Table of Contents
- UK CMA Imposes Fines for Information Exchanges Affecting Labour Markets
- UK Continues Enforcement of Foreign Direct Investment Regime
- New UK Consumer Protection Regime Comes Into Force
- Players File Competition Law Claims Against Tennis Governing Bodies in EU, UK and U.S.
UK CMA Imposes Fines for Information Exchanges Affecting Labour Markets
On 21 March 2025, the UK Competition and Markets Authority (CMA) announced fines on four UK broadcast and production companies for engaging in illegal exchanges of information. The case is the CMA’s first competition law infringement decision concerning labour markets.
The CMA found that the companies, BT, IMG, ITV and BBC, shared sensitive information about fees for freelance workers such as camera operators and sound technicians. A fifth company, Sky, was involved but not fined, as it took advantage of the leniency programme to inform the CMA of the activities before an investigation launched. The CMA classified these exchanges as “by object” (automatic) infringements of competition law, meaning it did not need to identify any actual effects on competition.
The five companies engaged freelancers to assist with the production and broadcast of sports content such as major football (soccer) games and rugby tournaments. The CMA found 15 instances in which pairs of the companies unlawfully shared sensitive information about pay, including day rates and pay rises.
In most cases, the aim was to coordinate how much to pay freelancers. On one occasion a company told another it had “no intention of getting into a bidding war” but “want[s] to be aligned and benchmark the rates.” In a separate instance, one said it wanted to “present a united front” with the other.
The case shows that pure exchange of commercially sensitive information, including in relation to terms and conditions offered to workers, can amount to an infringement of UK competition law and give rise to significant fines. As the CMA pointed out, “employers must ensure those who hire staff know the rules and stick to them to prevent this happening in the future.”
The companies were competitors in their downstream activities of broadcast and production as well as in relation to the upstream procurement of freelancers to carry out those activities, as an input. Companies that do not compete downstream can also be competitors in upstream procurement markets for the use and employment of staff, such as IT staff. The same principles apply as in this case, and such businesses should set pay and other terms and conditions independent of each other and not exchange commercially sensitive information concerning those issues.
The best way companies can ensure compliance is by implementating and enforcing a suitable competition law compliance programme, which should include training and ongoing monitoring, for example through audits. The companies involved reportedly implemented enhanced compliance measures as a result of the investigation, including refresher training courses and issuing guidance to staff.
The CMA offers guidance and other materials to boost business compliance and remind employers of their legal obligations to avoid unlawful collusion on employee pay, working conditions and hiring staff. It announced that updated guidance will be published later in 2025 to help employers avoid illegal anti-competitive behaviour in labour markets.
UK Continues Enforcement of Foreign Direct Investment Regime
During March 2025, the UK imposed four “final orders” imposing conditions on acquisitions reviewed under the National Security and Investment Act 2021 (NSI Act), the UK’s regime controlling foreign direct investment on national security grounds. It has a wide scope, catching investments into entities and assets made by UK and non-UK businesses, with no turnover or asset thresholds. In many situations when an entity is acquired, the NSI Act requires a mandatory notification and clearance prior to closing.
Recent cases illustrate the scope of the NSI Act and the range of conditions that are regularly imposed, including on acquisitions by businesses based in countries that are close allies of the UK.
ESCO Technologies, a U.S. engineering company, obtained approval to acquire Ultra PMES Limited, a supplier of degaussing systems and power conversion solutions for naval applications. The government identified national security risks arising from the potential impact on the UK’s defence capabilities and supply chains if Ultra PMES’ activities were reduced or relocated outside the UK or if classified and/or sensitive information were accessed by unauthorised individuals, including non-UK nationals.
In order to deal with those concerns, the parties were required to “meet certain sovereignty requirements” to carry out work related to contracts in support of the UK’s defence programmes solely through an ESCO UK subsidiary and, if required by the government, under certain circumstances initiate and complete a sale and transfer of all relevant capabilities in support of the UK’s defence programme and platforms to an approved third party. The reference to “sovereignty requirements” implies that sensitive work carried out in the UK must be done by UK citizens and is the first time such a condition was disclosed.
