Czech Competition Law Reform 2026, What Czech Businesses Must Do Now

The Czech competition law reform 2026 represents the most ambitious overhaul of the country’s antitrust framework in over two decades, and every business operating in the Czech market needs to act now. In April 2026, the Czech Competition Authority (Úřad pro ochranu hospodářské soutěže, or ÚOHS) submitted a landmark draft amendment to the Act on the Protection of Competition to the Chamber of Deputies, proposing sweeping new powers that span merger control, personal liability for managers, and a novel market intervention instrument. The draft targets an effective date of 1 January 2027, a timeline that industry observers consider highly ambitious given the scope and complexity of the reforms.

With the legislative clock ticking, compliance officers, in-house counsel and M&A teams must begin preparing immediately.

Top 5 immediate actions for Czech businesses:

1. Brief the board and senior management on the scope of the proposed Czech Competition Act amendment 2026.
2. Identify all in-flight and planned transactions that may be affected by new merger control thresholds and call-in powers.
3. Review and preserve existing competition-sensitive documents and correspondence.
4. Assess whether any current market positions could trigger the new market intervention instrument.
5. Engage specialist competition counsel to conduct a gap analysis of your antitrust compliance programme.

What the Czech Competition Law Reform 2026 Changes, Key Changes at a Glance

The ÚOHS draft amendment introduces fundamental changes across six interconnected areas. Taken together, these proposals would equip the Czech regulator with a substantially expanded enforcement toolkit, aligning Czech competition law more closely with EU-level instruments and the enforcement models seen in jurisdictions such as the United Kingdom and Germany.

• Expanded ÚOHS investigatory powers. The draft broadens the authority’s ability to conduct dawn raids, request information, and compel testimony. It also envisages sectoral investigations in industries where competition may be restricted, expanding the ÚOHS’s ability to examine market structure and competitive dynamics proactively.
• New market intervention instrument. A headline proposal is the introduction of a standalone “market intervention” power, allowing the ÚOHS to impose structural or behavioural remedies on markets exhibiting signs of failure, even in the absence of a proven infringement.
• Personal liability for managers. The amendment introduces explicit personal liability for company officers and managers who are directly responsible for competition law breaches. This goes beyond the current regime’s limited administrative exposure.
• Abolition of the notification and exemption system for restrictive agreements. Parties and their advisors will move to a self-assessment model, consistent with the EU approach under Regulation 1/2003.
• Modified merger control thresholds and a call-in model. After more than 20 years, the monetary thresholds for mandatory notifications will be increased. Crucially, a new call-in mechanism will allow the ÚOHS to require notification of concentrations that fall below the standard thresholds but that could nonetheless significantly affect competition in the Czech market.
• Increased fines and eased evidentiary standards. The draft proposes higher maximum penalties for cartel conduct and abuse of dominance in the Czech Republic, alongside provisions that are expected to lower the evidentiary bar for certain types of infringement.

Quick Comparison, Existing vs Proposed Under the ÚOHS Draft Amendment

Who Is Affected and When, Realistic Implementation Timeline

The Czech Competition Act amendment 2026 will apply to all undertakings active on the Czech market, regardless of their place of incorporation. This includes domestic companies, foreign companies operating through branches or subsidiaries, joint ventures with a Czech nexus, and, critically for deal teams, any entity involved in a concentration that produces effects in the Czech Republic. The proposed manager liability provisions will extend to statutory directors, board members and senior officers who bear direct responsibility for the relevant conduct.

While the draft targets an effective date of 1 January 2027, the legislative timetable is widely regarded as ambitious. The bill must pass three readings in the Chamber of Deputies and then be approved by the Senate before presidential signature. Early indications suggest that the realistic window for full enactment may extend into mid-2027, depending on the pace of parliamentary debate and the volume of proposed amendments.

Legislative Timeline, Key Dates and Business Actions

The practical advice for businesses is clear: do not wait for final enactment. The scope of changes is significant enough that antitrust compliance in the Czech Republic must be updated now, in parallel with the legislative process.

Czech Merger Control 2026, Threshold Changes and What M&A Teams Must Do

The merger control provisions represent one of the most consequential elements of the Czech competition law reform 2026. The existing monetary turnover thresholds, which have remained static for over two decades, will be raised to better reflect current market conditions. The practical effect will be to reduce the number of minor transactions requiring mandatory notification, while ensuring that the ÚOHS retains oversight of genuinely significant deals.

