- 6 November 2025
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CADE changes Its Stance on codeshare agreements and orders notification of the Gol and Azul deal
At a Trial Session held in September 2025, CADE analysed the codeshare agreement signed between Azul and Gol and concluded that this type of arrangement may constitute an associative agreement, requiring prior notification and review by the antitrust authority. The decision represents a significant shift in interpretation, as such arrangements had not traditionally been treated as reportable concentrations. It also provides further clarity on the Tribunal’s understanding of when associative contracts must be notified.
According to CADE’s Tribunal, the agreement met the four requirements of Associative Agreements Regulation: (i) a term exceeding two years; (ii) the existence of a common undertaking, evidenced by the sharing of operational infrastructure, marketing systems and loyalty programs, in addition to the bilateral nature of the agreement and the overlapping of air networks; (iii) risks and results sharing, including benefits, such as the expansion of the air network and cost reduction, and financial and reputational risks, with the presence of coordination effects and merger-like effects arising from the agreement; and (iv) competition in the relevant market, given that Azul and Gol compete directly in both passenger air transportation and loyalty programs.
In a concurring opinion, CADE’s President, Gustavo Augusto, pointed out that, in cases where the associative agreement has an indefinite term or is expected to last more than two years, it must be notified immediately and prior to implementation, under penalty of producing irreversible structural effects in the market without competitive analysis, and there is no two-year grace period for notification.
The Tribunal ordered the mandatory notification of the transaction within 30 days of the publication of the decision. Until a final ruling is issued, the companies must suspend the implementation of the agreement and may only maintain the flights already in operation on the previously established routes, ensuring fulfilment of the tickets already sold.
This content is part of the Monthly Competition and Antitrust Bulletin. Also check the other highlights of the month: A New Tool to Deepen the Competition Debate, CADE Launches First Investigation into Online Betting Platforms, CADE Investigates Gun-Jumping in the Formation of Soccer Leagues, CADE Reviews Fine Imposed on Rumo and Reinforces Its Stance on Proportionality in Unilateral Conduct, CADE Changes Its Stance on Codeshare Agreements and Orders Notification and Brazilian Government Proposes New Competition Regulation for Digital Platforms.
