The Commission decision in Delivery Hero/Glovo highlights cartel risks with no-poach agreements and minority stakes in competing companies
On 2 June 2025, the European Commission (the “Commission”) issued a fining decision of EUR 329 million against online food delivery companies Delivery Hero (owner of Foodora) and Glovo for participating in a multifaceted cartel that included an agreement not to hire each other’s employees (so called “no-poach agreement”). While no-poach and wage-fixing agreements have drawn antitrust scrutiny in the United States and some EU Member States, this is the first time the Commission has treated such labour market coordination as a hardcore restriction under Article 101 TFEU. The case also highlights the competition risks that can arise from holding a non-controlling minority shareholding in a rival company, particularly where that shareholding enables coordination or facilitates the exchange of commercially sensitive information.
Background to the Commission’s investigation
The Commission’s formal decision has not yet been published, but the press release issued on 2 June 2025 provides an outline of the key findings and the nature of the infringement. The Commission’s investigation focused on a period between 2018 and 2022 during which Delivery Hero held a non-controlling minority shareholding in Glovo. Up until 2022, when Delivery Hero acquired sole control of Glovo, the companies were regarded as separate competing firms and thus subject to the prohibition on anti-competitive agreements in Article 101 TFEU. According to the Commission, the two companies coordinated their competitive conduct in various ways during this period.
Notably, the shareholders’ agreement signed at the time Delivery Hero acquired a minority non-controlling stake contained clauses not to hire certain employees from each other. Shortly thereafter this arrangement was expanded to a general agreement not to actively approach each other’s employees.
The Commission also found that the non-controlling stake had facilitated illegal coordination between the two companies. While acknowledging that owning a stake in a competitor is not in itself illegal, the Commission considered in this case that it had facilitated anti-competitive contacts between the two rival companies at several levels. The Commission considered that Delivery Hero via its minority stake had obtained access to commercially sensitive information on strategies, pricing and market plans and that the two companies had agreed to avoid entering each other’s national markets—amounting to a traditional form of geographic market sharing. Both companies acknowledged their involvement and settled the case with the Commission, receiving a 10 % reduction in their respective fines. Delivery Hero was fined €223 million and Glovo €106 million.
Antitrust enforcement in labour markets
As discussed in our earlier blogpost, labour markets are becoming a new frontier for antitrust enforcement. Authorities increasingly recognise that restricting competition for talent can harm innovation, mobility, and wages in much the same way that product market collusion harms consumers. The Commission’s decision represents a clear statement that agreements which restrict employee mobility are subject to the same antitrust prohibitions as those restricting prices or output. This development aligns with an international trend, particularly in the United States, where competition authorities have actively pursued enforcement against no-poach and wage-fixing arrangements in recent years. At the EU level, this is the first case where a no-poach agreement has been sanctioned under Article 101 TFEU as a cartel infringement.
Comments
The Commission’s decision confirms that labour market restrictions between competitors as well as companies competing for the same talent are now firmly within the scope of EU antitrust enforcement. Companies must ensure that HR practices, informal understandings, or hiring-related provisions in commercial agreements do not have the effect (or object) of restricting employee mobility across rival firms.
The case also highlights the antitrust risks associated with minority shareholdings in competing companies. A minority stake may be sufficient to enable unlawful coordination –particularly where it involves board representation, strategic influence or access to sensitive information. Companies with minority shareholdings in competing businesses are thus recommended to have robust safeguards, for example strict protocols to prevent information leakage via shared executives, observers or informal coordination.
At Delphi we are available to assist as regards non-compete clauses, no-poach and any other kind of labour law related restrictions between companies as well as information exchange issues and competition concerns related to minority shareholdings.