However, the introduction of a call-in model is the critical innovation. Under the proposed regime, the ÚOHS will have the power to require notification of concentrations that fall below the revised thresholds but that could, in the authority’s assessment, significantly affect competition in the Czech market. This mechanism mirrors similar instruments in jurisdictions such as Germany and Sweden and represents a paradigm shift for Czech merger control 2026: even “small” deals will no longer be automatically safe.

The interplay with EU merger rules should also be considered carefully. Transactions with an EU dimension remain subject to the European Commission’s exclusive jurisdiction under the EU Merger Regulation. However, deals that do not meet EU thresholds but produce effects in the Czech Republic will be squarely within the scope of the new national call-in power. Cross-border M&A teams must therefore coordinate multi-jurisdictional filings even more carefully than before.

Practical Filing Checklist for Deals

Deal Team Roles and Allocation of Risk

M&A advisers should now build call-in risk into every deal involving Czech market effects. The likely practical effect will be an increase in the use of competition-clearance conditions precedent, and deal teams should expect longer timetables for transactions that fall near, but technically below, the revised thresholds. Warranties and indemnities related to competition exposure should be reviewed and, where necessary, expanded to cover the new call-in scenario. Break fees should explicitly address the possibility that a transaction is called in after signing but before closing, allocating the commercial risk between buyer and seller with appropriate clarity.

Enforcement Powers, Cartel Fines Czech 2026 and Manager Liability

The ÚOHS draft amendment proposes a significant upgrade to the authority’s enforcement toolkit. Maximum fines for cartel conduct and abuse of dominance in the Czech Republic are set to increase, and the evidence standards for certain infringement types may be relaxed. The combined effect is that the cost of non-compliance will rise substantially.

For businesses engaged in distribution agreements, joint purchasing, information exchanges or other horizontal or vertical cooperation, the shift to a self-assessment model for restrictive agreements adds a further layer of risk. Without the safety net of a national notification and exemption system, companies must be confident that their agreements comply with both Czech and EU competition law, or risk fines after the fact.

Managerial Risk, Scenarios and Mitigation

The personal liability provisions are among the most closely watched elements of the reform. Under the proposed rules, statutory directors, board members and senior officers could face individual sanctions where they bear direct responsibility for a competition law breach. This is a fundamental shift from the current position, where enforcement action is directed primarily at the undertaking itself.

Industry observers expect the following practical consequences:

• D&O insurance review. Existing directors’ and officers’ liability policies should be reviewed urgently to determine whether competition-law personal liability is covered, and whether limits of indemnity are adequate.
• Board minutes and decision records. The quality and completeness of board documentation will become a critical compliance safeguard. Where the board considers matters with competition implications (pricing, market entry, supplier exclusivity), minutes should clearly record the legal advice obtained and the reasoning behind decisions.
• Mandatory compliance training. Directors and officers should receive tailored training on the new rules as soon as the legislative timetable becomes clearer.
• Internal escalation protocols. Companies should establish clear reporting lines so that competition concerns are escalated to the board, and to external counsel, before decisions are finalised.

Market Intervention Tool and Sectoral Probes, Business Impact

The proposed market intervention instrument is arguably the most novel feature of the Czech competition law reform 2026. It would allow the ÚOHS to intervene in markets that exhibit signs of failure, such as persistently high concentration, barriers to entry, or unexplained pricing patterns, even where no individual undertaking has committed a proven infringement.

Possible remedies under this power could include structural measures (for example, requiring divestitures) or behavioural obligations (such as mandated access to essential facilities or data). The instrument draws on precedents from UK competition law, where the Competition and Markets Authority holds similar market investigation powers.

Preparing for Sectoral Probes, Data Collection and Internal Liaison

Sectors most likely to attract early attention include digital markets, energy, telecommunications and financial services, where market concentration and consumer detriment concerns are already prominent. Businesses in these sectors should take preparatory steps now:

• Map internal data holdings. Identify where pricing, market-share and competitive-intelligence data is stored and who controls it.
• Appoint a competition-law liaison. Designate a senior individual to coordinate responses to any ÚOHS information requests or sectoral probes.
• Review market-facing communications. Ensure that external communications, pricing documents and strategic plans do not contain language that could be misinterpreted as evidence of anti-competitive intent or market failure.

Competition Compliance Checklist CZ, Immediate, 30–90 Day, and Medium-Term Actions

Antitrust compliance in the Czech Republic demands a structured response to the draft amendment. The following checklist is designed for in-house counsel and compliance officers and is organised by time horizon. Treat these as minimum actions, sector-specific risks may require additional steps.