The case shows that detailed reviews and bespoke conditions will continue to be features of deals affecting defence technologies. The conditions are aimed at ensuring the business will operate in the same way and meet the same commitments to the government as a supplier that it currently does.
In the case of the acquisition by Penten Pty Ltd of cybersecurity business Amiosec Limited, the government identified national security concerns relating to Amiosec’s role as a strategic supplier of sensitive products and services to the government. The government again imposed tailored conditions including an obligation on Amiosec to ensure continuity of supply with respect to the sensitive products and services it provides to the government and to provide advance notification of any transfers of, or material changes to, the parts of the business that are involved in the supply of sensitive products and services to the government.
It is the first conditional clearance of an acquisition by a buyer from Australia, a “friendly” country, and again illustrates that under the NSI Act’s country-agnostic approach, the activities of the target are the key concern including when friendly-country, or even UK buyers, are involved. A requirement for security oversight is now normal when the target has important capabilities in sensitive areas, and this will be the case for buyers even from close UK allies.
Another deal conditionally approved in March related to the acquisition of energy infrastructure business Transmission Investment Holdings by an Abu Dhabi company. The government’s concerns related to the construction of infrastructure for the planned electricity interconnector between Scotland and Northern Ireland in proximity to the approaches to a naval facility. The parties in this case were told to “meet certain requirements that ensure the physical, personnel and data security of certain facilities that will be developed by the parties.”
Another conditionally approved deal concerned the acquisition of 39% of Advanced Manufacturing (Sheffield) Limited (AML), a manufacturer of precision parts, by a Taiwanese company. The concerns related to the security of UK knowledge and intellectual property relating to the precision engineering of gas turbine engine components, “access to which could lead to an uplift in adversaries’ capabilities,” as well as an interruption in the continuity of the supply of precision-machining capabilities to UK defence programmes. The parties were required to meet operational requirements, including restrictions on the location of AML’s precision engineering capabilities and to retain existing operational activity in the UK, and meet requirements relating to IT equipment, data storage, access and handling.
New UK Consumer Protection Regime Comes Into Force
On 6 April 2025, significant changes to the UK consumer protection regime will be introduced as relevant provisions of the Digital Markets, Competition and Consumers Act 2024 (DMCC Act) come into force.
Under the consumer protection reforms, the CMA has the power directly to enforce the law in the UK and sanction breaches. Previously, the CMA could only accept undertakings from a company under investigation or apply to court to seek an enforcement order. Both processes have proven to be slow, unwieldy and of limited practical effect.
The CMA had been vocal in requesting new powers to enforce consumer protection law and previously welcomed the DMCC Act. A CMA nonexecutive director said that there were “long-standing concerns [about the existing regime, including that] enforcement is long and costly and there are no material financial consequences for businesses that break the law.” The CMA’s CEO commented that the DMCC Act “will be a step-change in our ability to safeguard people’s engagement in our economy, and we are carefully considering and preparing for our first cases.”
Direct enforcement, with associated powers to gather evidence, will result in infringement decisions by the CMA, which can impose fines on infringing companies of up to 10% of worldwide turnover. Companies may face potential penalties for failure to comply with investigative measures or noncompliance with CMA orders. Individuals can also face personal fines.
This administrative enforcement model for consumer protection law parallels the CMA’s existing powers under competition law, under which it regularly issues high profile infringement decisions and imposes fines.
The powers will apply to existing consumer rules, brought together in the DMCC Act, including those covering unfair contract terms in consumer contracts and the 31 existing unfair commercial practices. The CMA now has direct powers to enforce against contract terms that it considers unfair because they cause a significant imbalance in the parties’ rights and obligations to the detriment of customers. The same applies in relation to unfair commercial practices, which include practices that the CMA considers unfairly to impact consumers’ decision-making.
Building in most cases on existing decisional practice, the DMCC Act also introduces rules covering areas of public focus and concern. Fake or misleading consumer reviews, including those published without indicating that they have been incentivised, now are automatically unfair.
