The Turkish Constitutional Court Upholds the Constitutionality of the Rule Precluding Judicial Review of Settlement Decisions in Competition Investigations.

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With its decision dated 11 December 2025 and numbered 2025/185 E., 2025/258 K., published in the Official Gazette dated 9 March 2026, the Turkish Constitutional Court (“the TCC”) held that Article 43(8) of Law No. 4054 on the Protection of Competition (“Law No. 40541) is not unconstitutional. The relevant provision stipulates that “In case the process is concluded with a settlement, the parties to the settlement may not take the administrative fine and the provisions of the settlement text to court”.

The settlement mechanism, introduced into Turkish law through the amendments made to Law No. 4054 in 2020, and frequently resorted to by undertakings in competition investigations in recent years, has given rise to various debates. In particular, concerns have emerged as undertakings opting for settlement within the same investigation may, in practice, face heavier fines compared to those that choose not to settle and instead pursue their defense until the final stage of the investigation.

In this context, this article examines the TCC’s decision, which provides legal certainty regarding a provision that has been of critical importance for the settlement mechanism and whose lawfulness has been frequently debated.

In its decision, the TCC assessed the constitutionality of the relevant provision within the framework of the regime governing the limitation of fundamental rights and freedoms under Article 13 of the Constitution, as well as the right to a fair trial and access to court safeguarded under Article 36. The TCC conducted its review on the basis of the principles of legality, legitimate aim, and proportionality.

Assessment in Terms of the Principle of Legality

In its assessment of the principle of legality, the TCC emphasized that, under Article 13 of the Constitution, it is not sufficient for a statutory provision to merely exist in form when restricting the right of access to a court. Rather, such provisions must be sufficiently clear, accessible, and foreseeable so as to prevent arbitrariness.

In this regard, the Court noted that the relevant provisions of Law No. 4054 provide that administrative monetary fines are primarily determined based on annual gross revenue, with proportional limits imposed on such amounts. It further underlined that, within the framework of the settlement mechanism, undertakings are provided with sufficient information and that the amount of the non-appealable fine is not entirely unpredictable for the parties concerned.

Accordingly, the TCC concluded that the requirements of clarity, accessibility, and foreseeability sought under the principle of legality are satisfied.

Assessment in Terms of Legitimate Aim

With respect to the legitimate aim, the TCC found that the rule precluding judicial review of settlement decisions aims to reduce the public costs associated with competition investigations, to ensure that infringements and proceedings are concluded swiftly and definitively, and thereby to minimize the public burden arising from judicial processes.

The TCC therefore held that the provision pursues a legitimate aim, namely the protection of public resources and the reduction of the judiciary’s workload.

Assessment in Terms of the Principle of Proportionality

The TCC stated that the principle of proportionality consists of three sub-principles: suitability, necessity, and proportionality stricto sensu, and conducted a separate analysis for each.

The TCC concluded that the rule preventing the judicial review of the administrative monetary fine and the matters included in the settlement text is suitable, as it contributes to resolving competition law infringements more efficiently and with fewer resources, while also alleviating the workload of the judiciary.

In terms of necessity, the TCC found that there is no less restrictive means available to achieve the intended legitimate aim.

As for proportionality, the TCC emphasized that the settlement mechanism is based on voluntariness, that parties are not obliged to accept the existence or scope of an infringement, and that settlement does not constitute a mandatory route for undertakings. On this basis, the TCC held that the restriction is proportionate.

Conclusion

The TCC’s decision analyzed herein eliminates a significant uncertainty regarding the lawfulness of the settlement mechanism. Going forward, undertakings considering resorting to the settlement mechanism in competition investigations should take into account that they will not be able to challenge either the administrative monetary fine or the matters set out in the settlement text before the courts.