Vertical Agreements. The regulation of distribution practices in 34 jurisdictions worldwide. Contributing editor: Stephen Kinsella OBE

Transcription

1 Vertical Agreements The regulation of distribution practices in 34 jurisdictions worldwide 2008 Contributing editor: Stephen Kinsella OBE Published by GLOBAL COMPETITION REVIEW in association with: Allende & Brea Altius Bán S Szabó & Partners Barenghi & Paton Blake Cassels & Graydon LLP Boekel De Nerée Cariola Díez Pérez-Cotapos & Cía Ltda Clayton Utz Fenech & Fenech Advocates Glade Michel Wirtz Golfinopoulos Law Office Gorrissen Federspiel Kierkegaard Hammarskiöld & Co Homburger Kim & Chang Lejins Torgans & Partners Matheson Ormsby Prentice Norcous & Partners Nörr Stiefenhofer Lutz Raidla & Partners Attorneys at Law Roschier Attorneys Ltd Salans Sidley Austin LLP Thommessen TozziniFreire Advogados Uría Menéndez Wardyński & Partners Werksmans Inc Wolf Theiss GlobaL Competition Review

2 Sweden Claes Langenius, Joakim Sundbom and Patricia Helanow Hammarskiöld & Co 1 What are the legal sources that set out the antitrust law applicable to vertical restraints? The national law applicable to vertical agreements in Sweden is the Swedish Competition Act (1993:20) (the Act), primarily sections 6 and 8 (see full text at and the Regulation (2000:1193) on block exemption for vertical agreements pursuant to section 8a of the Act (the Swedish Block Exemption). There are also guidelines issued by the Swedish Competition Authority (SCA), for example, on agreements of minor importance (bagatellavtal) which are not covered by the prohibition in section 6 of the Act (KKVFS 2004:1). Case law from the Swedish Market Court and Stockholm District Court, as well as decisions taken by the SCA, give further guidance for the assessment of vertical restraints in Sweden. 5 What entity or agency is responsible for enforcing prohibitions on anticompetitive vertical restraints? Do governments or ministers have a role? The SCA, the Stockholm District Court and the Swedish Market Court. 6 What is the relevant test for determining whether a vertical restraint will be subject to antitrust law in your jurisdiction? Swedish antitrust law is applicable as soon as a vertical restraint is considered to directly or indirectly limit competition to an appreciable extent on the Swedish market (the effect on the Swedish market is the decisive factor). A decision from the Stockholm District Court indicates, however, that it must be shown that there will be an impact on competition in Sweden. 2 List and describe the types of vertical restraints that are subject to antitrust law. Are those terms defined and how? Is the concept of vertical restraint itself defined in the antitrust law? According to section 6 of the Act, agreements between undertakings shall be prohibited if they have as their object or effect to prevent, restrict or distort competition in the market to an appreciable extent. The concept of vertical restraint itself is not defined in Swedish antitrust law. Vertical agreements that may be subject to antitrust rules include, for example, distribution, purchase, licensing, franchise and subcontractor agreements. 3 Are there particular rules or laws applicable to the assessment of vertical restraints in specific sectors of industry? If so, please identify the sectors and the relevant sources. There is a specific block exemption relating to vertical agreements in the motor vehicle sector (regulation (2002:871) on Block Exemption for Vertical Agreements in the Motor Vehicle Sector pursuant to section 17 of the Competition Act). This block exemption does not contain any material differences as compared with the corresponding EC block exemption (1400/2002). 4 Is the only objective pursued by the law on vertical restraints economic, or does it also seek to protect other interests? The Swedish government s stated purpose of the Swedish antitrust rules, including the rules on vertical restraints, is to protect national economy and consumer policy interests. 7 To what extent does antitrust law apply to vertical restraints in agreements concluded by public or state-owned entities? Antitrust law applies also to public or state-owned entities provided that the agreement does not concern two public or stateowned entities which are interrelated in such manner that they can not be regarded as two independent entities. The presumption that a subsidiary is a part of the same economic entity as its parent is not automatically applicable as regards companies owned by a municipality or the state. An assessment must therefore be made as regards the level of independency of the stateowned entity. In this respect, the parties connection and market behaviour is taken into consideration. 8 Are there any general exceptions from antitrust law for certain types of vertical restraints? If so, please describe. The SCA has issued guidelines on agreements of minor importance that are not covered by the prohibition in section 6 of the Act (KKVFS 2004:1) where the concept of appreciable extent under Swedish competition law is defined. The guidelines mainly refer to the de minimis rules laid down by the European Commission. The differences between the Swedish and EC guidelines relate mainly to the assessment of horizontal agreements. For further information on the Swedish guidelines, see question When assessing vertical restraints under antitrust law (or when considering the application of exceptions from antitrust law) does the relevant agency take into account that some agreements may form part of a larger, interrelated, network of agreements or is each agreement assessed in isolation? The SCA takes into consideration that an agreement may form part of a larger interrelated network. Such a situation could, for Getting the Deal Through vertical agreements

