Comparative Guides
Welcome to Mondaq Comparative Guides - your comparative global Q&A guide.
Our Comparative Guides provide an overview of some of the key points of law and practice and allow you to compare regulatory environments and laws across multiple jurisdictions.
Start by selecting your Topic of interest below. Then choose your Regions and finally refine the exact Subjects you are seeking clarity on to view detailed analysis provided by our carefully selected internationally recognised experts.
Results: 4 Answers
Merger Control
9.
Tips and traps
9.1
What are your top tips for smooth merger clearance and what potential sticking points would you highlight?
 
Japan
In a horizontal business combination with a high market share, the review period tends to be extended. For example, the acquisition of shares in Ju-Hachi bank by Fukuoka Financial Group took over two years from receipt of notification to clearance. This trend is expected to continue in the future, so in critical cases it is important to utilise pre-notification consultation proactively and appropriately. In the pre-notification consultation, the parties can provide materials in order to explain to the JFTC the outline of the case and the market definition from their perspective, and demonstrate that the proposed transaction will not substantially restrain competition in any particular field of trade.

In addition, there has recently been an increase in cases in which economic analysis is used to define the market and to determine whether competition would be substantially restrained in the market. It would therefore be worthwhile to obtain an economist’s opinion as part of the pre-notification consultation.

Also, in critical cases evidence based on interviews and questionnaires from competitors and customers may have a significant impact on the Japan Fair Trade Commission’s (JFTC) decision. Such interviews and questionnaires will be conducted by the JFTC, but the parties should also confirm the survey method and the content of the questionnaires.

In summary, the parties should put together a detailed schedule, prepare explanatory materials and economic analysis, and actively communicate with the JFTC throughout the review period, including the pre-notification consultation.

For more information about this answer please contact: Kentaro Toda from TMI Associates