1 Deal structure
1.1 How are private and public M&A transactions typically structured in your jurisdiction?
Generally speaking, transactions are typically structured in a way that is tax efficient for both the acquirer and the shareholders of the target. Under the relevant income tax regulations of Taiwan, with the exception of sellers which are onshore corporates and sellers of shares not listed on a stock exchange (both of which are subject to the alternative minimum tax in Taiwan and taxed at a lower rate than regular income tax), the selling shareholders need not pay capital gains tax, but instead are subject to a 0.3% securities transaction tax. Due to this favourable tax treatment, most transactions are structured as a simple purchase of shares for cash consideration.
If potential and latent liabilities are identified as an issue, a transaction can also be structured as an asset deal. However, the closing of an asset deal takes much more work because asset transfers can involve changes of ownership and registration of intellectual property, real estate, vehicles and so on of the target. They also incur higher taxes, including:
- value-added tax at a rate of 5% on the asset being transferred; and
- personal or corporate income tax (up to 40% for individuals) to the extent that there is any capital gain.
A transaction can also be structured as a statutory merger or statutory share swap under the Business Merger and Acquisition Law. This structure generally involves more steps and documentation under law, and may be used to ‘squeeze out' minority shareholders that decline to sell shares for any reason.
1.2 What are the key differences and potential advantages and disadvantages of the various structures?
In a share purchase deal, the sellers' tax burden can be much lower than the normal income tax rate, which can be up to 40% – in particular, local individual sellers who are selling shares listed on a stock exchange will be subject only to securities transaction tax, which is 0.3% of the consideration received.
In an asset deal, latent liabilities of the target can be generally avoided simply by purchasing the assets of the target and transferring the employee workforce to the extent required. However, the applicable taxes can be higher than a share deal (as explained above). Further, to the extent that employees are not transferred, it is usually necessary to pay severance to employees who are not retained.
In a merger or statutory share swap deal, the entire target can be merged with the acquirer (or a subsidiary of the acquirer) or 100% of the shares of the target can automatically be transferred to the acquirer, with cash or equity consideration being paid to the shareholders of the target. Such a transaction will require the target to obtain majority approval at a shareholders' general meeting which is attended by holders of at least two-thirds of the voting shares then outstanding. In the case of a public company, if the two-thirds attendance quorum cannot be achieved, the merger can also be approved by two-thirds vote of attending shareholders at a general shareholders' meeting which is attended by holders of a majority of the voting shares then outstanding; individual consent from each shareholder is not required. However, in a merger or statutory share swap deal, the shareholders of the target have the right to dissent to the transaction and require the target to purchase their shares at fair value. If the dissenting shareholders cannot come to an agreement with the target on the fair value of their shares, the target must petition a court of law to determine a fair value and then purchase the shares at the court-determined fair value.
1.3 What factors commonly influence the choice of sale process/transaction structure?
It is normal to take the applicable taxes into account when determining the choice of sale process/transaction structure. Other considerations may include issues such as:
- the speed and certainty of closing;
- whether the company may have latent liabilities (which may make an asset deal desirable); and
- in deciding whether to use a merger or a statutory share swap, whether there are minority shareholders which are likely to dissent and attempt to put their shares at a court-determined fair value, which may introduce additional complications to the transaction.
2 Initial steps
2.1 What documents are typically entered into during the initial preparatory stage of an M&A transaction?
In many transactions, the acquirer and the target may enter into a letter of intent in order to commence due diligence and/or the negotiation of definitive agreements. Some of the customary provisions included in a letter of intent are as follows:
- Deal structure: A baseline deal structure is typically described in the letter of intent which may be subject to adjustments after due diligence, as well as during the negotiation of the definitive agreements.
- Deal consideration: A baseline number or amount of consideration may be stipulated in the letter of intent, which can be made to subject to due diligence.
- Confidentiality: Sometimes a separate confidentiality agreement is entered into by the acquirer and the target; or a confidentiality clause can be built directly into the letter of intent, which will govern the exchange of information between the acquirer and the target.
- No-shop: The target may agree to a no-shop clause in the letter of intent, which limits the ability of the target to pursue other M&A opportunities with other competing acquirers.
- Expenses: Most letters of intent stipulate that the acquirer and the target should bear their own respective costs and adviser/legal fees for the transaction.
