Düsseldorf: The European Commission has cleared JD.com’s €2.2 billion takeover of CECONOMY under the Foreign Subsidies Regulation, but only after the Chinese e-commerce group accepted ten years of behavioural conditions. The decision, announced on 3 November 2026, is the first in-depth merger review under the regime involving a Chinese buyer.
CECONOMY owns the MediaMarkt and Saturn electronics chains and runs more than 1,000 stores across 11 countries. JD.com offered €4.60 per share in cash in July 2025, and Germany’s Bundeskartellamt cleared the deal on competition grounds that September. By early December 2025 the buyer controlled 59.8% of the shares.
The Foreign Subsidies Regulation added a second, separate hurdle. JD.com notified the transaction on 17 April 2026 through its German holding company, and the Commission opened an in-depth investigation on 28 May. Case FS.100253 then ran for more than five months.
Investigators found that JD.com had received preferential financing, tax incentives and grants from the Chinese state. In the Commission’s view, those subsidies built up logistics and technology capabilities that would flow to CECONOMY after the takeover. That support could let the merged group finance aggressive pricing in the single market and squeeze rival retailers.
To meet the concerns raised under the Foreign Subsidies Regulation, JD.com offered three sets of commitments. Intra-group dealings, including any financing from JD.com to CECONOMY, must follow market terms. JD.com must also offer its warehousing, logistics and technology services to third-party retailers on the same terms it gives CECONOMY.
The commitments last ten years, and an independent trustee will monitor them under Commission supervision. The parties strengthened the package after a market test, although the Commission has not yet published the text. Teresa Ribera, the Executive Vice-President for competition, said the remedies effectively address the identified subsidies and their potential distortive effects.
The remedy design stands out. Earlier conditional clearances under the Foreign Subsidies Regulation, in e&/PPF and ADNOC/Covestro, required changes to the subsidies themselves. This time the Commission chose ring-fencing and open access instead, which leaves the underlying Chinese support in place but limits how it reaches the EU market.
Beijing has pushed back hard. In August 2026, China’s Ministry of Justice called the probe unlawful extraterritorial jurisdiction and ordered companies not to comply. Lawyers following the case say the full decision will show how the Commission handled evidence gaps created by that blocking order.
The case also lands weeks after the Metro Lisbon decision of 20 October, the first in-depth public procurement ruling under the same law. That file replaced a Chinese state-owned subcontractor outright, a far tougher outcome than the access remedies imposed on JD.com.
For retailers and logistics firms, the open-access commitments could prove the most practical result. Rivals may now request JD.com warehousing and technology services on CECONOMY terms, and complaints will run through the trustee.
The ruling gives dealmakers a clearer template for Chinese acquisitions in 2026 and beyond. Buyers backed by state support should expect the Foreign Subsidies Regulation to bring long reviews, market tests and decade-long conduct rules rather than outright prohibitions. The China Chamber of Commerce to the EU still lists the Foreign Subsidies Regulation as a key concern for its members.
