Legal Issues of Anti-Monopoly Review on M&A by Foreign Investors in China

Abstract

The main objective of this master thesis, titled Legal Issues of Anti-Monopoly Review on M&A by Foreign Investors in China, is to find and analyse the legal issues of the P.R.C. Anti-Monopoly Law in the area of merger & acquisition (M&A) review on the foreign investors.

The principal source for this study has been the P.R.C. Anti-Monopoly Law, but other regulations issued by the State Council and the MOFCOM has played an important part in the study as they supplement the law. Other material important for the study has been published MOFCOM declaration cases, articles and statements from governmental agencies.

The P.R.C. Anti-Monopoly Law, enacted in 2007, has played an essential role establishing a comprehensive regulatory regime governing competition. Since the advent of China’s economic reform starting to develop three decades ago, China has been moving to integrate its economy within the global trading system.

This thesis provides an overview of the regulatory work promulgated in connection with the introduction of the merger and acquisition review procedure, and further investigates the legal issues connected to the practical execution of an M&A review conducted by the MOFCOM. Given my perspective as a foreign student the master thesis draws some comparisons to other antitrust regimes, mainly the European and American, but the main goal is not to compare the Chinese regime to other antitrust systems, but simply direct the focus on the legal issues the foreign investor may encounter when investing through an M&A in China.

The thesis concludes that through the enactment of the P.R.C. Anti-Monopoly Law the Chinese government made a huge step in the direction of a more sophisticated market economy. And China’s continuing willingness to be transparent, fair and reasonable in the practical execution of the system is evident.