The notion of undertaking in EU competition law

Araujo Boyd, Marcos (2023) The notion of undertaking in EU competition law. PhD thesis, University of Glasgow.

Abstract

EU competition law uses the term ‘undertaking’ to designate the economic operators concerned by its mandates, regardless of their ownership and legal form. The notion seeks to place economic players as such, and not a legal entity, as addressees of competition rules.

This dissertation examines the legal consequences of this perspective. A first chapter explores its origin and underlying logic, looking at the theories that, in various areas of law, have challenged the role of the legal entity as sole possessor of rights and duties, such as the lifting of the veil, enterprise theories and single entity doctrines. The second reviews the evolution of the notion of undertaking in the jurisprudence of the CJEU and identifies the tensions and contradictions that this remarkable process has confronted in the way. A third chapter dissects economic entities and seeks to define its boundaries, an exercise that exposes some contradictions. The following chapter looks at the uses that have been made of the ‘entity’ limb of the notion (this is, the idea that many legal persons may be treated as one): theories of parental and subsidiary liability, calculation of fines, exemption from the prohibition in Article 101 TFEU, succession of undertakings, and merger control. Chapter 5 looks at the ‘economic activity’ requirement, which has served to date to carve out an exception to the scope of competition rules for State activities, and discusses the recent declaration in Sumal that ‘conglomerate’ groups of companies pursuing different activities may contain several economic units. Chapter 6 examines the continued relevance of legal entities and the resulting dual enforcement model whereby an economic and a legal entity perspective coexist in the application of competition rules. A last chapter concludes.

The discussion is based on a careful examination of the judgments of the CJEU. The result is a detailed description of a historic process where EU competition law is breaking new ground to ensure appropriate accountability of economic players, a process rife with contradictions that attest to the unfinished nature of the task.

• Item Type: Thesis (PhD)
• Qualification Level: Doctoral
• Subjects: K Law > K Law (General)
• Colleges/Schools: College of Social Sciences > School of Law
• Supervisor's Name: Furse, Professor Mark and Thepot, Professor Florence
• Date of Award: 2023
• Depositing User: Theses Team
• Unique ID: glathesis:2023-83415
• Copyright: Copyright of this thesis is held by the author.
• Date Deposited: 10 Feb 2023 09:56
• Last Modified: 10 Feb 2023 10:01
• Thesis DOI: 10.5525/gla.thesis.83415
• URI: https://theses.gla.ac.uk/id/eprint/83415