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Türkiye Newsletter No.27 | Competition market overview
This competition law newsletter provides an overview of the latest developments in relation to the Turkish competition market and the implementation of Law No. 4054 on the Protection of Competition (the “Law”) in light of the recent announcements and publications by the Competition Authority (the “Authority”) as well as the decisions issued by the Competition Board (the “Board”) during February 2026.
ANNOUNCEMENTS
Merger Control Legislation Update
- The Authority has updated the merger control framework, introducing significant amendments to Communiqué No. 2010/4 (the “Communiqué”), the Notification Form, and the related guidelines.
- The amendments include (i) a clarification of the definition of “transaction party,” particularly with respect to the transferred entity, (ii) a substantial increase in turnover thresholds (from TRY 250 million to TRY 1 billion for the individual threshold, from TRY 750 million to TRY 3 billion for the Turkish turnover threshold, and from TRY 3 billion to TRY 9 billion for the worldwide turnover threshold), and (iii) a revision of the “technology undertaking exception”, which is now limited to undertakings established in Türkiye and subject to the individual turnover threshold.
- In addition, the Communiqué now introduces a framework for assessing co-ordination risks between parent companies in joint-ventures.
- The Notification Form has also been significantly simplified, removing certain information requirements and introducing procedural simplifications, in particular for transactions involving venture capital entities and for cases with low combined market shares.
- Finally, a new provision clarifies that ongoing transactions which no longer meet the updated thresholds or notification requirements may be terminated by a Board decision.
Recently Initiated Investigations
- Search Services and Online Advertising: The Board has launched an investigation into Alphabet Inc., Google LLC, Google Ireland Limited, Google International LLC and Google Reklamcılık ve Pazarlama Ltd. Şti. (together “Google”) to determine whether certain contractual arrangements with device manufacturers and practices under the Android ecosystem violate Article 4 of the Law. The Board identified concerns that (i) the placement of the Google search widget on the main screen, although not formally mandatory, is incentivised through contractual arrangements, (ii) Google Search is effectively set as the default via revenue-sharing agreements, providing Google with a competitive advantage, (iii) Google Chrome is required to be pre-installed and set as the default browser as a condition for licensing, and (iv) certain restrictions on the use of alternative operating systems based on Android open-source code may adversely affect competition. The Board will also assess recent policy changes under the Android Developer Verification Program. Following its preliminary assessment dated 8 January 2026 (26-01/2-M), the Board found the allegations serious and sufficient, and decided to initiate a full-fledged investigation.
- Labour Market: The Board has launched an investigation pursuant to Article 41 of the Law into 26 undertakings operating in the banking, insurance and information technologies sectors to determine whether they have violated Article 4 of the Law.
The investigation follows a preliminary investigation into allegations that the undertakings were party to no-poaching agreements and/or engaged in the exchange of competitively sensitive information in labour markets.
In its decision dated 29 January 2026 (26-03/75-M), the Board found the findings to be serious and sufficient, and decided to initiate a full-fledged investigation. - Other: The Board has launched an investigation pursuant to Article 41 of the Law into 19 undertakings operating in the private education sector to determine whether they have violated Article 4 of the Law.
The investigation follows numerous complaints regarding significant increases in tuition fees, as well as allegations of excessive pricing in ancillary services such as catering, books/stationery and school uniforms.
The preliminary investigation also examined claims that certain ancillary services were effectively tied to the provision of education services and that parents were directed to procure these services from specific suppliers.
In its decision dated 29 January 2026 (26-03/73-M), the Board found the findings to be serious and sufficient, and decided to initiate a full-fledged investigation.
SUMMARY OF KEY DECISIONS
Spotify Group Decision[1]
The Board concluded its assessment regarding the prevention and complication of an on-site inspection by Spotify (comprising Spotify Digital Yayıncılık Hizmetleri AŞ, Spotify Yönetim Destek Hizmetleri AŞ, and Spotify AB) during a preliminary investigation.
The investigation was initially launched to determine whether Spotify violated Article 4 and/or Article 6 of the Law by engaging in anti-competitive practices in the online music streaming market, including predatory pricing and discriminatory behaviour towards certain content providers. During an on-site inspection conducted on 2 July 2025, Board officials encountered significant obstacles, such as failing to provide access to key personnel, refusing access to digital communications (emails and mobile devices) of key managers, and claiming organisational disconnection.
The Board assessed that such conduct constituted a hindrance and complication of an on-site inspection within the meaning of Article 16 of the Law.