3 example, indicate high entry barriers and weak inter-brand competition, which are factors highly relevant for the assessment of vertical restraints under Swedish competition law. 10 In what circumstances does antitrust law apply to agency agreements in which an undertaking agrees to perform certain services on a supplier s behalf in consideration of a commission payment? The independence of the agent is the decisive factor for the assessment of whether antitrust law applies to an agency agreement or not. Should the agent be regarded as dependent on the principal to the extent that he actually constitutes a part of the principal s economic entity, antitrust rules will not apply to the agreement. On the other hand, should the agent act independently and himself bear the economic risk towards third parties, he will in general be regarded as an independent distributor to whom the antitrust rules apply. 11 Is antitrust law applied differently when the agreement containing the vertical restraint also contains provisions granting intellectual property rights (IPRs)? There is a Swedish block exemption relating to agreements of technology transfer (regulation (2004:1073) on block exemption for agreements of technology transfer pursuant to section 8a of the Act). The Swedish technology transfer block exemption applies to patent licensing agreements, know-how licensing agreements, software copyright licensing agreements or mixed patent, know-how or software copyright licensing agreements. Agreements covered by the technology transfer block exemption are automatically exempted from the prohibition in section 6 of the Act. The Swedish technology transfer block exemption does not contain any material differences as compared with the corresponding EC block exemption (772/2004). 12 In what circumstances does antitrust law apply to agreements between a parent and a related company? Intra-group transactions are normally not subject to the prohibition on anti-competitive agreements. This is because of the principle of the economic entity. Companies within the same group are, from an antitrust law point of view, presumed to be part of the same economic entity. The decisive factor is the parent company s level of control of the subsidiary. Should the parent control the subsidiary in such manner that the subsidiary is not able to act independently, the companies are not considered as two independent entities and the antitrust rules are not applicable. If on the other hand the subsidiary is able to act independently of the parent company, antitrust rules will apply to the agreement. 13 Can the legality under antitrust law of a given vertical restraint change over time? Yes. As the market structure as well as the market shares of companies and its competitors may change over time, the assessment of a particular vertical agreement can change over time. 14 Briefly explain the analytical framework that applies when assessing vertical restraints under antitrust law. A vertical agreement must be analysed in its legal and economic context in order to assess whether it is aimed at, or will result in, an appreciable prevention, restriction or distortion of competition. Both intra-brand and inter-brand competition is to be taken into consideration and the cooperation is assessed from a short-term as well as a long-term perspective. In general, it is first evaluated whether the agreement is covered by the Swedish Block Exemption. The Swedish Block Exemption applies if the supplier does not have a market share exceeding 35 per cent on the relevant market and provided that the agreement does not contain any hard-core restrictions (see question 15). If the vertical agreement contains an exclusive supply obligation, it is instead the market share of the buyer that must not exceed 35 per cent on the relevant market. If the agreement is covered by the Swedish Block Exemption, it is automatically exempted from the prohibition in section 6 of the Act and no further investigation will be required. If for some reason the agreement is not covered by the Swedish Block Exemption it is assessed whether the rules regarding agreements of minor importance (KKVFS 2004:1) are applicable to the agreement. These rules generally apply if neither party has a market share that does not exceed 15 per cent, provided that the agreement does not contain any hard-core restrictions. If neither the Swedish Block Exemption nor the rules regarding agreements of minor importance are applicable, it must be assessed whether the vertical restraint is in breach of section 6 of the Act. Section 6, which corresponds to article 81(1) of the EC Treaty, prescribes that agreements between undertakings shall be prohibited if they have as their object or effect, to prevent, restrict or distort competition in the market to an appreciable extent. The following circumstances are taken into consideration at the assessment of vertical agreements: market shares and market influence of the relevant undertakings, also over time; market shares and market influence by competitors; structure of the market; the occurrence of entry barriers including similar cooperations (network effect) and trademark loyalt;y characteristics of the products, extent of the cooperation and levels of the distribution chain; duration of the relevant vertical restraint. Even if a vertical agreement is considered to fall under the prohibition in section 6 of the Act, it may be exempted according to the legal exception in section 8 of the Act, which corresponds to article 81(3) of the EC Treaty. Section 8 of the Act prescribes that section 6 