On May 31, 2004, the Fair Trade Commission of Japan (“JFTC”) produced a new version of its merger guidelines, the “Guidelines on the Application of the Anti Monoploy Act to Reviewing Business Combination” (“New Guidelines”), which replaces the 1998 version and offers a much more practical and detailed analysis of JFTC’s expectations of companies planning mergers, acquisitions, and joint ventures. These New Guidelines come in the wake of the JFTC’s new efforts to enhance predictability and transparency of the business combination review process.
The New Guidelines provide a detailed description of the JFTC’s investigative framework, which now more closely follows the U.S. Department of Justice and Federal Trade Commission’s Horizontal Merger Guidelines. Below is a summary of some of the highlights of the New Guidelines.
Japanese antitrust laws will apply to any merger, acquisition, or transaction that is likely to have an effect on Japanese commerce.
After considering the potential demand for the product, the JFTC will determine the relevant product and geographic market to investigate the proposed merger’s potential effects.
Through the New Guidelines, the JFTC will determine whether or not a proposed horizontal combination will restrain competition.
While the JFTC’s approach to merger review will not change significantly as a result of the adoption of the New Guidelines, the New Guidelines do:
If you have questions or concerns regarding the above, or would like to know more, please do not hesitate to contact Chad Grange at (801) 328-3600 or by e-mail cgrange@kmclaw.com or Hisaka Yamamoto at hyamamoto@kmclaw.com.