International Merger Review
The Monopoly Regulation and Fair Trade Act (“MRFTA”), Korea’s main competition law, prohibits certain M&A transactions that may have restricting effects on competition, and KFTC approval must be obtained for such activities meeting statutory thresholds.
A key component in successfully consummating complex M&A transactions is to obtain timely KFTC approval. The Antitrust & Competition Practice Group has substantial experience in obtaining antitrust clearance for some of the largest domestic and offshore M&A transactions. The Group works with clients through each and every step of the process, including transaction structuring, preparing and filing notifications, and negotiating remedies with regulators. The Group also closely collaborates with specialized economists as necessary to carry out in-depth analyses of the relevant markets and competition-restricting effects.
The Antitrust & Competition Practice Group also has vast experience in securing approvals from competition authorities in jurisdictions around the world, for M&A transactions involving a variety of industries. The Group works extensively with local counsel in various jurisdictions to ensure timely and cost-effective procurement of approvals.
The Antitrust & Competition Practice Group has in-depth knowledge and expertise in assisting clients with cartel investigations launched by domestic and foreign regulatory agencies. The Group has a long and consistent track record of successfully defending clients accused of participating in collusive activity with competitors. As competition law enforcement has become global, so has our expertise.
The Antitrust & Competition Practice Group has substantial experience in coordinating and handling leniency applications worldwide. We work in close cooperation with local counsel and competition law authorities in many jurisdictions with active antitrust regimes. We have successfully secured leniency applications for many domestic and offshore corporate clients.
Horizontal and Vertical Agreements
The horizontal and vertical agreements among competitors or other business participants (e.g. joint venture agreements, joint development and cooperation agreements, license agreements, distribution agreements, agency agreements, supply agreements, patent dispute settlement agreements, etc.) can impact competition in the relevant market. It should be noted that even agreements between affiliated companies can potentially be held to violate competition laws. Thus, detailed review and analysis of the industry and facts surrounding each agreement is necessary to ensure compliance with applicable laws.
The Antitrust & Competition Practice Group frequently advises corporate clients on antitrust implications of horizontal and vertical agreements, based on its wealth of experience in numerous industry sectors.
Abuse of Market Dominance
The MRFTA prohibits market dominant businesses from engaging in activities that may have competition-restricting effects. The Antitrust & Competition Practice Group frequently advises some of the largest corporations from around the world regarding issues relating to abuse of market dominance. Our in-house team of highly accomplished economists conducts thorough and insightful analysis of the relevant market, enabling us to provide effective and well-rounded advice as to how the client’s market dominance is affecting competition and potential ramifications thereof.
The KFTC has expressed its intent to potentially scrutinize the assertion of intellectual property (IP) rights as abuse of market dominance, and have recently carried out this intent in several well-publicized cases. This presents a new regulatory minefield for many corporations, who in the past have exercised their IP rights without running afoul of competition laws. The Antitrust & Competition Practice Group works closely with our premier Intellectual Property Practice Group to provide the most comprehensive and in-depth advice to our clients.
Unfair Trade Practices
Since the early days of the MRFTA, the Antitrust & Competition Practice Group has advised clients on a variety of horizontal and vertical commercial arrangements, including agencies, joint ventures, franchising, e-commerce, related-party transactions, and pyramid schemes. The Group has assisted clients in ensuring that these arrangements are compliant with relevant laws, prohibiting certain acts (discriminatory practices, unfair customer solicitation, resale price maintenance, etc.) that may undermine fair dealings in the market.
The Antitrust & Competition Practice Group has extensive knowledge and experience in handling issues related to unfair trade practices, and frequently advises clients on mitigating risks and identifying creative solutions to fit our their business needs.
The KFTC regulates standardized contracts to prevent businesses from imposing unfair terms and conditions on consumers.
The Antitrust & Competition Practice Group has long-standing experience in advising both foreign multinational and domestic clients in a variety of business areas, to ensure that their standardized contracts are legally compliant. The Group also has a successful track record of defending corporate clients against KFTC allegations and investigations of alleged unfair terms and conditions in standardized contracts.
The KFTC has enacted a law strictly prohibiting large companies from engaging in unfair subcontracting practices (e.g. unilateral price decrease, unfair return of goods, etc.), against smaller suppliers of goods and services through abuse of their superior bargaining position.
The Antitrust & Competition Practice Group has helped large companies avoid subcontracting-related issues by reviewing and amending subcontracting agreements. The Group has also successfully defended clients in numerous cases involving alleged subcontracting law violations.
The KFTC actively encourages business entities to adopt internal antitrust law compliance programs aimed at preventing MRFTA violations. The adoption of such programs can also result in additional benefits, including leniency in sanctions.
The Antitrust & Competition Practice Group has advised numerous companies across various industries with respect to the design, adaptation and evaluation of custom-tailored compliance programs. With the support of the firm’s strong practice groups, we are able to provide leading-edge compliance programs to our clients.
Sector- specific Regulation
Competition law-related issues such as abuse of market dominance in specialized sectors, such as electronics, pharmaceuticals, banking, securities, insurance, telecommunications and broadcasting, etc., must be handled with professional knowledge and experience that are pertinent to the respective sector. The Antitrust & Competition Practice Group advises on sector-specific competition laws and regulations, with our leading team of attorneys recognized for their expertise in each sector.
Unfair trade practices and other competition-law related offenses not only result in administrative fines and corrective orders, but also in criminal complaints filed by the KFTC and civil lawsuits for monetary damages filed by private plaintiffs.
Our antitrust litigation specialists consist of former judges (including a former Supreme Court Justice and Head of the Administrative Court) and prosecutors, with superior expertise and experience in dealing with all types of antitrust litigation.
We have successfully handled various domestic and international cases involving allegation of unfair trade practices and other competition law related lawsuits, including class actions.
Responding to KFTC Investigations
As dawn raids are more frequently conducted by the KFTC, it is imperative for companies to understand how to immediately respond to them. The Antitrust & Competition Practice Group frequently advises corporate clients on how to coordinate a unified and efficient response to KFTC’s actions/demands, including performing compliance audits and mock dawn raids. The Group has also assisted numerous companies by being present at on-site investigations, to help guide clients through these difficult events.
Our team boasts the highest number of lawyers and antitrust specialists who were formerly employed by the KFTC, out of all law firms in Korea. The plethora of experience our team has gained as former high ranking officials and adjudication officers of the KTFC, as well as staff economists of the U.S. FTC & DOJ, enable us to provide the most insightful and effective advice in responding to any KFTC action.
Miscellaneous Competition Law Issues
Additionally, the Antitrust & Competition Practice Group has successfully defended clients against administrative/civil/criminal actions regarding advertising/labeling and mass distribution regulations, reorganization of holding companies by conglomerates, and other consumer protection laws.