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Tom Jenkins

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Tom Jenkins is Special Counsel in Baker McKenzie’s Asia-Pacific Antitrust and Competition practice, based in Hong Kong. He advises clients across a range of transactional, advisory and contentious competition matters and regularly speaks at leading antitrust events in the region. Before joining the Hong Kong office in 2015, Tom was based in Baker McKenzie’s Brussels office, where he advised clients on the full range of EU and UK competition law matters.

Agreeing conditions precedent and deal timelines has always been a challenge for companies. From an EU perspective, companies previously only had to consider whether a deal led to an EU or Member State merger control filing obligation. However, there are now three new layers of complexity for companies to consider in the EU:

  1. Article 22 and ex-post assessments: a new approach to the EU’s merger control referral mechanism together with the ex-post review of transactions has added complexity to consider when entering into a new deal.
  2. Foreign Direct Investment (FDI): 23 EU Member States now have a an FDI regime which if the filing thresholds are met gives rise to a notification requirement and clearance prior to closing. Sweden is the most recent EU Member State to adopt an FDI regime, which came into force on 1 December 2023.
  3. Foreign Subsidies Regulation: as of 12 July 2023, transactions in the EU may also be subject to a further pre-closing review of broadly defined financial contributions from non-EU Member States.

This piece was originally published on Practical Law and is republished with the permission of the publishers.
The principal competition legislation in Hong Kong is the Competition Ordinance (Cap 619) which came into full effect on 14 December 2015. The Competition Ordinance prohibits businesses (undertakings) from entering into agreements with other undertakings that prevent, restrict or distort competition in Hong Kong. It also prohibits businesses with a significant degree of market power from abusing their market power in a way which prevents, restricts or distorts competition in Hong Kong.

On 24 June 2022, China’s National Peoples’ Congress approved far reaching amendments to China’s Anti-Monopoly Law which become effective from 1 August 2022 (“AML Amendments”).
Alongside the AML Amendments, the State Administration for Market Regulation has issued for public comment proposed updates to key implementing rules and regulations concerning cartels and vertical restraints, abuse of dominance, merger control and abuse of IP rights.
Of particular relevance to business operations in China and M&A activity, the AML Amendments include stricter penalties for antitrust violations; increased enforcement powers; revised thresholds for merger control; an express prohibition of hub & spoke arrangements; potential exemptions/defenses for certain vertical restraints including resale price maintenance, and continued scrutiny of the platform economy.

On 24 June 2022, China’s National People’s Congress approved far reaching amendments to China’s Anti-Monopoly Law which will become effective from 1 August 2022 (“AML Amendments”).
Alongside the AML Amendments, China’s competition regulator has published revised draft guidelines on a wide range of topics for public consultation. This reform package will have significant consequences for the future of merger control and antitrust enforcement in China.
Baker McKenzie is delighted to invite you to join us on 21 July 2022 for a webinar via Zoom, where our Baker McKenzie antitrust and competition specialists in Beijing and Hong Kong will provide you with a concise briefing on key considerations with respect to these reforms and practical implications for your business.