Exemption
Regulations have remained the most relevant documents through
which any and all commercial agreements may be scrutinized.
In addition, there are specific Dutch block exemptions for certain
exclusivity arrangements relating to shopping malls and promotional
pricing campaigns.
The Competition Act further prohibits abuse of a dominant position by
one or more undertakings. Generally, this principle also applies to
undertakings or governmental bodies entrusted with the operation of
services of a general economic interest, as is similarly outlined in
Article 102 of the Treaty.
The Competition Act also provides for a system of prior merger
control. In order to fall within the ambit of the Dutch merger control
provisions, the proposed concentration (i.e., a merger, joint venture, or
takeover) must meet the following threshold: the undertakings
concerned must together generate a total worldwide turnover of at
least EUR113.45 million in the previous calendar year, of which at
least EUR30 million must have been generated in the Netherlands by
each of at least two of the undertakings concerned in the previous
calendar year. Different thresholds apply to the banking and the
insurance sectors, as well as to certain healthcare institutions.
80 Baker & McKenzie