2.2 Are break fees permitted in your jurisdiction (by a buyer and/or the target)? If so, under what conditions will they generally be payable? What restrictions and other considerations should be addressed in formulating break fees?
It is not common for the acquirer and the target to agree on a break fee. Since this rarely occurs, as far as we are aware, we have not seen any prior court precedent on whether break fees are enforceable in a court of law.
2.3 What are the most commonly used methods of financing transactions in your jurisdiction (debt/equity)?
In Taiwan, either debt or equity can be used to finance a transaction; and as far as we know, there is no set pattern as to this issue.
2.4 Which advisers and stakeholders should be involved in the initial preparatory stage of a transaction?
For the target, the management of the target and major shareholders may be involved in the initial stage of the transaction, plus its legal counsel, accounting firm, tax advisers and in some cases investment bankers.
For the acquirer, this will depend on the size of the acquisition versus the size of the acquirer overall. Where the acquisition is smaller relative to the size of the acquirer, senior management may be involved in the initial stage of the transaction, but the major shareholders may or may not be involved. The acquirer's legal counsel, accounting firm, tax advisers and in some cases investment bankers will also be involved.
2.5 Can the target in a private M&A transaction pay adviser costs or is this limited by rules against financial assistance or similar?
Under Article 167 of the Company Act, neither a company nor its subsidiary is permitted to purchase its own shares (subject to various exceptions as stipulated under the Company Act and other statutes). However, we do not believe that this rule prohibits the target from paying adviser costs. Generally speaking, in most transactions that we have seen, the target (or its major shareholder(s)) will pay its own adviser costs.
3 Due diligence
3.1 Are there any jurisdiction-specific points relating to the following aspects of the target that a buyer should consider when conducting due diligence on the target? (a) Commercial/corporate, (b) Financial, (c) Litigation, (d) Tax, (e) Employment, (f) Intellectual property and IT, (g) Data protection, (h) Cybersecurity and (i) Real estate.
Taiwan has a centralised digital government database that contains data on:
- the amount of issued shares;
- the paid-in capital;
- authorised shares; and
- the names of the directors and supervisors of any Taiwanese company.
It is generally highly reliable and can assist in the verification of the corporate information of the target in a M&A transaction. Generally speaking, information in this government database will have been vetted by a government staff. It can serve as a preliminary summary of the basic corporate information of a Taiwanese target.
Due diligence on the financial aspect of a target is generally handled by an accounting firm. Normally, legal professionals will not be involved in the financial due diligence of the target.
The Taiwan courts have a database containing the full text of court judgments, which is digitally searchable. However, ongoing litigation is not searchable through this public database. Generally, most acquirers rely on disclosure by the target (and the appropriate representation and warranties in the transaction documents) in relation to ongoing litigation and disputes.
Due diligence on the tax aspect of a target is generally handled by an accounting firm. Normally, legal professionals will not be involved in the tax due diligence of the target.
Companies with a longer history may still have a substantial labour force (ie, employees who began their employment before 2005) who are subject to the old pension scheme under the Labour Standards Act of Taiwan. Such employees may have substantial pension or severance owed to them under the old pension scheme. Furthermore, many companies which are subject to the old pension scheme may not have contributed sufficient funds into the pension reserve. Therefore, pension liabilities under the old pension scheme can represent a significant liability and must be taken into account during an acquisition.
(f) Intellectual property and IT
Taiwan has modern trademark, patent and copyright regimes that are generally in line with those of most other jurisdictions. During due diligence, it is possible to publicly search for registered trademark and patents in Taiwan, although copyrights are not generally registered. Normally, legal due diligence for M&A in Taiwan does not cover due diligence on IT systems.
(g) Data protection
The personal data of customers and other parties is protected under the laws of Taiwan. During legal due diligence, the acquirer should inquire and ascertain whether the requisite personal consents from the data subjects have been obtained in respect of the use, transfer or transmission of such data.
Normally, legal professionals will not be involved in the cybersecurity due diligence of the target, as this involves expertise which lies outside of the capabilities of most legal professionals in Taiwan.
(i) Real estate
The Taiwan government has a public registration database of all real estate ownership and mortgages in Taiwan. Generally speaking, the records in this database are legally valid and third parties can rely on such records with confidence.
