ÚOHS na dveřích
"Good morning, inspection from the Office for the Protection of Competition." What is a dawn raid and what can inspectors do?
Their powers are extensive. Under the Act on the Protection of Competition (specifically Section 21f), inspectors under Czech legislation can enter land, all premises, rooms, and means of transport used by the company in its activities.
They can inspect all business records, make copies of them, and demand oral explanations from employees on the spot. This also applies to digital data – inspectors require access to the IT environment, may want to remotely access email accounts, temporarily block them, disconnect computers from the network, and forensically secure the contents of hard drives.
Many managers mistakenly believe that inspectors need a court warrant. For business premises (offices, warehouses), Czech law does not require one. Moreover, following recent court disputes, the Office for the Protection of Competition (ÚOHS) is encouraged and declares its intention to use dawn raids even more actively. The arrival of an inspection is therefore a more realistic threat than companies admit.
An immediate response is key, as the first hour decides the subsequent course of action. Our Prague-based legal team is trained in crisis management and can be at your company within the first hours of the inspection.
The first mistake that can cost you millions: Obstructing the inspection
The law imposes an absolute duty of cooperation on you. You must tolerate the investigation and provide the inspectors with the necessary support. Any action that makes the inspection more difficult or thwarts it is considered obstruction.
It does not have to be just active resistance. "Obstructing an inspection" also includes delaying, refusing access to the managing director's email inbox, or refusing to hand over a mobile phone or laptop.
The worst-case scenario is deleting data. In one highly publicized case, a managing director handed over his phone and laptop only after deleting their contents, and another employee's email inbox was covertly deleted.
The ÚOHS punishes obstruction incredibly harshly and treats it as a separate, easily provable offense. The fine can amount to up to 1% of your company's total annual turnover. The Office has repeatedly confirmed that it imposes the maximum possible rates in these cases.
For example, MIT METAL POWER was fined CZK 1.87 million and Marc spol. s r. o. CZK 326,000 (in both cases the maximum 1% of turnover) simply for refusing to cooperate and forcing the inspectors to leave. You may eventually be cleared of cartel charges, but still pay tens of millions just for an incorrect reaction during the inspection.
Preventing panic is fundamental. At ARROWS, we prepare clear and concise internal guidelines ("dawn raid manual") for reception, the IT department, and management. It defines who should do what, whom to call immediately, and what, on the contrary, never to do.
Risks at the start of a dawn raid
Potential problems | How ARROWS helps (consultation@arws.cz) |
|---|---|
Panic at the reception: the receptionist does not know what to do and refuses to let the inspectors in until the managing director arrives. This is considered obstruction of the investigation. | What we will do: we will prepare internal guidelines that precisely define the procedure for the first contact with the authorities. |
Deleting data: an employee or managing director in a panic deletes emails, chats, or files from a mobile phone; risking a fine of up to 1% of turnover. | What we will do: we will train your team (including providing a certificate) on how to behave, what their duties are, and why deleting data is the worst possible mistake. |
Refusal of access: the managing director refuses to hand over their laptop or company phone, claiming privacy; risking a high fine for obstruction. | What we will do: our attorneys will be with you during the inspection, protect your rights, and ensure that the inspection is conducted within the limits of the law. |
From a management meeting to a cartel: When do your agreements break the law?
Many companies live under the assumption that if they do not have a written agreement on prices, they are not at risk. This is a fundamental mistake. Prohibited agreements (cartels) are any forms of coordination or concerted practices. It is sufficient if their object or effect is the distortion of competition.
For your orientation, it is good to know two basic professional terms:
Horizontal agreements: These are concluded between direct competitors (at the same level of the market). This includes price-fixing, market sharing, or the infamous bid rigging – collusive tendering and coordination of bids in public procurement.
Vertical agreements: These are concluded between entities at different levels of the market (e.g., a manufacturer and its distributor). A typical example is Resale Price Maintenance (RPM) – i.e., determining the price at which your distributor must resell the goods.
However, the greatest hidden risk for modern companies is represented by labor market agreements, on which the ÚOHS has recently focused. These mainly include:
No-poach agreements: "Gentlemen's" agreements between companies (often within franchise networks or outsourcing) not to actively solicit each other's employees.
Wage-fixing agreements: The exchange of sensitive information about wages, benefits, or planned increases, leading to their indirect coordination.
HR directors can thus unknowingly become perpetrators of a cartel.
ARROWS lawyers specialize in competition law and perform audits of contractual documentation daily. We will review your commercial, supplier, and HR agreements, as well as internal procedures, to uncover hidden risks.
New risk: A fine of up to 10 million and a disqualification ban directly for you
Until now, only the company was liable and fined for a cartel. This is about to change. An upcoming amendment to the Act on the Protection of Competition introduces a breakthrough change: direct personal liability of managers.
Newly, an individual (managing director, director, board member, or manager) who intentionally participated in the conclusion or performance of a horizontal cartel is to be held liable.
The proposed sanctions are draconian and will go directly against you, not the company:
A fine of up to CZK 10 million (paid from your personal assets).
A disqualification ban (i.e., ban on holding office) for up to 5 years.
This amendment fundamentally changes the dynamics within the company. It creates a direct conflict of interest between the company and its managers. The company may want to use the leniency program (see below) and confess to obtain immunity. However, this may mean "sacrificing" the manager, who will naturally defend themselves.
Your in-house counsel or a lawyer hired by the company may not be your lawyer. Their primary duty is to protect the interests of the company. If you face personal liability, you will need your own independent attorney who defends only you.
