Labour markets under pressure: EU antitrust authorities impose fines for no-poach agreements

No-poach agreements have come under scrutiny by the antitrust authorities: For the first time, the European Commission has imposed fines for cartel agreements in the labour market. With its decision of 2 June 2025 (AT.40795), it clarifies that the "war for talent" must not be slowed down by a mutual no-poach agreement. Just one week later, the French antitrust authority followed suit and also sanctioned no-poach agreements with heavy fines (Adlc, decision no. 25-D-03 of 11 June 2025). In this article, we explain the antitrust guidelines for no-poach agreements and show how companies can minimise their risk of fines.

What are no-poach agreements?

No-poach agreements are agreements between companies in which they undertake not to actively solicit ("non-solicit") or hire ("no-hire") employees from the other company.

Like wage-fixing agreements, i.e. agreements on salaries and other remuneration, they are generally penalised as hardcore restrictions.

Such agreements restrict the mobility of employees and thus the competition for qualified personnel as well as the development opportunities of employees.

From Brussels to Paris: How cartel authorities assess no-poach agreements

The European Commission has penalised no-poach agreements for the first time: The proceedings concerned the food delivery services Delivery Hero and Glovo, which initially agreed no-poach agreements for certain groups of employees before extending them to all employees. The Commission imposed a fine of EUR 329 million for these and other anti-competitive practices (such as the exchange of sensitive information and the allocation of geographic markets).

These proceedings are special because labour markets are usually nationally defined and are therefore usually examined by the national antitrust authorities. Against this background, the Commission had already issued "guidelines" to the national antitrust authorities in 2024 on how to assess no-poach agreements.

These "guidelines" were also followed by the French antitrust authority (Autorité de la concurrence) in a new decision: In leniency proceedings, it imposed a fine of around EUR 30 million on companies from the engineering, technology consulting and IT services sectors that had concluded no-poach agreements as gentlemen's agreements. The authority based its decision on the EU Commission's "guidelines" and determined that the no-poach agreements were restrictions of competition by object. The decisive factor was that the personnel concerned ("business managers") represent a significant competitive factor between the companies due to their strategic importance.

For the first time, the Autorité also dealt with no-poach clauses, which are typically agreed in subcontractor relationships. However, these clauses were not considered to be restrictions of competition by object, as they only affected certain employees relevant to the fulfilment of the contract and were limited in time.

Guard rails for companies

The following guidelines can be derived from the practice of the European Commission and the French antitrust authority:

• Companies should be particularly careful if personnel is a key competitive factor. This may be indicated by a high proportion of personnel costs in total expenditure, a shortage of skilled labour or high staff turnover.
• Competition for personnel does not necessarily only exist within the same sector/industry. Companies from other sectors can also compete with your company for employees.
• The risk of fines is reduced if the no-poach clause is limited to a specific project and is objectively necessary for its implementation. No-poach clauses should therefore never be agreed without a specific reason. As a rule, no-poach clauses are justified in connection with corporate transactions, co-operations or contractual relationships. If in doubt, legal advice should be sought.
• No-poach clauses should define the group of persons affected precisely and as narrowly as possible and only apply for a limited period of time.
• Any compensation provided for in the no-poach clause should only partially compensate for the damage caused by the no-poach and should not have a deterrent effect so that selective poaching remains possible.
• No-poach clauses should always be a "last resort": Companies must examine whether the purpose cannot also be achieved through less restrictive measures (e.g. minimum employment duration; pro rata repayment of training costs).

Outlook 

Cartel authorities around the world are increasingly focusing on the labour market, whether in the context of merger control (see our newsletter) or cartel agreements. No-poach agreements are increasingly being scrutinised and sanctioned in isolation: Following the French decision, the Slovakian antitrust authority also imposed a fine (albeit a symbolic one) on an association that had enforced no-poach agreements between its members.

Practice shows: No-poach agreements are not prohibited per se, but are only tolerated under strict conditions. In order to minimise the risk of fines, companies should carefully examine every personnel-related agreement with other companies under antitrust law and expand their antitrust compliance management systems to include labour market issues.

Do you have any questions on this topic? Please do not hesitate to contact us.

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