Competition (private company acquisitions) Q&A: Japan

What are the triggering events/jurisdictional thresholds for the application of national competition rules? How is the acquisition of a non-controlling minority interest treated under merger control law in your jurisdiction?

Japan’s national competition rules, including merger control regulations, are primarily constituted by the Act on Prohibition of Private Monopolisation and Maintenance of Fair Trade (Act No. 54 of 14 April 1947, as amended (Anti-Monopoly Act)), which is enforced by the Japan Fair Trade Commission (JFTC). Certain transactions require prior notification to the JFTC, if they meet the thresholds and conditions set by the Anti-Monopoly Act.

The Anti-Monopoly Act covers share acquisitions, statutory mergers, joint stock transfers (a form of transaction available under Japanese corporate law that allows more than two companies to create a common holding company), acquisitions of business or assets and statutory demergers.

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