3.2 What public searches are commonly conducted as part of due diligence in your jurisdiction?
As described in question 3.1, the following searches are usually conducted as part of the legal due diligence:
- a basic corporate information search;
- a search of real estate and mortgages;
- a trademark search; and
- a patent search.
3.3 Is pre-sale vendor legal due diligence common in your jurisdiction? If so, do the relevant forms typically give reliance and with what liability cap?
For M&A transactions in Taiwan, pre-sale vendor due diligence is not common.
4 Regulatory framework
4.1 What kinds of (sector-specific and non-sector specific) regulatory approvals must be obtained before a transaction can close in your jurisdiction?
- A foreign investor investing or acquiring shares in a Taiwan company must obtain approval from the Investment Commission of the Ministry of Economic Affairs of Taiwan before such a transaction can be closed.
- For an investment in or acquisition of shares in a financial institution in Taiwan, prior approval from the Financial Supervisory Commission of Taiwan is generally required.
- For acquisitions that involve the combination of corporate entities that exceed the applicable revenue threshold or market share threshold, the approval of the Fair Trade Commission of Taiwan is required.
4.2 Which bodies are responsible for supervising M&A activity in your jurisdiction? What powers do they have?
The Fair Trade Commission of Taiwan is responsible for supervising ‘combinations' of businesses in Taiwan. For the purposes of M&A activities under the jurisdiction of the Fair Trade Commission, a ‘combination' is:
- a merger;
- the acquisition of voting shares or equity representing at least one-third of the total voting shares or equity of another enterprise;
- the acquisition or rental of all or a major part of the business or assets of another enterprise;
- the joint operation of a business with another enterprise or the entry into a contract to manage a business for another enterprise; or
- the direct or indirect control of the operations or personnel of another enterprise.
Under the Fair Trade Act, a combination that meets one of the following thresholds must be reported to the Fair Trade Commission before it can be closed:
- As a result of the combination, the combined business will have a market share of one-third or more (of a particular product or service);
- One of the parties to the combination has a market share of at least one-quarter (of a particular product or service);
- All parties to the combination had total global sales exceeding NT$40 billion in the previous fiscal year and at least two parties to the combination each had domestic sales exceeding NT$2 billion in the previous fiscal year;
- One party to the combination, which is not a financial institution, had domestic sales in the previous fiscal year which exceeded NT$15 billion and another party to the combination had domestic sales in the previous fiscal year which exceeded NT$2 billion; or
- One party to the combination is a financial institution whose domestic sales in the previous fiscal year exceeded NT$30 billion and another party to the combination had domestic sales in the previous fiscal year which exceeded NT$2 billion.
4.3 What transfer taxes apply and who typically bears them?
If an acquisition is carried out via the sale and purchase of the shares of the existing shareholders, then under the applicable income tax regulations of Taiwan, with the exception of sellers which are onshore corporates and sellers of shares not listed on a stock exchange (both of which are subject to the alternative minimum tax in Taiwan and taxed at a lower rate than regular income tax), the selling shareholders need not pay capital gains tax, but are instead subject to a 0.3% securities transaction tax. Due to this favourable tax treatment, most transactions are structured as a simple purchase of shares for cash consideration.
Although this tax can be negotiated by contract to be paid by the purchaser, as of law the nominal taxpayer is the seller of the shares in question.
5 Treatment of seller liability
5.1 What are customary representations and warranties? What are the consequences of breaching them?
The customary representations and warranties may include those relating to:
- organisation and good standing;
- due authorisation;
- financial statements;
- no undisclosed liabilities;
- compliance with the law;
- material contracts;
- environmental matters;
- employment matters; and
- other representations and warranties that may be negotiated on a case-by-case basis.
Subject to any limitation on liability that may be negotiated on a case-by-case basis, a breach of warranties or representations will usually trigger an obligation of the seller to indemnify the losses of the purchaser as a result of such breach.
5.2 Limitations to liabilities under transaction documents (including for representations, warranties and specific indemnities) which typically apply to M&A transactions in your jurisdiction?
Yes, in larger, more sophisticated deals in Taiwan, it is not uncommon for the parties to negotiate for a numerical limitation (ie, a liability cap), as well as a time limitation, on potential claims for breach of warranties and representations in a M&A transaction.
5.3 What are the trends observed in respect of buyers seeking to obtain warranty and indemnity insurance in your jurisdiction?
We do not believe that warranty and indemnity insurance is often used in Taiwan deals.
