Dentons China obtains further success in the field of concentrations of undertakings declarations in 2018

In 2018, the global M&A market was highly dynamic, with a total transaction volume of more than US$ 4 trillion, reaching top three in history. Correspondingly, the domestic and overseas enterprises' demand for legal advices on concentrations of undertakings declarations has increased significantly, with Chinese anti-monopoly law enforcement authority receiving a record high of 513 concentrations of undertakings declaration cases in the year.

Declaration of concentrations of undertakings is usually one of the most important prerequisites for the closing of large-scale mergers/joint ventures, and transactions that meet China's antitrust filing standards must be reported to the Chinese anti-monopoly law enforcement authority before closing. In addition, companies may need to undertake concentrations of undertakings declarations for one transaction in multiple countries and regions.

In April 2018, the State Administration for Market Regulation (SAMR) was officially established, which will take charge of anti-monopoly law enforcement work, including the antitrust review of concentrations of undertakings. In 2018, the SAMR strengthened its supervision on the entire chain of anti-monopoly, receiving 513 concentrations of undertakings declaration cases in the year, with 468 cases of which were concluded. Besides, the authority made punishments on at least 15 offences, and strengthened penalties (with minimum fine at RMB 300,000).

Last year, the Dentons China anti-trust team led by Deng Zhisong (Beijing) and Dai Jianmin (Shanghai) obtained further success in the field of concentrations of undertakings declarations, providing legal advices on dozens of transactions involving pharmaceuticals, automobiles (including vehicles and auto parts), logistics, semiconductor, chemical, property management, transportation and many other sectors.

The team has been working closely with overseas clients and Dentons offices outside China in many cross-border mergers and acquisitions cases, facilitating the deals to obtain anti-monopoly approvals in all relevant jurisdictions. For instance, the team collaborated with Dentons London office in the filing work for the establishment of an overseas joint venture. They submitted the reports within the required timeframe, and successfully obtained the approval in a short period of time, proving timely and strong support for the involving parties to bid for the overseas railway concession.

Our anti-trust team generally develop their work plan according to the schedule of each transaction, so as to facilitate clients to follow up on the work progress and manage the overall progress of the transaction, providing legal service guarantee for the successful conclusion of the transactions. In Highsun Group's acquisition of the foreign chemical company CAP and SF-Express's acquisition of the supply chain business of DHL (largest M&A deal in China's logistics industry in 2018), the team assisted the clients in obtaining antitrust approval in a short period of time, realizing the successful conclusion of these deals.

In 2018, the team advised China SDIC Gaoxin Industrial Investment Corp. (China Gaoxin Investment)'s acquisition of China High-Speed Railway Technology Co., Ltd. (CHSR) on passing the SAMR's anti-monopoly review for concentrations of undertakings. The transaction marks the first case where a central SOE obtains control of a listed company directly through partial tender offer; in addition, it is also an innovative attempt under the regulatory framework of the "Measures for the Supervision and Administration of State-owned Equities of Listed Companies (Order No. 36)", which was officially introduced on July 1, 2018.

As early as 2004, when China's Anti-Monopoly Law was still being drafted, the main members of Dentons' Antitrust team had begun to provide antitrust legal services for domestic and foreign clients. Up to now, the team has represented more than 100 cases covering all types of concentrations of undertakings declarations, and has won the clients' continuing trust and recognition. They have also gained rich theoretical research and practical experience in anti-monopoly investigation, litigation and compliance, providing comprehensive antitrust legal services for many domestic and foreign corporate clients.