In addition, any invitation to purchase that does not include material information is prohibited regardless of whether the practice may cause an average consumer to make a different transactional decision. This rule is aimed at “drip pricing,” in which suppliers such as airlines attract customers through a low initial rate but add additional costs during the purchase process, such as airport taxes and baggage.
Subscription contracts that automatically renew also are subject to rules. These include regular reminder notices and the ability to exit by “making a clear statement.”
New types of activities also are at risk, including hosting online reviews and advertisements. Online platforms need to consider their own activities as well as those of third parties on their platforms.
The CMA is keen to use its new powers. The CMA CEO stated in a podcast that consumer protection law enforcement under the DMCC Act will be “an incredibly important focus [of the CMA’s activity in the future]” and this will “drive real improvements in outcomes for consumers.”
Companies can expect to see direct CMA enforcement of consumer protection law in the UK operating in a similar way to its existing, robust action against competition law infringements across numerous industries. Consumer protection-related enforcement activity and fines in the UK likely will receive the same publicity and attention as competition law-related ones.
Any business active in the UK that is directly or indirectly consumer-facing should consider the impact of the DMCC Act and review its internal consumer protection law compliance policies, including manuals and training.
Players File Competition Law Claims Against Tennis Governing Bodies in EU, UK and U.S.
The Professional Tennis Players Association (PTPA) announced on 18 March 2025 that it has initiated legal actions against the sport’s governing bodies. The claims, launched in courts and before regulators in the EU, UK and U.S., are based on allegations of infringements of competition law, including bans on anticompetitive agreements and abuse of a dominant position.
The PTPA alleges that the the Association of Tennis Professionals, Women’s Tennis Association, International Tennis Federation and International Tennis Integrity Agency (ITIA) “operate as a cartel by implementing a number of draconian, interlocking anticompetitive restraints and abusive practices.”
The PTPA filed complaints with the European Commission under EU competition law and the CMA under UK competition law. It also issued a civil claim in the U.S. District Court for the Southern District of New York. It further was reported that six members of the PTPA separately sent a letter to the associations in the UK, warning that they will launch a separate standalone claim before national courts in the UK if their concerns are not addressed.
The EU complaint alleges that the governing bodies, directly and through the ITIA, “control the world of professional tennis, since each of them regulates and oversees separate elements of the market for professional tennis globally.” It goes on to state that they also carry out the economic activity of organising and profiting from international tennis events and exploiting the rights associated with those events. In alleged breach of their duty to exercise their regulatory powers to prevent distortions of competition, the governing bodies impose various restrictions.
In particular, the PTPA claims that these governing bodies collude to suppress competition between and among tournaments; collude to cap the prize money that tournaments award and limit players’ ability to earn money off the court; impose the “ranking points” system that dictates which tournaments players can compete in, how much compensation they earn and whether they receive certain sponsorship opportunities; force an unsustainable schedule that requires players to travel at their own cost and handle their own logistics to participate in dozens of tournaments across six continents; show disregard for the players’ welfare; exploit players financially by forcing them to sign over their name, image and likeness rights for no compensation, allowing governing bodies to profit from their identities while preventing them from securing independent sponsorships; and violate their privacy including through invasive searches of personal devices, “random middle-of-the-night” drug tests and interrogations without legal representation.
The obligations of governing bodies that regulate and are engaged in economic activities in the same area were considered in judgments of the EU courts. The EU complaint points out that rules of sport associations may amount to anticompetitive decisions “by object” and/or an abuse of dominance, insofar as by adopting such rules the associations effectively misuse their de facto regulatory powers. It states that, in order not to infringe competition rules, private bodies with regulatory powers governing an entire sport must act within a framework providing for substantive criteria and detailed procedural rules suitable for ensuring that they are transparent, objective, nondiscriminatory and proportionate. The PTPA alleges this is not the case.
Additional EU and UK competition law news coverage can be found on McGuireWoods’ Insights page. McGuireWoods also publishes legal alerts on U.S. antitrust developments and numerous other topics.