As a result of its assessment, administrative fines were imposed on the undertaking. This included a fixed fine of 0.5% of its 2024 gross revenue for the act of hindering the inspection, as well as a daily periodic fine of 0.05% of its 2024 gross revenue for each day the obstruction continued. The periodic fine was terminated following the undertaking’s official invitation to the Board to complete the inspection, resulting in a total administrative fine.
Adidas Spor Malzemeleri Satış ve Pazarlama AŞ Decision[2]
The Board concluded its investigation concerning Adidas Spor Malzemeleri Satış ve Pazarlama AŞ to determine whether the undertaking violated Article 4 of the Law by intervening in the resale prices of its authorised retailers.
The investigation focused on allegations that Adidas restricted competition by determining the fixed or minimum resale prices for its dealers and authorised sellers. The case file included extensive evidence obtained during on-site inspections, including e-mail correspondence and WhatsApp messages, which indicated that the company monitored discount rates and intervened in the retail prices applied by its distributors. These findings showed that Adidas exerted pressure on retailers to maintain specific price levels, thereby preventing price competition among sellers.
The Board assessed that such conduct constituted resale price maintenance, which is a clear infringement of competition within the meaning of Article 4 of the Law.
As a result, an administrative fine was imposed on Adidas Spor Malzemeleri Satış ve Pazarlama AŞ. In determining the fine, the Board took into account the duration and severity of the violation, as well as the undertaking’s market power. The investigation was terminated with the decision that the company’s pricing policies regarding its authorised dealer system were in breach of the Law.
Yemek Sepeti Elektronik İletişim Perakende Gıda AŞ Decision[3]
The Board concluded its investigation concerning Yemek Sepeti Elektronik İletişim Perakende Gıda AŞ to determine whether the undertaking violated Article 6 of the Law by abusing its dominant position in the online meal-order delivery platform services market.
The investigation focused on allegations that Yemek Sepeti abused its position by making its own courier services mandatory for partner restaurants (considered tying) and imposing unfair contract terms that hindered the activities of member businesses and competitors. The case file included an extensive assessment of market dynamics, the company’s operational model, and the impact of its courier service policies on the overall competitiveness of the platform and delivery sectors.
The Board assessed that Yemek Sepeti did not hold a dominant position in the relevant market during the period under investigation. Furthermore, the Board concluded that even under the assumption of dominance, the company’s practices regarding courier services and restaurant agreements did not constitute an abuse of a dominant position within the meaning of Article 6 of the Law.
As a result, the Board decided that Yemek Sepeti Elektronik İletişim Perakende Gıda AŞ did not violate the Law. Consequently, no administrative fine was imposed on the undertaking, and the investigation was terminated with a “no violation” ruling.
Amazon Turkey Perakende Hizmetleri Ltd. Şti. Decision[4]
The Board concluded its investigation concerning Amazon Turkey Perakende Hizmetleri Ltd. Şti. to determine whether the undertaking violated Article 4 and/or Article 6 of the Law through its practices in the multi-category e-marketplace market.
The investigation focused on allegations that Amazon restricted competition by implementing pricing strategies, specifically through its « Automatic Pricing Tool », that could lead to resale price maintenance or the determination of prices for third-party sellers. Additionally, the Board examined whether Amazon favoured its own retail operations over third-party sellers and whether its « Buy Box » algorithms and data usage policies constituted an abuse of dominant position.
The Board assessed the market dynamics and Amazon’s business model in Turkey, noting that Amazon’s market share remained below the thresholds that would typically indicate a dominant position or a significant restrictive effect under the de minimis principles. Furthermore, the investigation analysed the technical aspects of the automatic pricing mechanism and concluded that the evidence did not sufficiently prove a systematic effort to fix prices or exclude competitors.
Consequently, the Board determined that there was no breach of the Law by Amazon Turkey Perakende Hizmetleri Ltd. Şti. The investigation was therefore terminated without further action or administrative fines, confirming the absence of any anti-competitive conduct.
Acquisition of sole control over ALPET by Nakkaş Holding and assessment of Akdeniz Depolama[5]
The Board authorised the acquisition of sole control over ALPET by Nakkaş Holding through a share transfer. The Board found that the transaction constitutes a notifiable concentration under Article 7 of Law No. 4054, as it results in a permanent change of control and exceeds the relevant turnover thresholds.
In its competitive assessment, the Board identified limited horizontal and vertical overlaps in the fuel distribution market. However, given the parties’ low combined market shares and the presence of strong competitors, it concluded that the transaction would not significantly impede effective competition and therefore authorised the transaction.