At ARROWS, we provide specialized legal advice and representation for top managers (CEOs, CFOs, COOs). We protect your career and your personal assets in situations where your interests may differ from those of the company.
Attorney-client privilege: When an in-house lawyer will (not) help you
During a dawn raid, you have the right to protect confidential communication with an attorney. However, there is a major catch that most companies do not know.
Both European and Czech case law distinguish between two types of lawyers:
Communication with an external attorney (such as the ARROWS law firm) is protected by attorney-client privilege (so-called legal privilege). The ÚOHS must not inspect it.
Communication with an in-house (corporate) lawyer is NOT protected. The reason is that an in-house lawyer is not considered sufficiently independent of their employer.
In practice, this means disaster: all risk analyses, internal audits, minutes of meetings, and recommendations prepared for you by your own legal department can be read by the ÚOHS and used as direct evidence against you.
How to defend yourself? During an inspection, you must actively claim legal privilege protection for every document from an external attorney. If a dispute arises, there are specific procedures (the so-called "envelope method") where the disputed document is sealed and its usability is decided by the authority or court later.
Our cooperation model protects your most sensitive information. By involving us as an external firm in your compliance audits and internal investigations, you ensure that these high-risk documents are protected by attorney-client privilege from the very beginning.
Facing a similar situation?
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Strategic risks and management defense
Potential problems | How ARROWS helps (consultation@arws.cz) |
|---|---|
Use of internal audit against you: an in-house lawyer uncovers a cartel risk and the ÚOHS secures this analysis during a dawn raid as evidence that you knew about the problem. | What we will do: we will conduct a legal audit or internal investigation as external attorneys, so all our work is protected by legal privilege. |
Personal liability of the manager: you face a fine of up to CZK 10 million and a disqualification ban, while the company's lawyer focuses on saving the company. | What we will do: we will provide independent representation for individuals in the company's management whose interests may conflict with the interests of the company. |
Cross-border cartel: the inspection takes place simultaneously in the Czech Republic, Poland, and Germany, coordinated within the European Competition Network (ECN). | What we will do: thanks to the ARROWS International network, we coordinate the defense in all affected jurisdictions. |
Two ways out of trouble: Prevention (Compliance) and Confession (Leniency)
If you identify a competition law problem in your company, you have two main strategies. One preventive, the other reactive.
Prevention (compliance program)
The best defense is to have a functional compliance program. If the ÚOHS still uncovers misconduct, the existence of an effective program is a significant mitigating circumstance and can lead to a reduction of the fine.
Warning: It is not enough to just have a guideline in a drawer. The ÚOHS assesses the actual implementation and effectiveness. The program must include a risk analysis specific to your company, regular and demonstrably effective employee training, and a functional internal reporting system (whistleblowing).
A high-quality compliance program therefore serves as proof that management did everything to prevent the failure and that any breach occurred at a lower level. This is crucial, especially if the ÚOHS finds that the violation occurred without the knowledge of senior management.
At ARROWS, we prepare tailored compliance programs for clients that are recognized by the ÚOHS. This includes drafting internal guidelines, preparing all documentation, and conducting professional training for employees and management, including issuing certificates.
Solution (leniency program)
What to do if you find out that your company is already part of a cartel? The only way to avoid a fine or dramatically reduce it is the leniency program.
It is literally a race. It works in two modes:
Type I Leniency (immunity): Whoever is the first to bring evidence to the ÚOHS that allows it to initiate a dawn raid (which it could not otherwise carry out) or prove the existence of a cartel can obtain 100% immunity – i.e., zero fine.
Type II Leniency (reduction): Whoever comes second, third, or later, but their evidence still has "significant added value," can get a reduction of the fine by 20 to 50%.
In addition to waiving the fine, the program has other benefits: the company avoids a ban on public procurement contracts and managers can avoid criminal prosecution for participating in the cartel.
We have extensive experience with leniency programs. This is a highly formalized process where every detail and speed matter. We will assess your situation and prepare the submission to maximize your chance of immunity.
Final summary
Repression by the ÚOHS and European authorities is intensifying. It is no longer just about classic cartels. New powers that the Office either already has or is proposing are fundamentally changing the rules of the game. The ÚOHS can now also use police wiretaps obtained in parallel criminal proceedings as evidence in proceedings.
Furthermore, the Office is proposing a completely new tool for regulating oligopolistic markets. This would allow it to intervene in "distorted" markets (typically markets with a few large players), even if it does not prove a specific cartel agreement. In extreme cases, it could order corrective measures, including divestment – i.e., the forced sale of part of the business.
Today's competition law no longer punishes only clear agreements, but also poorly set corporate processes, careless communication by managers, or even just "being" in a concentrated market.
Our experience in providing long-term services to more than 150 joint-stock companies, 250 LLCs, and 50 municipalities allows us to solve even the most complex cases. Whether you need a contract review, preparation for a dawn raid, or are dealing with an active problem, contact us at consultation@arws.cz and get a tailored legal solution.
About the author
Disclaimer:
The information contained in this article is for general informational purposes only and serves as a basic guide to the issue as of 2026. Although we strive for maximum accuracy, laws and their interpretation evolve over time. We are ARROWS Law Firm, a member of the Czech Bar Association (our supervisory authority), and for the maximum security of our clients, we are insured for professional liability with a limit of CZK 350,000,000. To verify the current wording of the regulations and their application to your specific situation, it is necessary to contact ARROWS Law Firm directly (consultation@arws.cz). We are not liable for any damages arising from the independent use of the information in this article without prior individual legal consultation.