CHAPTER 1: Legislative History of the Anti-Monopoly Law

Ⅰ. A Brief Overview of the Context and History Behind the Drafting of the Anti-Monopoly Law

Ⅱ. The Anti-Monopoly Law: Background and Substantive Provisions

A. The Objectives of the Law

B. Extraterritorial Reach of the Law

C. Application of the Law to Regulated Sectors of the Economy

D. Market Definition

E. Prohibition of Concerted Action

F. Abuse of Dominance

G. Merger Review

H. Administrative Abuses

I. The Anti-Monopoly Enforcement Authority

J. Legal Liability

K. Abuses of Intellectual Property Rights and Other Supplementary Provisions

CHAPTER 2: Monopoly Agreements

Ⅰ. Scope of Application of Chapter 2 of the AML

A. The Notion of an "Undertaking"

B. The Notion of"Agreement"

1. Tacit Collusion as an "Agreement" under the AML

2. Tacit Acquiescence in Vertical Relationships

3. Intraenterprise Agreements

C. The Notion of a "Restriction of Competition"

D. The Element of Intent

Ⅱ. Prohibited Monopoly Agreements Between Competitors

A. Price-Fixing Agreements

B. Agreements to Restrict Output

C. Market Allocation Agreements

D. Agreements to Restrict the Purchase or Development of New Technology or New Facilities

E. Joint Boycotts

F. Other Monopoly Agreements as Recognized by the AMEA

G. Bid-Rigging

Ⅲ. Prohibited Vertical Agreements

A. Resale Price Maintenance

B. Other Vertical Agreements

Ⅳ. Exemptions for Agreements with Beneficial Purposes

A. R&D Agreements

B. Agreements Enhancing Efficiency or Unifying Specifications and Standards

C. Agreements Involving Small and Medium-Sized Enterprises

D. Agreements Maintaining the Public Welfare

E. Crisis Cartels

F. Export Cartels

G. Other Exemptions Stipulated by Law or the State Council

CHAPTER 3: Abuse of Dominance

Ⅰ. Assessment of a Dominant Market Position

A. Market Definition

B. Definition of Dominance

C. Presumptions of Dominance Based on Market Shares

D. Factors to Be Considered in Determining Whether a Firm Has a Dominant Market Position

Ⅱ. Conduct that May Constitute Abuse of a Dominant Market Position

A. Unfairly High Prices and Unfairly Low Prices

B. Selling at Prices Below Cost (Predatory Pricing)

C. Refusals to Deal

D. Exclusive Dealing

E. Tying and Imposing Other Unreasonable Trading Conditions

F. Discriminatory Treatment, Including Price Discrimination

G. Abuses of a Dominant Market Position Involving Intellectual Property

Ⅲ. Court Decisions

CHAPTER 4: Merger Control

Ⅰ. Introduction

Ⅱ. The Scope and Reach of China's Merger Control Scheme

A. Covered Transactions

B. Extraterritorial Jurisdiction and Nexus

C. Industry-Specific and National Security Review

Ⅲ. Thresholds and Eligible Transactions

A. Mandatory ReviewThresholds

B. Discretionary and Voluntary Reviews

C. Penalties for Failure to File

Ⅳ. Review Process

A. Filing

1. Who Files and When to File

2. Filing Attempts and Acceptance

B. Initial Review Period

C. Further Review Periods

Ⅴ. Detailed Information Requirements

A. Initial Merger Filing

B. Investigation

C. Third Parties

Ⅵ. Substantive Standards

A. Overall Review Criteria

B. Relevant Markets and Market Definition

C. Theories of Anticompetitive Effects

D. Procompetitive Effects and Effciencies

Ⅶ. MOFCOM Decisions

A. Approvals

B. Denials

C. Conditional Approvals

D. Appeal

Ⅷ. Conclusion

CHAPTER 5: Cases Involving Government-Related Entities

Ⅰ. Administrative Monopolies

A. The Treatment of Administrative Monopoly Under the AML

B. Procedural Rules Addressing Administrative Monopoly

