Global Competition Law is primarly a practitioner's guide presenting the most salient aspects of the major competition laws country by country, giving an overview of their structure and most charasteristic elements.
Global Competition Law also provides insight into possible future developments in the field.

Global Competition Law

Rather than prohibit the concentration, the SAMR may decide to impose additional restrictive conditions on the operation (article 36 AML).
The undertakings may be ordered to cease implementing the concentration, to dispose of their shares or assets or to transfer the business within a specified period, and to work in order to restore the situation to what it was before the concentration.
The Regul …

Conditions and commitments - Divestiture

Rather than prohibit the concentration, the SAMR may decide to impose additional restrictive conditions on the operation (article 36 AML).

The undertakings may be ordered to cease implementing the concentration, to dispose of their shares or assets or to transfer the business within a specified period, and to work in order to restore the situation to what it was before the concentration.

The Regulation on Restrictive Conditions imposed on the Concentration of Undertakings provide that where the SAMR has identified competition issues arising from the proposed mergers, the parties must submit remedies at least 20 days before the end of the in-depth review. The submission of remedies may also be made before the SAMR delivers its assessment of the transaction. Remedies may be either structural, behavioral, or hybrid. Failure to submit any remedies for a transaction likely to harm competition will automatically lead to its prohibition. Where the SAMR finds that the remedies proposed are insufficient to deal with its competition concerns, it may require the submission of alternative remedies. Implementation of the remedies takes place in two stages. First, the parties may be allowed to search for an appropriate buyer, monitored by a trustee. If they fail to do so, the trustee must find an appropriate buyer. The Regulation sets the conditions to be fulfilled by the trustee and the buyer and in particular, prohibits the latter from making the acquisition by resorting to loans. Furthermore, if the acquisition of the divested assets or entities triggers the AML's notification thresholds, the transaction must be reported to the SAMR for review. This can lead to significant delays where the SAMR requires the divestiture to be made before completion of the merger (upfront buyer requirement). The regulation also provides for the right of the parties to apply for an alteration or a waiver of the imposed remedies. The SAMR may also alter the remedies of its own motion. In any case, alteration or waiver of the imposed remedies requires significant changes in the structure of the merging parties or of the market, or that the remedies prove to be unnecessary or impossible to implement.

Under Article 58 AML, Implementation of a concentration or failure to file in violation of the law is liable to a fine of up to  CNY 5 million (US$ 747,000) if the transaction does not raise any competition issues. However, if there are competition concerns, the fine imposed can be 10% of the group's turnover in the last year and the Anti-monopoly Law Enforcement Agency of the State Council may order the undertakings to cease the implementation of the concentration, dispose of the shares or assets and transfer the business within a specific period and take other necessary measures to restore the pre-merger situation.

For determining the fine imposed on the undertakings, the SAMR shall take into account, the nature, extent and duration of the illegal behavior (Section 59 AML).

Global Competition Law

934. Conditions and commitments - Divestiture

Demandez un accès gratuit
au contenu exclusif Livv – juristes d’entreprise

Les notions juridiques connexes

934. Conditions and commitments - Divestiture

Demandez un accès gratuit au contenu exclusif Livv – juristes d’entreprise

Les notions juridiques connexes

Demandez un accès gratuit
au contenu exclusif Livv – juristes d’entreprise