Neutrality of B2B trading platform is imperative according to Osborne Clarke

The increased importance of B2B platforms and the impact on competition has generated an interest of the competition authorities. Recent precedents of the German Federal Cartel Office (“FCO”) have provided further guidance on how a competition law compliant B2B platform has to be set up.

One of the key guiding principles is that any B2B-platform has to be neutral for all users. It is an imperative that the platform must not enable any user or operator of the platform to obtain competitively sensitive information (e.g. regarding pricing strategies and capacities) via the platform, which could be used to gain an advantage in competition.

Metalshub is independent and neutral

The safest way to safeguard neutrality of the platform is to operate the platform by an independent third-party company like Metalshub. The digital marketplace is therefore fully compliant with competition law since neither the operator nor any of the shareholders have any competitive relationship with any user on the platform. And even more, it is the Metalshub policy to ensure that no single user (or even the operator or its shareholders) has any access to data which could distort competition.

Requirements for other B2B platform operators

Competition concerns can arise where the operator of a platform or any of its shareholders has a competitive relationship to other users of the platform (e.g. one of the shareholders is also a competitor to other sellers or even a user). In that case, competition law still requires the platform to remain neutral in the sense that it does not even allow the competing platform operator or shareholder or any affiliated companies to derive competitively sensitive information of other suppliers via the platform. In this case competition law compliance can only be achieved by designing a system that ensures full organisational separation of the platform itself from all other business activities of the competing platform operator.

This can only be achieved by managing the platform through an independent subsidiary or a business unit of the competing party which is strictly separated from the competing business. Furthermore, there is an indispensable need to implement efficient Chinese Walls ensuring that commercially sensitive information cannot be accessed by the competing business of the operator.

Neutrality of B2B platforms guaranteed even in case of acquisitions

Even in the event of a potential acquisition of a B2B trading platform above mentioned requirements apply to safeguard neutrality of a B2B trading platform. The acquirer would be restricted from gaining access to competitively sensitive information such as pricing strategies and capacities via the platform. The implementation of Chinese Walls would include full separation of personnel, systems, offices and organisational structures. In addition, it must be ensured that an anti-competitive exchange of information is also not possible via information rights under the German Companies Act (GmbHG).

Thus, competition law requires what Metalshub’s policy is all along: platform neutrality and fair and honest competition for all its users.

Contact us at info@metals-hub.com for further information.