shall not apply to agreements that contribute to improving the production or distribution or to promoting technical or economic progress; allow consumers a fair share of the resulting benefit; only impose on the undertakings concerned restrictions which are indispensable to the attainment of the objective referred to in item 1; and do not afford such undertakings the possibility of eliminating competition in respect of a substantial part of the utilities in question. Section 8 of the Act may be regarded as a form of rule of reason or, in other words, a balancing between the positive and the negative effects of a restrictive agreement. The economic advantages of the agreement must objectively outweigh the negative effects on competition in order for the exemption to apply. It is primarily the undertakings concerned that must prove that the conditions for exemption are fulfilled. 192 Getting the Deal Through vertical agreements 2008

4 15 Is there a block exemption or safe harbour that provides certainty to companies as to the legality of vertical restraints in certain conditions? If so, please explain how this block exemption or safe harbour functions. The above-mentioned Swedish Block Exemption corresponds in most respects to the EC block exemption for vertical agreements (2790/1999). However, there are some differences. The SCA has not itself issued any guidelines as regards vertical agreements but takes guidance from the guidelines issued by the EC Commission (2000/C291/01). Agreements that fall under the Swedish Block Exemption are automatically exempted. Vertical agreements that are not covered by the Swedish Block Exemption are not presumed to be illegal, but instead subject to an individual assessment. The Swedish Block Exemption contains a market share limit of 35 per cent compared to the 30 per cent limit pursuant to regulation 2790/1999. This means that vertical agreements concluded by suppliers whose market share does not exceed 35 per cent on the relevant market will be exempted from the prohibition in section 6 of the Act, provided that the agreement in question does not contain certain types of anti-competitive restraints (hard-core restrictions). Where the vertical agreement contains an exclusive supply obligation, it is instead the market share of the buyer that must not exceed 35 per cent. The following are regarded as hard-core restrictions and therefore not covered by the Swedish Block Exemption: restrictions of the buyer s ability to determine its sale price. However, maximum and recommended prices are accepted provided that they do not in fact constitute a minimum or fixed sales price; restrictions on the territory into which or customers to whom the buyer may sell the products or services, except the restriction of active sales into territories or customer groups reserved to other buyers with exclusivity; restrictions of active and passive sales to end users by members of a selective distribution system operating at the retail level and restriction of cross-supplies between distributors within a selective distribution system including those operating at a different level; and restrictions agreed between a supplier of components and a buyer who incorporates those components, which limit the supplier to sell the components as spare parts to end-users or repairer or other service providers not entrusted by the buyer with repair or servicing its goods. As mentioned above (question 8), there are also guidelines as regards agreements having a minor importance, similar to the European Commission s de minimis rules, (KKVFS 2004:1). The guidelines state in respect of vertical restraints that if the companies concerned do not have a total market share exceeding 15 per cent, then the de minimis exception will, in principle, apply. The existence of certain hard-core restrictions can, however, prevent the application of the de minimis rules. These hard-core restrictions correspond to those set out in the European Commission s de minimis guidelines, namely restriction of the buyer s ability to determine its price, certain restrictions of the territory or customers to which the buyer may sell the contract products, restrictions of active and passive sales to end users by members of a selective distribution system, restrictions of cross-supplies between distributors within a selective distribution system and restricting the supplier to sell components as spare-parts to end-users or repairers or other service providers not approved by the buyer. Getting the Deal Through vertical agreements What are the consequences of an infringement of antitrust law for the validity, or enforceability by one of the parties, of a contract containing prohibited vertical restraints? Agreements that are in conflict with the prohibition on anti-competitive cooperation in section 6 of the Act are deemed null and void. Further, a company is liable to pay damages to a suffering party due to a breach of the prohibition. 17 How is the restricting of the buyer s ability to determine its resale price assessed under antitrust law? Fixed prices or minimum prices are in general prohibited under Swedish antitrust law. Recommended prices and maximum prices are in general permitted, provided that the pricing does not in fact constitute resale price maintenance, for example, in the form of a hidden agreement or practice forcing the buyer to use the recommended or maximum price. Interestingly, the SCA in its practice has come up with a requirement of clarification, entailing that the supplier/seller must explicitly set out that the prices may be set below the recommended or maximum price (see Månpocket, MD 2002:5). 