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Recent amendments to Japanese Antimonopoly Act
Practical Law UK Legal Update 2-386-5828 (Approx. 2 pages)
Recent amendments to Japanese Antimonopoly Act
by Atsumi & Partners
| Published on 12 Jul 2009 • Japan |
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The Japanese government has passed a bill amending the Antimonopoly Act to harmonise Japanese anti-monopoly laws with those in the EU. This article sets out details of the amendments.
A bill to amend the Antimonopoly Act to harmonise Japanese anti-monopoly laws with those in the EU was passed by the House of Councillors and promulgated on 10 June 2009.
The amendments:
- Expand the types of conduct subject to surcharges.
- Increase the surcharge rates applicable to those playing leading roles in cartels and bid-rigging.
- Make the granting of surcharge reduction or immunity applicable to a larger number of applicants for the same.
- Increase the maximum imprisonment terms in relation to cartels and bid-rigging.
- Revise regulations regarding business combinations:
- introduce a prior notification system of share acquisitions;
- simplify the percentage thresholds of the above system from three-step (10%, 25% and 50%) to two-step (20% and 50%);
- applies domestic turnover thresholds to both Japanese and non-Japanese companies.
- Introduce provisions for the exchange of information between Japan's and other countries' foreign competition authorities.
Of particular note is the change in the requirement that certain share acquisitions (which are treated differently from other forms of business combinations) be reported, provided they meet certain threshold requirements, to the Fair Trade Commission (FTC) after the exercise of the acquisition. As amended, the Antimonopoly Act requires the acquirer to give 30 days advance notice to the FTC.
Whether an acquirer needs to provide notification of a share takeover is to be determined on the basis of domestic turnover of the corporate group to which the acquirer belongs, not by total assets of the acquirer as was formerly the case.
The amendments have added a new duty to notify the FTC regarding acquisitions of shares in an investment fund by the "parent company" controlling such fund. Parent company will be defined in the Fair Trade Commission Rules.
The amendments will come into force within one year after the promulgation date, following that the Fair Trade Commission Rules will be also amended (see the Fair Trade Commission's website (English)).