5.4 What is the usual approach taken in your jurisdiction to ensure that a seller has sufficient substance to meet any claims by a buyer?
In larger, more sophisticated deals in Taiwan, it is not uncommon for the parties to negotiate for a holdback of a percentage of the purchase price for a certain period in order to ensure that a seller has sufficient substance to meet any claims by a buyer. Sometimes this holdback can be negotiated so as to be placed within an escrow bank account for a certain negotiated and agreed period.
5.5 Do sellers in your jurisdiction often give restrictive covenants in sale and purchase agreements? What timeframes are generally thought to be enforceable?
Yes, it is common to provide restrictive covenants so that the target will be required to maintain the status quo and routine business operations during the interim period from signing to closing. Such covenants are typically effective from signing of the definitive agreements until closing of the transaction.
5.6 Where there is a gap between signing and closing, is it common to have conditions to closing, such as no material adverse change (MAC) and bring-down of warranties?
Yes, where there is a time gap between signing and closing (eg, some time may be needed to obtain the applicable regulatory approvals), it is common to have conditions to closing such as no material adverse change and bringdown of warranties.
6 Deal process in a public M&A transaction
6.1 What is the typical timetable for an offer? What are the key milestones in this timetable?
Under current regulations in Taiwan (and subject to certain exceptions), any entity or person that, individually or jointly with another entity or person(s), intends to acquire within a period of 50 days at least 20% or more of the total outstanding and issued shares of a public company must do so under the public tender offer regime as stipulated under the Regulations Governing Public Tender Offers for Securities of Public Companies in Taiwan. Under the public tender offer rules, a public announcement and offer to purchase the shares must be made and the prospectus and other relevant documents must be filed with the Financial Supervisory Commission of Taiwan in accordance with the applicable rules.
The usual timetable for a public tender offer is 20 to 50 days, but this period can be extended by up to 50 days by submitting a filing to the Financial Supervisory Commission specifying a legitimate reason for extension.
Within 15 days of receipt of the relevant tender offer documents from the offeror, the public company whose shares or securities are the subject of the public tender offer must announce to the public (and file to the Financial Supervisory Commission) the following:
- the types, number and amount of shares currently held by the current directors and supervisors and any shareholders with more than 10% of the company's total outstanding shares;
- the board of directors' recommendations to the company's shareholders with respect to:
- verification of the identity and financial condition of the offeror;
- the fairness of the tender offer conditions; and
- the reasonableness of the sources of funds.
- The specific assenting and dissenting opinions of the directors (and their reasons therefor must be clearly recorded);
- material changes (if any) to the company's financial conditions after the date of its most recent financial statements;
- whether any director, supervisor or major shareholder of the target public company holds shares in the offeror or any of the offeror's affiliate; and
- any other relevant material information.
6.2 Can a buyer build up a stake in the target before and/or during the transaction process? What disclosure obligations apply in this regard?
Subject to certain exceptions, any entity or person that, individually or jointly with another entity or person(s), intends to acquire within a period of 50 days at least 20% or more of the total outstanding and issued shares of a public company must do so under the public tender offer regime. As long as this rule is complied with, generally speaking, there is no express prohibition against the purchase of shares prior to the commencement of a public tender offer. However, there two caveats to this:
- Reporting obligations could apply depending on the amount of shares thus purchased; and
- Such purchases may be scrutinised after a transaction by the authorities (eg, whether the trades are made with non-public material insider information).
It is therefore recommended to seek the advice of counsel in this regard on a case-by-case basis.
During the public tender offer, the offeror cannot purchase any shares on the market other than via the ongoing public tender offer process.
6.3 Are there provisions for the squeeze-out of any remaining minority shareholders (and the ability for minority shareholders to ‘sell out')? What kind of minority shareholders rights are typical in your jurisdiction?
Under the Business Merger and Acquisition Law, it is possible to pay cash as merger consideration in a merger with a target which will be merged with the acquirer or a subsidiary of the acquirer and dissolved as a result of the merger. This is often used to ‘squeeze out' minority shareholders which for any reason decline to sell shares.