1. Jurisdiction of SAIC and NDRC

2. SAIC Procedural Rules

3. NDRC Rules

C. Jurisdiction in the Courts

Ⅱ. State-Owned Enterprises

A. History and Regulation of SOEs

1. The Role of SOEs in a "Socialist Market Economy"

2. SASAC Oversight of SOEs

B. Application of the AML to SOEs

C. Actual AML Enforcement Against SOEs

1. Merger Control

2. Monopoly Agreements and Abuses of Dominance

3. Litigation

Ⅲ. Trade Associations

CHAPTER 6: Intellectual Property Rights Under the AML

Ⅰ. China's Increased Focus on Intellectual Property Rights

Ⅱ. Abuses of IP Rights: Article 55 of the AML

A. Rights Covered by Article 55 of the AML

B. The Meaning of Article 55 of the AML

1. A Safe Harbor for Some IP Exploitation

2. Abuse/Misuse of IP Rights

Ⅲ. Technology Transfer Agreements

A. Agreements Between Competitors (Article 13 of the AML)

B. Agreements Between Noncompetitors (Article 14 of the AML)

Ⅳ. Refusals to License Intellectual Property Rights

Ⅴ. Technology Pools and Standards

A. Technology Pools

B. Standard-Settings Agreements

1. Standards Setting Outside the AML Framework

2. Standards Under the AML

Ⅵ. Abuse of Technological Protection Measures

Ⅶ. Anticompetitive IP Litigation

Ⅷ. Enforcement and Remedies

CHAPTER 7: The Enforcement Agencies: AMC and AMEA

Ⅰ. Enforcement Structure

A. The Anti-MonopolyCommission

B. The Anti-Monopoly Enforcement Authorities: MOFCOM, SAIC, and NDRC

1. MOFCOM

2. SAIC

3. NDRC

C. Other Relevant Government Agencies

Ⅱ. Powers and Duties of the AMEA

A. Investigative Powers

B. Commitments

C. Decisions

D. Penalties

E. Leniency

F. Malfeasance by Enforcement Personnel

Ⅲ. Rights of Persons Under Investigation

A. The Rightto Be Heard

B. Confidentiality

C. Attorney-Client Privilege

Ⅳ. Administrative Reconsideration of AMEAs' Decisions

Ⅴ. International Cooperation and Coordination of Anti-Monopoly Authorities

A. Bilateral Cooperation and Exchanges

B. Multilateral Cooperation and International Organizations

CHAPTER 8: The Role of the Courts in AML Enforcement

Ⅰ. The PRC Judicial System

A. Overview

B. The Structure of the Court System

C. Procedural Issues

1. Case Acceptance

2. Jurisdictional Issues

3. Limitations Period

4. Evidence and Burdens of Proof

5. Expert and Economic Evidence

Ⅱ. Basis for Judicial Enforcement of Anti-Monopoly Matters

A. Private Civil Enforcement

1. Civil AML Litigation

2. Civil Litigation Under Competition-Related Laws

B. Administrative Litigation

1. Judicial Review of AMEA Enforcement

2. Private Actions Against Administrative Monopolies

C. Criminal Prosecution

CHAPTER 9: Competition-Related Laws Other than the AML

Ⅰ. The Anti-Unfair Competition Law

A. Introduction

B. Competition-Related Provisions of the AUCL

1. General Provision

2. Abuse of Monopoly Position to Restrict Competition by Public Utility Companies and Other Legal Monopolies

3. Below-Cost Selling

4. Tying

5. Bid-Rigging

6. Abuses of Administrative Monopoly

C. Enforcement of the AUCL

1. Burden of Proof

2. Statistics

D. Relationship Between the AUCL and Other Laws

Ⅱ. The Price Law and Regulations

A. The Price Law

B. Penalties for Violations of the Price Law

C. Other Implementing Regulations and Rules Under the Price Law

D. Administrative Enforcement of the Price Law

Ⅲ. Bidding Law

A. Provisions of the Bidding Law

B. Enforcement

Ⅳ. Contract Law

Ⅴ. Foreign Trade Law

A. Foreign Trade Law

B. Regulation on Administration of Import and Export of Technologies (RAIET)

Ⅵ. Patent Law

TABLE OF ANNEXES

TABLE OF CASES

INDEX