Antitrust and competition in Hong Kong

Baker McKenzie

Led by the 'superbStephen CrosswellBaker McKenzie's three-partner team has been at the forefront of contentious competition activity in Hong Kong since the inception of the country's first meaningful antitrust framework brought about by the implementation of the Competition Ordinance in 2015. Crosswell has intimate knowledge of the country's nascent competition law and was involved on behalf of the Hong Kong General Chamber of Commerce in the legislative hearings when the law was being debated. The firm's 'excellent litigation credentials' were underscored by its recent representation of British Telecom as one of the respondents in the very first trial initiated by the Competition Commission under the new law. The team has also assisted clients from numerous industry sectors – including telecoms, media and financial services – on risk management procedures, as well as in responding to investigations from the Commission. The group also regularly coordinates the Asian antitrust clearances necessary for clients on many big-ticket M&A mandates with an Asian nexus, and is aided on that front by its ability to deal directly with the PRC regulatory body – the State Administration for Market Regulation (SAMR) – by dint of the firm’s joint operation with the mainland China-based FenXun Partners. Thomas Jenkins was recently promoted to special counsel and is also recommended.

Practice head(s):

Stephen Crosswell

Other key lawyers:

Thomas Jenkins; Roberta Chan; Yvette Yu; Donald Pan

Key clients

British Telecom

Hong Kong Telecom

MUFG Bank

Fedex

Lonza Group

Ineos

Nidec

Platinum Equity

Sika

Sumitomo Corporation

CEA

CITIC

Murata

Konica Minolta

Abbott

General Electric

Texas Pacific Group

Sumitomo Mitsui Finance and Leasing Company

APG

Hon Hai Industry Co., Ltd. (Foxconn)

SKC Co. Ltd

Hino Motors

Akzo Nobel

Faurecia

Continental Automotive Systems

Press Metal Bhd

Agfa Graphics

Jin Jiang International Hotels

Nutreco Nederland

Sumitomo Mitsui Auto Service Company

Work highlights

  • Defending British Telecom in the first enforcement case brought by the Competition Commission in Hong Kong.
  • Acting for Hong Kong Telecom on the judicial review, which is against the Communications Authority and the Secretary for Commerce and Economic Development, of their joint decision in relation to the re-assignment of spectrum in the 900/1800 MHz bands for provision of mobile services in Hong Kong.
  • Representing Hong Kong Telecom in its restitutional claim against the Government for excessive license fees paid since the establishment of the OFCA trading fund in 1995.
  • Represented MUFG Bank on the merger control aspects of its strategic and phased acquisition of majority stakes in PT Bank Danamon Indonesia.
  • Provided merger control advice to leading international automotive parts manufacturer, Faurecia, on its $1.25bn acquisition of Japanese car navigation system maker Clarion from Hitachi through a cash takeover offer.

Linklaters

Now headed by 'very responsive' counsel Marcus Pollard, following Clara Ingen-Housz's departure in October 2018 to an in-house role for French multinational corporation Saint-Gobain, Linklaters' six-strong team remains a very credible offering for institutional clients of the firm, as well as those seeking standalone antitrust advice. Pollard is one of four former in-house Hong Kong Competition Commission lawyers in the group (including the recent addition of senior associate Kathleen Gooi) and is thereby ideally placed to assist clients in their dealings with the regulator, both in the context of full-blown enforcement actions (the team recently represented Innovix as one of the respondents in the Commission's first enforcement case relating to vertical bid-rigging) as well as investigations initiated by it. Another sweet-spot is the team's ability to provide a one-stop-shop service to clients requiring the merger clearance advice on cross-border mandates with an Asian nexus.

Practice head(s):

Marcus Pollard

Other key lawyers:

Kathleen Gooi

Testimonials

‘The team is well-rounded, with lawyers complementing each other to provide tailored advice to clients.’

‘The team not only displays expertise across the relevant laws and regulations, but also has a good understanding of law enforcement agencies’ interpretation of laws and regulations and law enforcement.’

‘Marcus Pollard takes a keen interest on progress and developments on matters we work together on.’

‘Marcus Pollard is a highly experienced competition lawyer who has a very solid legal background, as well as experience in working in government agencies.’