18 Have there been any developments in your jurisdiction in light of the landmark 2007 judgment by the US Supreme Court in Leegin Creative Leather Products Inc v PSKS Inc? If not, is any response or development anticipated? There have not been any particular developments in Sweden following the 2007 US Supreme Court judgment in Leegin, nor is any such development anticipated to our knowledge. As mentioned in question 14, the legal exception in section 8 of the Act may be regarded as a form of rule of reason or, in other words, a balancing between the positive and the negative effects of a restrictive agreement. In this perspective, Swedish law already corresponds to the basic principle laid down in the mentioned Supreme Court case. However, fixed minimum prices generally do not fulfil the conditions for exemption and are therefore essentially prohibited. 19 How is the restriction of the territory into which a buyer may resell contract products assessed under antitrust law? In what circumstances (if any) may a supplier require a buyer of its products not to resell the products in certain territories? An absolute restriction of the territory into which the buyer may sell the contract products is regarded as a hard-core restriction which prevents the application of the Swedish Block Exemption. It is, however, permitted to restrict the buyer s active sales on markets outside his exclusive market, provided that another distributor or the supplier has exclusivity in that market. However, passive sales, namely sales resulting from a customer from another territory contacting the distributor in order to purchase the products or services, may not be prohibited. 20 Explain how restricting the customers to whom a buyer may resell contract products is assessed under antitrust law. In what circumstances (if any) may a supplier require a buyer of its products not to resell the products to certain customers? An absolute restriction of the customers to whom the buyer may sell the contract products is regarded as a hard-core restriction that prevents the application of the Swedish Block Exemption. However, the restriction of active sales to an exclusive customer 193

5 group reserved to the supplier or allocated by the supplier to another buyer is exempted, provided that such a restriction may not limit sales by the customers of the buyer. A supplier may also restrict a buyer operating at the wholesale level to sell directly to end-users. In selective distribution systems, the supplier may require that members of the system (authorised distributors) do not sell to unauthorised distributors. Further, a supplier may restrict the buyer s ability to sell components that are supplied for the purpose of incorporation, to customers who would use them to manufacture the same types of goods as those produced by the supplier. Passive sales (ie, sales resulting from a customer in a customer group reserved to someone else contacting the distributor in order to purchase the products or services) may not, however, be prohibited. 21 How is the restricting of the uses to which a buyer (or a subsequent buyer) puts the contract products assessed under antitrust law? Provisions that prevent a buyer from reselling the products or oblige the buyer to only use the products in his own manufacturing process are generally considered problematic from a Swedish competition law point of view. However, this can be permitted if it can be justified by objective reasons such as security or health reasons. It can also be mentioned that under the Swedish Block Exemption, a supplier may restrict the buyer from selling components which have been supplied for the purpose of incorporation to a customer who would use them to manufacture the same type of products as the supplier. 22 Briefly explain how agreements establishing selective distribution systems are assessed under antitrust law. A company that does not hold a dominant position may independently choose its distributors. However, if the distributor is prohibited from selling the products to non-authorised distributors, the antitrust rules will become applicable. Selective distribution systems have been considered to be consistent with section 6 of the Act in cases where: the relevant products have characteristics which motivate a selective distribution system, and the appointment of distributors is based on objective qualitative criteria, which are adapted homogeneously for all potential distributors. The SCA has in its practice considered that cars, alpine ski equipment, in-line skates, laser and ink-jet printers, and computer servers are suitable products for selective distribution systems. Further, newspapers and luxury products have been assessed in the same way. On the other hand, the SCA has not accepted selective distribution agreements for, eg, high-chairs, beds, buggies, health food and wallpaper. Qualitative criteria for the appointment, such as the condition of the sale premises, presentation of the products, opening hours, qualification of personnel, etc are generally accepted. Quantitative criteria, namely criteria limiting the numbers of distributors are normally prohibited. All distributors fulfilling the criteria must be accepted in the selective distribution system (requirement of non-discrimination). 23 How is the restriction of the buyer s ability to obtain the supplier s products from alternative sources assessed under antitrust law? These types of exclusive purchase obligations should in our view be considered to be in breach of Swedish antitrust rules only if: competitive suppliers have difficulties entering the market; and the agreements made by the supplier and its distributors to an appreciable extent contributes to the foreclosure. This theory is generally accepted and should also be applied by the SCA. However, it may be noted that the SCA in its previous case law has stated that exclusive purchase agreements as such restrict competition and are deemed to be in breach of section 6 of the Act as soon as they were not covered by the SCA s previous guidelines on agreements of minor importance (KKVFS 1999:1). This practice has been criticised. 