In order to effect a ‘squeeze-out' merger, it is necessary to obtain shareholder approval of the target consisting of majority approval at a shareholders' general meeting which is attended by holders of at least two-thirds of the voting shares then outstanding. In the case of a public company, if the two-thirds quorum cannot be achieved, the merger can also be approved by two-thirds vote of attending shareholders at a general shareholders' meeting which is attended by holders of a majority of the voting shares then outstanding. If the squeeze-out merger will result in a publicly listed company becoming dissolved and merged with a company whose shares is not publicly listed, the higher approval threshold of the holders of two-thirds of all outstanding voting shares will apply.
Under the Business Merger and Acquisition Law, minority dissenting shareholders that choose to waive their voting rights in a merger may request the company to purchase their shares at fair market value. If the company and the dissenting shareholders cannot come to an agreement as to the per share fair market value of the shares held by the dissenting shareholders, the company must petition a court of law and request it to determine a fair market value.
Under the Business Merger Acquisition Law, it is also possible for an acquirer to pay cash for 100% of the shares of the target, provided that the general shareholders' meeting of the target approves the transaction. The applicable approval voting thresholds are the same as in a squeeze-out merger as described above. In such a transaction, the minority dissenting shareholders also have the same right (as described above) to require the company to purchase their shares at fair market value.
6.4 How does a bidder demonstrate that it has committed financing for the transaction?
If the tender offer consideration is to be cash, the offeror should provide proof of funding through one of the following methods:
- a performance guarantee issued by a financial institution that provides guarantee of payment of funds for the purpose of payment of the tender offer consideration; or
- a written confirmation that the offeror has the ability to pay the tender offer consideration, issued either by a financial adviser that is qualified as a securities underwriter or by a qualified certified public accountant, once the professional has gained a full understanding of the offeror and taken reasonable steps to evaluate the offeror's sources of funds.
6.5 What threshold/level of acceptances is required to delist a company?
Under the rules of the Taiwan Stock Exchange, the following steps and approvals are required to delist a company from the Taiwan Stock Exchange:
- Before a proposal to delist the company's shares from the stock exchange is submitted to the board of directors of the company for approval, a special committee must be formed to assess the fairness and reasonableness of the delisting plan. The special committee must also retain an independent expert to opine on the fairness of the purchase price offered by the directors who are offering to purchase the shares held by the public, as well as whether the grounds and plan for delisting is in the interest of the company and the overall interest of the shareholders.
- The delisting must be approved by the board of directors of the company, and the directors (except for the independent directors) who are in favour of the delisting will be jointly and severally liable to buy back the shares from the public in an offer period of 50 days. The per share price of such offer must not be less than the higher of:
- the average closing price of the shares in the month prior to the day on which the board of directors approved the delisting; or
- the average closing price of the shares in the month prior to the day when the shareholders' meeting approved the delisting.
- Further, the per share price of the offer must not be less than the per share book value of the shares in question based on the latest audited or reviewed financial statements of the company.
- The delisting must also be approved by the shareholders in a properly convened general shareholders' meeting, with the approval of holders of no less than two-thirds of the outstanding voting shares of the company.
6.6 Is ‘bumpitrage' a common feature in public takeovers in your jurisdiction?
No, it is our view that ‘bumpitrage' is not common and most likely not a major concern for most public M&A transactions in Taiwan.
6.7 Is there any minimum level of consideration that a buyer must pay on a takeover bid (eg, by reference to shares acquired in the market or to a volume-weighted average over a period of time)?
There is no legally required minimum level of consideration that a buyer must pay in order to launch a tender offer bid to take over a company. However, under the regulations, the offeror must include in the tender offer prospectus an appraisal opinion by an independent expert of the reasonableness of the cash price calculation or share exchange ratio of the public tender offer consideration.
6.8 In public takeovers, to what extent are bidders permitted to invoke MAC conditions (whether target or market-related)?
As far as we know, there is no precedent on tender offerors being permitted to invoke material adverse change as a condition to closing, and we remain doubtful whether this can be considered permissible under the current public tender offer regime in Taiwan.
6.9 Are shareholder irrevocable undertakings (to accept the takeover offer) customary in your jurisdiction?
Sometimes one or more shareholders of the target do sign agreement(s) to commit to selling to the offeror in a public tender offer. If they do enter into such agreement(s), such agreement(s) must be disclosed by the tender offeror in the tender offer prospectus.
7 Hostile bids
7.1 Are hostile bids permitted in your jurisdiction in public M&A transactions? If so, how are they typically implemented?