Key clients

Advent International

Astra International

Ajinomoto

Beiersdorf

BP

Citibank

CK Hutchinson

CMA CGM

Dairy Farm

Glencore

Hong Kong Association of Pharmaceutical Industry

Innovix

Keppel Corporation

Maxim’s Caterers

Mitsubishi

Morgan Stanley

ORIX Corporation

Smith & Nephew

Standard Chartered Bank

UBS

X-tep

Work highlights

  • Assisted the Hong Kong Association of the Pharmaceutical Industry and its 43 multinational pharmaceutical company members in the first ever exemption application to the Hong Kong Competition Commission for clearance for its proposed market data survey.
  • Defended Innovix, a subsidiary of Hong Kong conglomerate Jardine Matheson, in the first ever competition proceedings in the Hong Kong Competition Tribunal. The firm is now acting for the client in the appeal against the Competition Tribunal’s decision.
  • Provided merger control advice to Xtep International Holdings on its acquisition of ultimate owner of the K-Swiss, Palladium and Supra sportswear brands.
  • Advised private equity firm, Advent International, on the merger control implications of its £1bn takeover of UK-based Laird Plc.
  • Provided merger control advice to Dairy Farm International on the sale of the leading Philippines supermarket business, Rustan Supercenters to Robinsons Retail, the second-largest multi-format retailer in the Philippines.

Norton Rose Fulbright

With five dedicated antitrust lawyers based in Hong Kong and also able to draw on practitioners with considerable competition law expertise from across the firm's Asian network, Norton Rose Fulbright has the critical mass and depth of knowledge to seamlessly handle the full range of work for domestic and international clients as it pertains to Hong Kong specific and pan-Asian antitrust issues in both a transactional and litigation context. The team has been particularly active assisting clients in their dealings with the Competition Commission, both on investigations and enforcement actions. Led by the 'vastly experienced and knowledgeableMarc Waha, the firm successfully represented SiS as one of the respondents in the first enforcement action brought by the Competition Commission (the only one of the five respondents cleared of bid-rigging). The team has particular strength handling antitrust-related matters within core firmwide sector competencies, including transport and energy; notably, it has built up a strong track-record on behalf of aviation clients, including Cathay Pacific, which it recently advised on the competition issues associated with its acquisition of rival low-cost carrier Hong-Kong Express. Maxime Vanhollebeke is recommended for his ability to effectively advise international companies on  emerging antitrust regimes in East Asia, and Asian companies on global competition compliance issues.

Practice head(s):

Marc Waha

Other key lawyers:

Maxime Vanhollebeke; Nicolas Cassauba

Key clients

American Express

AXA

Cathay Pacific

Delta Air Lines

Lufthansa

Michelin

Modern Terminals Limited

SiS International

Total

Texas Pacific Group

Work highlights

  • Acting for SiS International Holdings on the first legal action brought by the Competition Commission since its establishment in December 2015.
  • Advising Cathay Pacific on its acquisition of rival low-cost carrier Hong-Kong Express and on other competition law compliance matters.
  • Advising Modern Terminals as part of the formal investigation opened by the Hong Kong Competition Commission into whether the Hong Kong Seaport Alliance between the two main terminal operators has contravened the competition rules in Hong Kong.
  • Representing Sanden Holdings as EU and international counsel on a multi-jurisdictional cartel investigation across the EU, the US, China, Japan and Canada.
  • Advising Michelin on a series of competition law compliance matters across Asia Pacific and merger filing in Indonesia regarding its acquisition of a majority take in Multistrada, a tyre manufacturer based in Indonesia.

Allen & Overy

Headed from the firm's Hong Kong office by 'pragmatic' of counsel François RenardAllen & Overy's seven-strong Greater China competition practice provides a 'commercial and effective service' to Asian and international corporates across the waterfront of domestic and pan-Asian antitrust issues, including helping clients respond to Hong Kong Competition Commission investigations. Leveraging the firm's strong pipeline of big-ticket cross-border M&A, the team is a vital component on deals involving an Asian nexus and excels in securing clearances before the Chinese regulator on often highly scrutinised mandates. It is also well-equipped to handle outbound work for Asian corporates, by virtue not only of having practitioners in Asia with a strong international perspective, but also as a result of being able to work in a coordinated fashion with competition practitioners from across the firm's vast international network.

Practice head(s):

François Renard

Testimonials

‘The team has a unique perspective of antitrust in the Asia-Pacific region where it can also rely quickly on its global knowledge and experience in Europe and US to find relevant precedents.’

‘Its ability at being able to rely on foreign experiences is definitely an advantage since antitrust law is not yet fully matured in South East Asia.’

Key clients

21st Century Fox

Engie

Saudi Aramco

Mubadala

Goldman Sachs

Work highlights

  • The Hong Kong office had significant input on the firm’s advice to media giant 21st Century Fox on the global merger control, regulatory and litigation issues linked to its proposed $71bn acquisition by Walt Disney.
  • Advised Saudi Aramco on the the SAMR merger filing process in relation to Saudi Aramco’s acquisition of sole control of synthetic rubber producer Arlanxeo from former joint venture partner Lanxes.
  • Advised Mubadala on the SAMR merger filing process in relation to the creation of a new joint venture with Cytec (an affiliate of global chemical giant Solvay).