The Board also assessed the transfer of ALPET’s 33.3% shareholding in Akdeniz Depolama. It determined that the entity does not qualify as a full-function joint-venture and therefore does not fall within the scope of Article 7. Nevertheless, as the arrangement involves co-operation between competing undertakings, it was assessed under Article 4 and granted an individual exemption under Article 5, as the conditions for exemption were satisfied.
Acquisition of sole control over Ticimax by Team.blue[6]
The Board authorised the acquisition of sole control over Ticimax by Team.blue through a share transfer. The Board found that the transaction constitutes a notifiable concentration under Article 7 of Law No. 4054, as it results in a permanent change of control and exceeds the relevant turnover thresholds.
In its competitive assessment, the Board examined the parties’ activities in the e-commerce infrastructure and hosting services markets, identifying a vertical relationship between Ticimax’s e-commerce platform services and Team.blue’s domain name and hosting services. The Board noted potential foreclosure concerns, particularly the risk that Ticimax customers could be steered towards Team.blue’s infrastructure services.
The Board also assessed data-related concerns arising from the combination of Ticimax’s customer and transaction data with Team.blue’s infrastructure data, which could provide a competitive advantage.
To address these concerns, the parties offered commitments, including the separation of customer data, implementation of access restrictions and logging mechanisms, and ensuring that Ticimax customers remain free to choose alternative hosting and domain providers.
Taking these commitments into account, the Board concluded that the transaction would not significantly impede effective competition and authorised the transaction subject to conditions.
Acquisition of joint control over NEF Solutions by Mikro Yazılımevi and its founders[7]
The Board authorised the acquisition of joint control over NEF Solutions by Mikro Yazılımevi and the existing founders. It determined that the transaction constitutes a notifiable concentration under Article 7 of Law No. 4054 and qualifies as the establishment of a full-function joint-venture, as NEF will continue to operate independently on a lasting basis.
In its assessment, the Board identified a limited horizontal overlap in the ERP software segment. However, given the parties’ low combined market share and the presence of strong competitors, it concluded that the transaction would not raise competition concerns.
The Board also reviewed the transaction in terms of potential killer acquisition risks and found that NEF’s products would continue to be developed and integrated with Mikro’s solutions. Accordingly, the Board concluded that the transaction would not eliminate potential competition or hinder innovation.
Acquisition of sole control over Informatica by Salesforce[8]
The Board authorised the acquisition of sole control over Informatica by Salesforce. It found that the transaction constitutes a notifiable concentration under Article 7 of Law No. 4054, as it results in a permanent change of control and exceeds the relevant turnover thresholds.
In its assessment, the Board examined the parties’ activities in the enterprise software markets and identified a limited horizontal overlap in data management and integration solutions. It also noted that the parties’ products are largely complementary.
In light of the limited combined market shares and the presence of strong competitors such as SAP, Oracle and Microsoft, the Board concluded that the transaction would not raise competition concerns.
GLOBAL ANTI-TRUST LAW UPDATES
Commission closes investigation into Edwards Lifesciences following withdrawal of disputed policy
The European Commission closed its antitrust investigation into Edwards Lifesciences concerning alleged abuses of dominance under Article 102 TFEU, following the company’s withdrawal of its Global Unilateral Pro-Innovation Policy (UPIP).
In its assessment, the Commission examined whether the policy could restrict physicians’ participation in activities with competing manufacturers and thereby limit competitors’ access to key inputs in the TAVI devices market.
In light of the withdrawal of the UPIP, the Commission concluded that the competition concerns had been addressed and closed the investigation, noting that this does not constitute a finding of compliance with EU competition rules.
Acquisition of Downtown by Universal Music Group subject to commitments
The European Commission approved UMG’s acquisition of Downtown, subject to conditions, under the EU Merger Regulation. In its assessment, the Commission found no significant horizontal concerns in recorded music and A&L services, given the presence of strong competitors and moderate market shares.
However, the Commission identified risks related to UMG’s potential access to commercially sensitive data through Downtown’s royalty platform, Curve. To address these concerns, the parties committed to the full divestment of Curve, and in light of these commitments, the Commission cleared the transaction.
Acquisition of Wiz by Google cleared unconditionally
The European Commission approved Google’s acquisition of Wiz under the EU Merger Regulation, concluding that the transaction would not raise competition concerns in the EEA. In its assessment, the Commission examined the parties’ activities in cloud infrastructure and cloud security markets and found the presence of strong competitors, including AWS and Microsoft Azure.
The Commission also assessed potential bundling and data access concerns but found that customers would retain sufficient alternatives and that the data accessible through Wiz would not be commercially sensitive. On this basis, the Commission cleared the transaction unconditionally.