Immediate Actions (0–14 Days)

1. Executive briefing. Prepare a concise board memo summarising the key proposals, their likely impact on the business, and the recommended response plan.
2. Transaction audit. Identify all in-flight and planned M&A transactions, joint ventures and structural changes that may be affected by the revised merger control thresholds or the new call-in power.
3. Document preservation. Issue a document-hold notice covering all competition-sensitive materials (pricing communications, market-share analyses, competitor intelligence, board minutes).
4. Counsel engagement. Engage or brief external competition counsel on the draft amendment and its implications for current operations and pending deals.

30–90 Day Actions

1. Update merger-control policies. Revise internal deal-approval processes to incorporate the new thresholds and call-in mechanism. Ensure that no concentration with Czech market effects proceeds without a competition assessment.
2. Compliance training. Schedule training sessions for directors, officers and commercial teams on the new rules, particularly personal liability, the self-assessment model for agreements, and dawn-raid protocols.
3. Deal playbook revision. Update template sale and purchase agreements, joint venture agreements and shareholder agreements to include competition-clearance conditions that reflect the call-in model.
4. Vendor due diligence. Where the business is a potential seller, prepare a competition due-diligence package that buyers will require under the new regime.

Medium-Term Actions (3–12 Months)

1. Full compliance audit. Conduct a comprehensive audit of all existing agreements, distribution arrangements and pricing practices against the self-assessment standard. Identify and remediate any provisions that may no longer qualify for exemption.
2. Contract updates. Amend commercial agreements where necessary, particularly vertical agreements with resale-price maintenance, territorial exclusivity, or non-compete clauses that require re-assessment under the new framework.
3. Board reporting and KPIs. Integrate competition compliance into regular board reporting. Establish key performance indicators for training completion, agreement audit coverage, and dawn-raid readiness.

Compliance Checklist Summary Table

Practical Scenarios and Quick Response Templates

The following worked examples illustrate how the proposed rules may apply in practice. These are indicative, final obligations will depend on the enacted text, but they offer a useful framework for planning.

Scenario 1, Cross-Border Acquisition With Czech Effects

A German manufacturer agrees to acquire a Czech distributor. Combined turnover falls below the revised thresholds, but the target holds a significant share of the Czech market in a concentrated sector.

• If this happens: The ÚOHS may exercise its call-in power to require notification.
• Do this: Include a competition-clearance condition in the SPA that covers both standard notification and call-in. Build an additional 60–90 days into the deal timetable. Prepare a voluntary pre-notification briefing paper for the ÚOHS.

Scenario 2, Suspected Cartel and Dawn Raid

ÚOHS officers arrive at the company’s premises with an inspection authorisation, requesting access to documents, emails and mobile phones.

• If this happens: Activate the dawn-raid response protocol immediately.
• Do this: Contact external competition counsel before substantive cooperation begins. Appoint a trained internal coordinator to accompany inspectors. Do not destroy, conceal or alter any documents. Record all documents copied or seized. Brief all staff to cooperate but not to volunteer information beyond what is formally requested.

Scenario 3, Reseller Agreement Audit

The company operates a selective distribution network with fixed resale prices and territorial restrictions.

• If this happens: Under the self-assessment model, no national exemption filing will protect the arrangement.
• Do this: Assess the agreement against the EU Vertical Block Exemption Regulation and Czech case law. Remove or renegotiate any resale-price maintenance provisions. Document the legal analysis supporting the remaining restrictions.

Conclusion, Act Now on Czech Competition Law Reform 2026

The Czech competition law reform 2026 will reshape the regulatory landscape for every business with a Czech market presence. The combination of expanded enforcement powers, personal liability for managers, a new market intervention instrument and overhauled merger control thresholds creates a fundamentally different compliance environment. Businesses that prepare now, by updating policies, training leadership and revising deal processes, will be best positioned to navigate the transition. For specialist guidance, explore the competition practice area or browse the Czech Republic lawyer directory on Global Law Experts.

Sources

1. Office for the Protection of Competition (ÚOHS), Competition
2. Kinstellar, Czech Competition Law Undergoes Its Most Significant Reform in Decades
3. Schoenherr, Overhaul of Czech Competition Enforcement (Now Really) on the Horizon
4. EY Czech, ÚOHS chystá zásadní změny pravidel hospodářské soutěže
5. Wolters Kluwer, Czech Competition Enforcement Facing Major Changes
6. Concurrences, The Czech Competition Authority Proposes Comprehensive Reform of Competition
7. Global Law Experts, Czech M&A Law Changes 2026
8. Parliament of the Czech Republic, Legislative Portal