Clifford Chance

Led out of Hong Kong by the 'exceptionally analyticalRichard Blewett and also benefiting from a significant presence in mainland China, Clifford Chance 'brings extensive local knowledge and experience along with unparalleled international reach'. Unsurprisingly given the firm's preeminent M&A reputation, the team handles a significant amount of merger control matters, either in the context of Asia specific deals or as an integral part of the global competition team on big-ticket multi-jurisdictional M&A mandates which often involves securing clearances in the EU, US and China. Although the firm is sector agnostic, it is particularly adept at handling mandates within the TMT, energy, retail and financial services sectors.

Practice head(s):

Richard Blewett

Testimonials

‘The team has unparalleled experience, reputation, and connection to colleagues in all the important competition jurisdictions.’

‘Richard Blewitt embodies the blend of local knowledge and experience with international expertise.’

Key clients

The Coca-Cola Company

Pfizer

GE

Permira

JIC Huawen Investment Co

LEGO

Abbott

HKBN

Shell Hong Kong Limited

State Development & Investment Corporation

Work highlights

  • Represented The Coca-Cola Company in its acquisition of Costa Limited, a deal which triggered merger filings in jurisdictions in the EU and China.
  • Representing Pfizer on its global consumer healthcare joint venture deal with GSK, a matter which involves merger filings in multiple jurisdictions, including US, EU and China.
  • Represented Permira in its acquisition of Cisco’s global Service Provider Video Software and Solutions business. This is a global deal, triggering merger filings in multiple jurisdictions, including China.
  • Represented a US-based international tech company in relation to an antitrust investigation launched by the Chinese local competition authority and an antitrust inquiry (as an interested third party) launched by SAMR under the context of the investigation against another company in the hi-tech sector.
  • Representing LEGO on carrying out its internal antitrust compliance program in relation to its business practices in China.

Gibson Dunn

Gibson Dunn handles the competition-related work associated with a balanced mix of litigation, transactions, advisory and government investigations, for clients from a wide spectrum of industry sectors, including transport, energy, telecoms and pharmaceuticals. Led out of Hong Kong by the 'excellentSebastien Evrard, the team adds particular value to clients on complex merger clearance mandates involving a coordinated approach across Southeast Asia; this was recently underscored by the firm's ongoing work for Uber in connection with Grab’s highly scrutinised acquisition of its Southeast Asia operations. On the contentious side, the team recently secured a notable victory before the Hong Kong Court of Appeal for longstanding client Hong Kong Telecommunications against REIT Link, relating to the latter’s anti-competitive practices preventing it from accessing buildings.

Practice head(s):

Sébastien Evrard

Other key lawyers:

Kelly Austin

Testimonials

‘Sébastien Evrard is a strong player in the market with a focus on Southeast Asian competition work.’

Key clients

Apple

Uber

Hong Kong Telecommunications

Kimberly-Clark

Philip Morris International

PepsiCo

Kraft Heinz

Work highlights

  • Advising Uber in connection with Grab’s highly scrutinised acquisition of Uber’s Southeast Asia operations.
  • Representing Hong Kong Telecommunications (HKT) across an array of competition matters, including recently securing a  significant victory before the Court of Appeal of Hong Kong against REIT Link, relating to the latter’s anti-competitive practices preventing HKT from accessing buildings.
  • Advised PepsiCo on competition aspects of its acquisition of SodaStream, an Israeli sparkling water dispenser maker. The team obtained clearance in Taiwan and Australia (in addition to the European Union).
  • Advised Kraft Heinz on the competition aspects concerning the sale of its Indian brands Complan, Glucon-D, Nycil and Sampriti to Zydus Cadila.
  • Advised Uber in connection with its proposed (and subsequently abandoned) strategic tie-up with Singapore taxi operator ComfortDelgro.

Herbert Smith Freehills

Herbert Smith Freehills complements the global work of its clients' businesses (which traverse a myriad industry sectors including TMT and energy) by being able to deploy a coordinated global competition offering, which in addition to its core Hong Kong-based capability is also able to draw upon experts from across the firm's international network. This coordinated approach manifests itself most transparently on big-ticket international/Asia-focused M&A mandates, and in addition to being highly conversant with transactions with significant China-related competition components, the team is also well-versed across many of the fledgling competition regimes across Southeast Asia. Although he now spends a good deal of his time in London, senior consultant Mark Jephcott has vast experience in the region and is a key member of the team that also includes Adelaide Luke. Luke's recent promotion to partner reflects her growing visibility in the local market, with clients appreciative of her ability to not only guide them on Asia-specific regulatory hurdles, but also as it relates to the application of EU and UK competition laws.

