The CFI has dismissed an appeal by three rubber manufacturers against a decision of the Commission in 2005 fining them over €75 million for their participation in a cartel in the rubber chemicals market. The CFI found that the Commission was correct to hold the three manufacturers, General Quimica SA, Repsol Quimica SA and Repsol YPF SA jointly liable for their participation in a price-fixing and information sharing cartel.
In its judgment handed down on 18 December last, the CFI clarified that the conduct of a subsidiary can be attributed to its parent where the subsidiary does not decide its own conduct independently but carries out the instructions given to it by the parent company. According to the CFI, when a parent company holds 100% of the shares in a subsidiary, there is a rebuttable presumption that the parent company actually exerts a decisive influence over its subsidiary's conduct and that the entities are in fact one single undertaking within the meaning of Article 81 of the EC Treaty. The CFI further stated that the fact that a subsidiary's activities are different from its parents does not remove the presumption.
The Commission has welcomed the CFI's judgment, noting that it will bring legal clarity to the issue of whether parent companies are responsible for the conduct of their wholly-owned subsidiary, even where they themselves do not participate in any unlawful conduct.