2014 International Business Program & Erasmus Faculty of Management, University of Warsaw T. Skoczny & Co. EUROPEAN BUSINESS LAW

I. EBL – Introduction Contents: Introduction (2 h) EU Internal market’s free movements (12 h) EU Internat market’s common competition rules (26 h)

I. EBL – Introduction 1. EU history, enlargements and legal basis From three European Communities via three pilars of the European Union to one European Union, including the Euro zone From „6” to „28”; Poland within the „new” EU Legal basis of the EU (EU Treaty/TEU, Treaty of the Functioning of the EU/TFEU + Charter on Fundamental Rights of the EU/ChFREU + accessions treaties and acts) What is the European „Union”? Do the EU has future as political union? Will Ukraine ever become EU Member State

I. EBL – Introduction 2. European economic integration EU axiology; „common values” (Article 2, 6-8 TEU + ChFREU) EU objectives: „economic integration” among/combined with other EU objectives (Preamble & Article 3 TEU; different provisions of TFEU) EU economic integration mostly by establisment of „internal market” (IM) and „Economic and Monetary Union” (EMU), but among other EU tasks (Articles 3(3-4) TEU & Article 2-6 TFEU) Establisment of IM and EMU among EU competences – shared with MS (IM), exclusive (costums union, monetary policy, establishing competition rules (Articles 2-4 TFEU )

I. EBL – Introduction 3. EU internal market Concept of the EU IM - IM s.s. + other provisions (Article 26(2) TFEU) Competition rules (CR) as „other provisions” (Article 26(2) & Part III, titel VII TFEU); but removing Article 3(1)(g) TEC („establishing system of undestorted competition”) by the Treaty of Lisabon + extra Protocol („on internal marekt and competititon rules”) + Article 119(2) TFEU („open market economy with free competition”) IM and CR in balance with other EU values, objectives and tasks, a.o. with the obligation to ensure services of general interests (CGEI) (Article 14 TFEU)

I. EBL – Introduction 4. EU internal market principles Negative market integration (decentralized model )– removing obstacles of free trade (four/five freedoms of movement); direct applicability & direct effect Principle of non-discrimination on grounds of nationality (Article 18 TFEU), but EU courts in favour of „market access approach” – also non-discriminatory MS measures beaching the IM rules Fundamental rights as general principles of the Union’s law (Article 6 TEU) Positive market integration (harmonisation & Common Policies) – both not covered by this course

I. EBL – Introduction 5. „Free movements” of the EU internal market Concept of the „freedoms of movements”: a) rights of market operators to free trade; b) MS obligations to restrict trade between MS Three main elements: a) substantive scope, b) essence (principe of national treatment/non discrimination on grounds of nationality or general prohibition to restrict free trade) c) exceptions & derogations Convergance of freedoms of movements

I. EBL – Introduction 6. Common competition rules Axiology Rules applicable to undertakings a) prohibition of restrictive practices – cartels and abusive practices) b) preventive control of concentrations Rules applicable to MS, mostly prohibition of anticompetitve state aids Application of CR by MS authorities

II. COMMON COMPETITITON RULES. 1. Axiology & introduction Common competition rules CCR) = EU competition law (rules inntended to protect competititon process in order to maximise consumer welfare (Whish) EU primary CCR: Article 101 & 102 TFEU (direct aplicability & direct effect) EU secondary CCR: regulations exempting agreements from Article 101 TFEU + enforcement regulations Merger Regulation + enforcement regulations Two groups of CCR: Rules applicable to undertakings: (a) prohibition of restrictive practices – cartels and abusive practices); (b) preventive control of concentrations Rules applicable to MS, mostly prohibition of anticompetitve state aids

II. COMMON COMPETITITON RULES. 1. Axiology & introduction Goals: ultimate & direct Ultimate: maximising consumer welfare Direct: counteracting anti-competititve practices & preventing anti-competitive mergers = punishing the past destortions of competition & protection of present competition & preventive future protection i.e EU-specific aim: creation of the single market Other posible: facilitating economic progress, protecting SMEs Who are consumers? Who are competitiors? What is competition & and effective competition What is market power

II. COMMON COMPETITITON RULES. 1. Axiology & introduction When are CCR applicable? Extraterritial jurisdiction Jurisdictional criteria of CCR („effect of trade” & „Union’s dimension”) CCR & competition laws of MS Non-exclusive jurisdiction (parallel application) of Articles 101 & 102; exclusive EU jurisdiction of mergers with Union’s dimension (one-stop-shop principle) Ex-post (Article 101 &102) and ex-ante/pre-empitve (merger control); pre-empitive elements of enforcement of Article 101 & 102 Public and Private enforcement of CCR Instruments – mostly by decisions, but with elements of negotiations