Practice head(s):

Mark Jephcott and Adelaide Luke

Testimonials

‘The firm has in-depth antitrust/competition law knowledge of regulators, courts and policymakers.’

‘The team is well-equipped to deliver clear, pragmatic and bespoke advice.’

Key clients

Yancoal Australia

Furukawa Electric

China Hua Neng Group Hong Kong Limited

Japan Pulp & Paper Co.

Sumitomo Corporation & Tierra

British American Tobacco

ENN Ecological Holdings

South32 Limited

Work highlights

  • Advised Yancoal on merger control issues relating to the sale of a significant portion of Coal & Allied Industries Limited’s assets to Glencore Plc.
  • Representing Furukawa Electric before the European Court of Justice on its appeal against the European Commission’s decision of 2 April 2014, fining 11 producers of underground and submarine high voltage power cables for participation in a ten-year market and customer sharing cartel.
  • Advising the China Hua Neng Group (and its partners in various transactions) on the merger control aspects of various proposed/planned transactions.
  • Advised Japan Pulp & Paper on the merger control and antitrust law aspects relating to the acquisition of Spicers Paper (Singapore) and Spicers Paper (Malaysia).
  • Advised Sumitomo Corporation & Tierra jointly on the merger control requirements for the formation of a new (greenfield) joint venture in Indonesia.

Mayer Brown

A longstanding presence in the market, Mayer Brown provides broad-ranging expertise to international and local entities across the gamut of non-contentious and contentious antitrust matters, including on big-ticket pan- Asian merger mandates. The team is regularly instructed on competition issues impacting clients in the real estate and financial services sectors, with work including the representation of private equity firms on merger clearance associated with transactions in the Greater China region and advice to shopping mall operators on the use of user restriction clauses. As a Cantonese speaker, Hannah Ha is well-positioned to guide local clients through investigations initiated by the Competition Commission, while on the non-contentious side, as well as her regular involvement in merger clearance work, Ha also assists multinational corporations to implement compliance programmes for antitrust and anti-corruption in Asia.

Practice head(s):

Hannah Ha and John Hickin

Work highlights

  • Advising a client in relation to an investigation by the Hong Kong Competition Commission into alleged price-fixing agreements in breach of the First Conduct Rule of the Hong Kong Competition Ordinance.
  • Assisted a client in a simplified merger filing to the State Administration for Market Regulation (SAMR) of China.
  • Advising a US-based client on merger control aspects of its joint venture.
  • Advised a client on the legality in Hong Kong of a most-favored nation clause.
  • Advised a client on the competition law aspects of its distribution practices.

Skadden, Arps, Slate, Meagher & Flom LLP

Led out of Hong Kong by Andrew Foster and also including a sizeable presence on the ground in mainland China, Skadden, Arps, Slate, Meagher & Flom LLP is particularly well-suited to providing the Asia-specific merger clearance advice on international M&A mandates generated by the firm. The team has excellent insight into the workings of the Chinese regulatory authority as a result of real-world experience in some of the most heavily scrutinised mergers in the country, particularly within the TMT and semiconductor sectors.

Practice head(s):

Andrew Foster

Other key lawyers:

Jacqueline Arena

Key clients

Rockwell Collins

Axiata

Red Hat

Versum

WABCO

HPE

NXP

General Electric

Embraer

DSV

ABB

JAB Holdings

Work highlights

  • Advised Rockwell Collins on its $30bn acquisition by United Technologies.
  • Advised Red Hat Red Hat in its $34bn acquisition by IBM.
  • Advising Hewlett Packard Enterprise with the antitrust and national security aspects of its $ 1.3bn acquisition of Cray Inc.
  • Advising Axiata Group Berhad on the antitrust aspects of its merger of equals with Telenor Asia.
  • Advising WABCO Holdings Inc. on the antitrust aspects of its $7bn acquisition by ZF Friedrichshafen AG (Germany).

Slaughter and May

At Slaughter and May, the 'highly experienced and smartNatalie Yeung leads the Asia competition practice which forms an integral component of the firm's overarching global competence in the area (alongside experts in London and Brussels). Receiving standalone mandates, as well as drawing on the firm’s impressive international roster of investment grade corporate clients, the team is particularly accomplished at handling merger control mandates and frequently takes the lead in coordinating the relevant Asia specific merger control advice on big-ticket international M&A deals involving an Asian nexus (often working alongside leading independent law firms in the region). As well as her work for clients on transactions requiring a broad pan-Asian competition competence, Yeung has also developed a very strong understanding of the new framework in Hong Kong, and in what was the first application for a decision under the Competition Ordinance, she recently secured a favourable outcome for the Hong Kong Association of Banks regarding member banks' potential exposure to the First Conduct Rule.

