JFTC Proposes Important Changes To Japan´s Merger Guidelines

On January 31, 2007, the Japan Fair Trade Commission ("JFTC") published for public comment a draft of the revised "Guidelines on the Application of the Anti-Monopoly Act to Reviewing Business Combination" (Kigyo Ketsugo Shinsa ni Kansuru Dokusenkinshiho no Unyou Shishin) (the "Revised Guidelines").¹ The draft of the Revised Guidelines contains several key provisions that propose significant changes to the current Merger Guidelines. If adopted, these changes are likely to have important implications for transactions that are subject to review by the JFTC.

The key provisions in the Revised Guidelines include:

• Market Concentration "Safe Harbors" –
The Revised Guidelines expand the current "safe harbor" standards for mergers involving competitors, and the JFTC’s proposed safe harbors are generally more permissive than similar thresholds used by U.S. and European enforcement agencies. This potentially widens the number of transactions that can avoid an in-depth