A hostile bid can be made via the public tender offer regime in Taiwan. Generally speaking, this involves a public tender offer inviting the shareholders of the target to sell their shares to the offeror. A hostile offeror must comply with all requirements and rules of the tender offer process, including:
- setting an offered price per share;
- filing a tender offer prospectus; and
- designating a tender offer period when shareholders are free to tender their shares.
However, although hostile public tender offers are possible under the current rules, in practice, hostile public tender offers are rare in Taiwan.
7.2 Must hostile bids be publicised?
Since the nature of the public tender offer is always public, a hostile public tender offeror must comply with all public announcement and filing rules as applied to non-hostile tender offers, including:
- publicly announcing the tender offer; and
- filing a tender offer prospectus.
7.3 What defences are available to a target board against a hostile bid?
Since hostile public tender offers are rare, as far as we know, there are currently no well-developed or recognised defence mechanisms against a hostile public tender offer in Taiwan.
8 Trends and predictions
8.1 How would you describe the current M&A landscape and prevailing trends in your jurisdiction? What significant deals took place in the last 12 months?
There is no clear trend on how the M&A landscape will evolve in Taiwan. Generally speaking, there has been no pronounced uptick in mergers and acquisitions during the past 12 months. It is unclear how the COVID-19 pandemic has affected the landscape, but the closing of borders of this island nation severely impacted cross-border transactions: most foreign visitors are barred from visiting Taiwan; and while local citizens can travel abroad and back, they generally face onerous quarantine requirements.
One of the largest and most notable recent deals was the announcement by the Development Bank of Singapore of its acquisition of the entire local Taiwan consumer banking business of Citibank, which has a sizeable credit card user base in Taiwan. This transaction signifies the expansion of a fast-growing foreign bank in Taiwan, despite the fact that consumer banking in Taiwan is generally dominated by the local banks.
8.2 Are any new developments anticipated in the next 12 months, including any proposed legislative reforms? In particular, are you anticipating greater levels of foreign direct investment scrutiny?
The government has recently sought to bolster the start-up scene by permitting greater flexibility in mergers and acquisitions of start-ups. The current draft amendment of the Business Merger and Acquisition Act of Taiwan will permit greater tax deferral for the selling shareholders of start-ups, thus incentivising start-up founders to sell to larger corporations.
Since almost all foreign direct investment is reviewed by the Investment Commission (a government body under the Ministry of Economic Affairs of Taiwan), the existing level of scrutiny that is applied to foreign investments is likely to persist; although we see no trend that seems likely to lead to greater direct investment scrutiny in the future. For the sake of efficiency and to promote economic activities, there have been discussions in recent years to exempt smaller foreign direct investments from the prior application and pre-approval process of the Investment Commission. However, this will require an amendment of the Statute for Investment by Foreign Nationals by the Taiwanese legislature.
9 Tips and traps
9.1 What are your top tips for smooth closing of M&A transactions and what potential sticking points would you highlight?
In a public merger or share swap in Taiwan, the deal may require the approval of the general shareholders' meeting of both the acquirer and the target. Under the Business Merger and Acquisition Law, dissenting shareholders may opt to dissent and exercise their appraisal right, which will require the company to buy back their shares at a court-determined fair market value. The recently announced draft amendment to the Business Merger and Acquisition Law would further expand the flexibility of dissenters, which could facilitate the exercise of this appraisal right, potentially creating uncertainties or delays with regard to closing – particularly if there is a large number of dissenting shareholders. Therefore, when structuring the transaction, it is perhaps advisable for M&A practitioners in Taiwan to opt for a simple purchase of shares for cash, to avoid such complications. A simple purchase of shares of the target for cash is also more tax efficient than a merger between companies because the individual sellers will generally be taxed at the very tax-efficient rate of 0.3% for local individual shareholders (although corporate shareholders and sellers of non-listed shares will be taxed at the applicable rate for alternative minimum tax in Taiwan.)
Further, for public or private M&A deals that exceed a certain revenue or market share threshold, prior approval from the Fair Trade Commission of Taiwan is required before closing can occur. Although the Fair Trade Commission must approve or reject the transaction within 30 working days (which may be extended by up to 60 working days), in practice it may take much longer, because the Fair Trade Commission may take the view that such review period does not commence until such time when all supplementary information and/or materials requested by it have been provided to it in full.
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.