Practice head(s):

Natalie Yeung

Testimonials

‘This practice is quick to grasp the core issues and understand the commercial drivers.’

‘They are engaged with the problems and proactively discuss different options and offer solutions.’

‘They are open-minded and keen to tackle new topics.’

Key clients

Marsh & McLennan Companies

Cathay Pacific Airways

Standard Chartered Bank

Richemont

Whitbread

Tata Steel

Booking Holdings

‘Drink Without Waste’ Working Group

Shire Plc

FMC

Actelion Pharmaceuticals

Bertelsmann

GlaxoSmithKline

Orient Overseas (International)

Tembec

Wood Group

Hong Kong Liner Shipping Association

Hong Kong Association of Banks

Google

Swire Beverages Holdings

INEOS

MTR

Thermo Fisher

Rolls Royce Holdings

Royal Dutch Shell

PTT Exploration and Production Public Company Limited

Work highlights

  • Advised Shire on the Asian competition law issues associated with its £46bn merger with Takeda Pharmaceutical Company Limited.
  • Advised Standard Chartered Bank on the competition law aspects of a joint venture between itself, PCCW, HKT and Ctrip.com to build a new standalone digital retail bank in Hong Kong.
  • Advised US-based Booking Holdings on the merger control aspects of its acquisition of sole control over HotelsCombined.
  • Advising professional services firm and insurance broker Marsh & McLennan Companies on the competition law aspects (including considerable Asian considerations) of its proposed acquisition of Jardine Lloyd Thompson Group Plc
  • Advised Cathay Pacific Airways on certain competition aspects of its HK$4.39bn acquisition of Hong Kong Express Airways, a low-cost carrier operating out of Hong Kong.

Deacons

Deacons' nascent competition team continues to gain traction in the market, and while it lacks the critical mass of some of its higher-ranked peers, it provides a compelling offering to clients, by virtue not only of providing pure legal advice but also economic analysis, as a result of the recent addition to the team of antitrust economist Sharon Pang . Pang provided economic advice to eight of the ten respondents in the second enforcement case brought by the Hong Kong Competition Commission relating to alleged bid-rigging and price-fixing by decorative contractors of construction companies. The firm has subsequently been sought out by other local entities, both in investigations by the Commission (where it is able to provide advice in Cantonese) and in relation to the implementation of robust compliance programmes.

Practice head(s):

Machiuanna Chu

Other key lawyers:

Peter Westerlind Wigstrom

Work highlights

  • Represented multiple decorative respondents in litigation brought by Hong Kong Competition Commission alleging anti-competitive behaviour.

King & Wood Mallesons

Although King & Wood Mallesons has a paucity of dedicated competition lawyers on the ground in Hong Kong, it has a strong reputation in mainland China as well as across Australia, and is therefore well-placed to provide  advice on cross-border merger control matters involving a significant Asia Pacific nexus. As a result of his telecoms prowess, Neil Carabine  has been involved in a significant number of Hong Kong-related merger control issues over the years, given that this sector is the only one scrutinised for antitrust reasons on consolidation in the industry. Although Edmund Wan is a general commercial litigator, he has recently picked up a significant amount of antitrust-related expertise as a result of his role for the Competition Commission in its recent enforcement action brought against a number of decoration contractors for alleged bid-rigging practices.

Practice head(s):

Neil Carabine

Other key lawyers:

Edmund Wan; James Wilkinson

Testimonials

‘The team provides a responsive and value-for-money service.’

Key clients

Competition Commission (Hong Kong)

Office of the Communications Authority (Hong Kong)

China Molybdenum

Glencore Plc

CMA CGM

Praxair, Inc.

Work highlights

  • Represented the Hong Kong Competition Commission in an action brought before the Competition Tribunal against a number of decoration contractors accused of a price fixing.
  • Advised in the antitrust filing with the SAMR regarding acquisition of Louis Dreyfus Company Metals by CMOC, Next Goal Limited and New China Capital Legend Limited.

O'Melveny

Headed by former general counsel at the Hong Kong Competition Commission Philip MonaghanO'Melveny handles risk management compliance work, in addition to representing clients in regulatory investigations or formal enforcement actions. Other work includes China-related enforcement and merger clearance matters, where the team also benefits from practitioners on the ground in Beijing and Shanghai.

Practice head(s):

Philip Monaghan