In a landmark ruling on 30 October 2009, the Ministry of Commerce of the People’s Republic of China ("MOFCOM") granted conditional antitrust clearance to the merger between Panasonic Corporation (“Panasonic”) and Sanyo Electric Co., Ltd. (“Sanyo”). Zhong Lun Law Firm’s antitrust and competition team, led by senior partner Wu Peng (assisted by ten lawyers), has advised both Panasonic and Sanyo on all aspects of the MOFCOM merger control review process. In addition to assisting Panasonic and Sanyo in preparing the merger notification filing, and representing them in consultations with MOFCOM on proposed merger remedies, Zhong Lun will also assist the parties in their implementation of the remedial measures stipulated by MOFCOM.

Under the Measures for the Administration of Outbound Investment, the MOFCOM approval process will be simplified and handled mainly by local authorities.

The Growth Enterprise Market (“GEM”) is opening soon. Will it be a good exit for foreign PE? In addressing this issue, this article shows that Chinese GEM does make it possible for foreign PEs to exit from the company they invested in a reasonably short time. However, if it were not well structured, the PE investors might fall into a legal trap which would hold them off for years. Good structuring is essential for PE investors to reap the GEM.

With the new Antimonopoly Law (AML) effective on August 1, 2008, manufacturers, distributors and others are now subject to new rules that may significantly change their existing ways of doing businesses. Some of the automakers in China reportedly have already started making changes to agreements with their dealers to be in full compliance with the new law. Antimonopoly lawsuits were filed just within a few days after the AML took effect, marking a start of a likely new wave of litigations in China against large corporations, trade associations and even government agencies.

In cross border transactions, it is not uncommon for parties to struggle over the dispute resolution clause. However, these negotiations often miss the important points. Some counsels are inclined to select forums that are more familiar to themselves; others insist on choosing locations that appear “neutral” to all parties (i.e., Switzerland). In neither situation is counsel adequately considering the ultimate enforceability of rights, timing and convenience of the dispute resolution process.

"In war, the first guy who understands the terrain takes the high ground. In investing, the first guy who understands the territory gets the best prices. -- Eileen Shapiro and Howard Stevenson "

As an increasingly powerful cylinder of the world’s economy engine, China continues to attract significant influx of foreign capital to fuel its growth spurt, and witnesses an extraordinary period of cross-border mergers and acquisitions. In this turbulent yet rapidly evolving market, however, making successful investments and mastering the “art of the deal” require a profound understanding of the unique risks and challenges as well as quick and creative adaptation to the local context. Such unique challenges for foreign acquirers are often associated with one or more of the following “risk factors”: a legal and regulatory system that is in a state of flux, restrictions and limitations on deal structures, unfamiliar customs and practices, and difficulty in discovering hidden liabilities and other problems.