An inquiry into the nature and causes of the anticompetitive effects of horizontal shareholding, and a discussion of potential solutions under EU and UK competition law

Reyntjens, TML

Thesis

An inquiry into the nature and causes of the anticompetitive effects of horizontal shareholding, and a discussion of potential solutions under EU and UK competition law

Abstract:: Empirical research shows that when non-controlling minority shareholders of horizontal competitors overlap product market competition is reduced. This thesis first investigates the corporate law and governance mechanisms that explain how such ‘horizontal shareholders’ can cause anticompetitive effects notwithstanding their modest shareholdings. It is argued that shareholder passivity is exacerbated when shareholders invest in horizontal competitors, that activist hedge funds are less likely to succeed in their campaigns, and that executive compensation becomes less attuned to the pursuit of aggressive product market competition. Those three ‘causal mechanisms’ plausibly explain the anticompetitive effects observed in empirical research.
The discussion then turns to what shareholder heterogeneity means for the plausibility of the anticompetitive effects of horizontal shareholding. Firms will usually have some horizontal shareholders and some non-horizontal shareholders. Horizontal shareholders usually also invest more in one competitor than in another, and they may invest in upstream or downstream firms. This thesis demonstrates that economic theory and established findings from corporate law and governance scholarship do not support the claim that such shareholder heterogeneity makes it implausible that horizontal shareholding can cause anticompetitive effects.

The thesis then explores whether the various tools in the EU’s and UK’s competition law armoury – that is, laws prohibiting anticompetitive agreements and concerted practices, laws prohibiting an abuse of collective dominance, merger control rules, as well as the UK’s markets investigation regime – can be used to resolve the anticompetitive effects of horizontal shareholding. It concludes that they cannot adequately be used for this purpose, apart from in the rare case where horizontal shareholders take up the role of cartel ringmasters or conduits for the exchange of competitively sensitive information. This conclusion justifies the adoption of new regulation to resolve the anticompetitive effects of horizontal shareholding. The thesis ends with a discussion of the most developed proposal in this regard.

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APA Style

Reyntjens, T. M. L. (2024). An inquiry into the nature and causes of the anticompetitive effects of horizontal shareholding, and a discussion of potential solutions under EU and UK competition law [PhD thesis]. University of Oxford.

MLA Style

Reyntjens, T. ML. An Inquiry into the Nature and Causes of the Anticompetitive Effects of Horizontal Shareholding, and a Discussion of Potential Solutions under EU and UK Competition Law. University of Oxford, 2024.

Chicago Style

Reyntjens, TML. 2024. “An Inquiry into the Nature and Causes of the Anticompetitive Effects of Horizontal Shareholding, and a Discussion of Potential Solutions under EU and UK Competition Law.” PhD thesis, University of Oxford.
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