Delivery Hero and Glovo face EU fined for no-poach agreements

On 2 June 2025, the European Commission (“Commission”) imposed fines of €329 million on Delivery Hero and Glovo for participating in a cartel to eliminate competitive rivalry in the online food delivery sector across Europe.

Whilst it is not unusual for any competition authority to take action against businesses for entering into an anti-competitive agreement this is the first time that the Commission has specifically highlighted the risks that come with holding minority shareholdings in competitor businesses. The facts of this case identify serious compliance risks for VC funds in relation to information exchange and board representation, even in relation to minority shareholdings.

The Case

The investigation identified anti-competitive practices between Delivery Hero and Glovo, starting in 2018 and ending in 2022. Importantly, it was identified that the anti-competitive behaviour started at the point at which Delivery Hero acquired a non-controlling minority shareholding in Glovo (15%) and ended at the point Delivery Hero gained a majority shareholding in Glovo.

In relation to the exact behaviours identified, the Commission found that the parties had used the minority shareholding and corresponding board representation to facilitate collusion between the competitors, namely:

Exchange of Sensitive Information: The companies shared commercially sensitive data, including in relation to current and future pricing and commercial strategy. Fundamentally, this went beyond what could be considered necessary for a corporate investor to monitor its financial investment.
No-Poach Agreements: Delivery Hero and Glovo agreed not to hire each other's employees, initially limited to certain staff and later extended to all employees. This practice suppressed labour mobility and wages, reducing opportunities for workers.
Market Allocation: Delivery Hero used its minority stake in Glovo to influence the division of national markets for online food delivery across Europe. This included avoiding entry into each other's core markets and co-ordinating market entries where neither was present, effectively reducing competition

Whilst companies holding shareholdings (whether as a minority stake or otherwise) in a direct competitor is still a relatively rare occurrence, this investigation is a reminder of the risks that come with owning stakes in competitor companies for private equity, particularly where this facilitates board representation across a number of companies active in the same market. Whilst wholly owned subsidiaries and companies within the same corporate group can rely on intra-group immunity for information sharing and co-ordinated behaviours, this does not extend to cover minority shareholdings where compliance will be particularly important. Even where majority control is eventually obtained (and clearance secured from competition authorities), this does not wash away any sins committed prior to the acquisition of control.

Whilst companies holding shareholdings (whether as a minority stake or otherwise) in a direct competitor is still a relatively rare occurrence, this investigation is a reminder of the risks that come with owning stakes in competitor companies for Venture Capital, particularly where this facilitates board representation across a number of companies active in the same market. Whilst wholly owned subsidiaries and companies within the same corporate group can rely on intra-group immunity for information sharing and co-ordinated behaviours, this does not extend to cover minority shareholdings where compliance will be particularly important. Even where majority control is eventually obtained (and clearance secured from competition authorities), this does not wash away any sins committed prior to the acquisition of control.

Practical Steps to Ensure Compliance

In the event that minority shareholdings are held in competing businesses, VC funds should be aware that this poses a heightened risk from a competition compliance perspective, particularly where portfolio companies are managed by the same teams or individuals have the same non-executives on the board. The compliance process should include:

Training: teams managing portfolios which include competing businesses or businesses active in the same sector should receive tailored compliance training which clearly addresses the boundaries of the information that can be shared between business, and how board representation can facilitate anti-competitive conduct. Representation on competitor boards can facilitate exposure and exchange of competitively sensitive information; and
Effective internal procedures, policies and safeguards to ensure competition compliance. Including procedures restricting access to competitively sensitive information to those who need it, including information barriers where necessary, and effective whistleblowing policies.

I In the event that a VC fund does discover that one of its employees has engaged in anticompetitive conduct, or is subject to a sector-wide investigation, having robust competition compliance policies, procedures and training can reduce the penalty imposed on the organisations involved.

Our competition team have over 50 years of combined experience of advising on competition law compliance. If you would like to discuss how this investigation may impact you, please contact Neil Warwick, Charlie Markillie or Ellen Huison.

Get in touch:

Elen Huison

Associate

0113 297 8948 7842 025 505

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Delivery Hero and Glovo fined for minority stake no-poach agreements - impact for Private Equity and Venture Capital

The Case

Practical Steps to Ensure Compliance