24 Explain how restricting the buyer s ability to stock products competing with those supplied by the supplier under the agreement is assessed under antitrust law. Non-compete clauses are, in general, exempted during the term of the agreement provided that it does not exceed five years or is indefinite. The same general rule applies to exclusive purchase obligations and purchase obligations that relate to more than 80 per cent of the buyer s total need of the products or services. Where the buyer sells the products or services from premises owned by the supplier, the duration of the non-compete obligation may however correspond to the period of the lease. After the term of the agreement, a non-compete obligation of up to one year may be permitted, provided that the obligation concerns products and services covered by the agreement and is indispensable for the protection of know-how transferred by the supplier to the buyer or distributor, and is limited to the point of sale from which the buyer or distributor operated during the term of the agreement. 25 How is the requiring of the buyer to purchase from the supplier a certain amount, or minimum percentage, of its requirements, of the contract products assessed under antitrust law? Exclusive purchase obligations and purchase obligations exceeding 80 per cent of the buyer s total need of the products or services are considered to be non-compete obligations. See question Explain how restricting the supplier s ability to supply to other buyers, or sell directly to consumers, is assessed under antitrust law. The main competition risk of exclusive supply is the foreclosure of other buyers. Exclusive supply agreements are regarded as problematic primarily if the buyer has a strong market position on the downstream market. Should the buyer have relatively limited market influence on the downstream market, no negative effects for the consumers may be expected. However, if the buyer holds more than 35 per cent on the downstream supply market as well as on the upstream purchase market, potential negative effects should be analysed in detail. Exclusive supply agreements of shorter duration than five years entered into between nondominant companies are often considered as lawful after a balancing of pro-and anti-competitive effects. 194 Getting the Deal Through vertical agreements 2008

6 27 To what extent are franchise agreements incorporating licences of intellectual property rights, relating to trademarks or signs and know-how for the use and distribution of products, assessed differently from simple distribution agreements under antitrust law? Franchise agreements are in general considered to improve distribution at the retailer level in accordance with section 8(1) of the Act since the franchisor establishes a consistent business network that enables new businesses, especially small and medium-sized companies, to operate on the market. New businesses can save costs as knowledge and experience are transferred from the franchisor to the franchisee and presumptive franchisees can more easily enter the market. Thus, franchise agreements do in general contribute to a more intensive inter-brand competition and are favourably considered under Swedish competition law. However, franchise agreements must nevertheless be drafted carefully to ensure that general principles of vertical restraints, such as rules on hard-core restrictions, are followed. 28 Explain how a supplier s warranting to the buyer that it will supply the contract products on the terms applied to the supplier s most favoured customer or warranting to the buyer that it will not supply the contract products on more favourable terms to other buyers is assessed under antitrust law. It has not been clarified under Swedish antitrust law whether provisions where the supplier undertakes to sell the contract products to the buyer at a lower or at least not higher price than he charges other buyers could be considered unlawful. Such a provision indicates that the buyer has a strong negotiation position in relation to the supplier. We believe that such provisions will normally be considered consistent with section 6 of the Act provided that they do not lead to discrimination. If the buyer has a dominant position, these types of provisions are more problematic and must be analysed more in detail. 29 Is there a formal procedure for notifying agreements containing vertical restraints to the agency? Is it necessary or advisable to notify it of any particular categories of agreement? There is no procedure for notifying agreements containing vertical restraints to the SCA. Previously, it was possible for companies to obtain a negative clearance or exemption from the SCA. However, as from 1 July 2004, this is no longer possible and it is now up to the company itself to assess whether a vertical agreement is consistent with the antitrust rules or not. 30 If there is a formal notification procedure, how does it work? What type of ruling (if any) does the agency deliver at the end of the procedure? And how long does this take? Is a reasoned decision published at the end of the procedure? Not applicable. 31 If there is no formal procedure for notification, is it possible to obtain guidance from the agency as to the antitrust assessment of a particular agreement in certain circumstances? It is not possible to obtain formal guidance as regards a particular agreement. However, as stated above, the European Commission s guidelines on vertical restraints will in general be followed by the SCA. 32 Is there a procedure whereby private parties can complain to the agency about alleged vertical restraints? Private parties may complain about a vertical restraint to the SCA. However, not all complaints are evaluated in detail by the SCA and it is entitled to prioritise between complaints as it deems appropriate. 33 How frequently is antitrust law applied to vertical restraints by the agency? There are no statistics as regards how frequently antitrust law is applied to vertical restraints. However, the SCA rarely intervenes against vertical restraints. 34 May the agency impose penalties or must it petition the courts or another administrative or government agency? What sanctions and remedies can the agency or the courts impose when enforcing the prohibition of vertical restraints? The SCA is not itself empowered to impose fines. In order for fines to be imposed, the SCA must bring an action before the Stockholm District Court in the first instance. However, the SCA may, according to section 23 of the Act, require that a company ceases infringing section 6 of the Act on penalty of fine. 35 What investigative powers does the agency have when enforcing the prohibition of vertical restraints? According to section 45 of the Act, the SCA may, where it is necessary for the performance of its duties under the Act, require undertakings or other parties to supply information, documents and other material. Further, the authority is entitled to require persons who are likely to be in a position to provide relevant information to appear at a hearing. Also, the SCA may according to section 47 of the Act be granted the right by the Stockholm District to carry out an investigation on the premises of a company to establish whether the company has infringed section 6 of the Act (namely a dawn raid). 36 What notable sanctions or remedies have been imposed? Can any trends be identified in this regard? The level or nature of any sanctions or remedies depends on the circumstances in each specific case. However, the administrative fines imposed in the few cases which have been adjudicated up to now have been relatively low. Fines have never been imposed in a case concerning vertical restraints. A government committee report published in 2006 proposes new rules that would lead to higher fines being imposed. This report recommends more precise rules on the circumstances to be taken into account when determining the size of financial penalties, which would make it easier for parties and courts to identify infringements that are particularly damaging from a competition perspective and that deserve heavy penalties. It is further proposed that the limits to the penalties in the present section 27 of the Act be removed, and that the possibility of sanctions for certain serious infringements of competition rules be extended to include provisions on disqualification orders. Furthermore, the mentioned report holds that the SCA should be allowed to take decisions on financial penalties by itself, in cases that are not contested. Getting the Deal Through vertical agreements

7 37 Can sanctions or remedies be imposed on companies having no branch or office in your jurisdiction? Sanctions or remedies may be imposed on all companies participating in the infringement, provided it has effects in Sweden. 38 To what extent is private enforcement possible? Can non-parties to agreements containing vertical restraints bring damages claims? Can the parties to agreements themselves bring damages claims? What remedies are available? How long should a company expect a private enforcement action to take? Can the successful party recover its legal costs? If the SCA decides not to act on a complaint, a company affected by the infringement may according to section 23, item 2 of the Act ask the Swedish Market Court to require that the infringement ceases. Any company which intentionally or negligently infringes section 6 of the Act shall, in accordance with section 33 of the Act, compensate the damage caused to other parties. Competitors as well as well as companies on the upstream and downstream market which are directly affected by anti-competitive vertical restraints are entitled to claim damages. Also an individual or a company which is a party to the agreement may be entitled to damages, as well as consumers. Update and trends Judicial proceedings in these cases are not expedient. A party bringing an action for damages would have to expect the proceedings to take several years. Under the main rule, the successful party can recover its legal costs. 39 Is there any unique point relating to the assessment of vertical restraints in No. A government committee report published in 2006 proposes an entirely new Competition Act, which could come into force in In addition to a general revision of the structure and clarity of the current Act, this proposition entails, inter alia, some material changes in the procedural rules applying to the SCA and the courts. The aim of these changes is to make the procedures in competition cases more efficient and legally secure. As describedin question 36, the report also proposes certain relevant changes in the system of sanctions. your jurisdiction that is not covered above? Hammarskiöld & Co Claes Langenius Joakim Sundbom Patricia Helanow claes.langenius@hammarskiold.se joakim.sundbom@hammarskiold.se patricia.helanow@hammarskiold.se Skeppsbron 42 Tel: PO Box 2278 Fax: Stockholm Sweden 196 Getting the Deal Through vertical agreements 2008