Antitrust & Competition in China Mayer Brown’s Antitrust & Competition Team is at the forefront of emerging ­antitrust and competition law issues in China, and is a recognised leader in merger filing and behavioural counselling work.

Our Strengths:

• The unmatched experience of our lawyers • A longstanding antitrust counseling presence in China • Experience in relation to a broad scope of antitrust work in China • Close relationships with key anti-monopoly agencies & officials • A proven track record and recognition as being on top of AML developments • A focus on providing ‘practical’ advice and know-how

With an anti-monopoly regime that is rapidly expanding in scope, China is beginning to take its place as one of the world’s most important and influential antitrust jurisdictions. The outstanding capabilities of our lawyers when it comes to helping clients navigate the many unique aspects of this regime, and working productively with the key competition agencies in China, is well recognised.

Recognition of Our Pre-Eminence in China Antitrust We have been awarded International Competition firm of the Year, 2012 by China Law and Practice and in 2011 the Team was awarded Corporate INTL’s Hong Kong competition and Antitrust Law Firm of the Year Award, and China Law and Practice’s International Competition Team of the Year (PRC). We were also one of only a small number of international firm practice teams to receive a leading ranking in Chambers Asia’s 2012 guide to Competition/Antitrust practices in China. Chambers Asia have noted that the team “deliver high quality and good communication” and “know Chinese competition law well”. They have noted that Hannah Ha “interacts well with clients and gives good advice on competition transactions”. PLC Which Lawyer? 2012 listed the Team as a leading China competition law practice, and team co-head Hannah Ha was endorsed as a leading China antitrust lawyer by the editors.

What Sets Us Apart? There are six main factors that we believe set our China Antitrust Team apart from the competition. While some firms with China-related antitrust capabilities can match us in one, two or even three of these areas, we maintain that no other firm has such a comprehensive suite of advantages.

1. The unmatched expertise and experience of our lawyers — Our China Antitrust Team includes a partner with a decade of experience in China antitrust matters. Add to this a team of associates across four cities in China, all with dual Chinese/English language capabilities, and it is clear no other firm can match our China antitrust team in terms of their breadth of experience and unique skill set. 2. Our longstanding focus on China’s antitrust regime — Key competition laws in China, such as the Anti-Monopoly Law (AML), are very broadly worded. Unlike in more mature regimes where enforcement priorities and assessment methodologies are well documented in guidelines or discernable from published decisions, experience dealing with cases and liaising with regulatory officials in China is the main source of insights into the China regime. In this context, it is significant that our Team has been actively dealing with competition law matters in China for almost a decade. Indeed, Hannah Ha, co-head of the Asia Antitrust & Competition Team, has been involved in preparing China

2 | Antitrust & Competition in China merger filings since 2003 (including under the ‘M&A Regulations’ that governed China merger filings prior to commencement of the AML in August 2008). The firm has also had additional dedicated China- focused antitrust lawyers since 2006. In short, the Team understands how the regime works in practice based on years of experience and dealings in this area. 3. A broad scope of work is handled by our China-focused Antitrust & Competition Team — The AML is enforced by a range of different government agencies and courts. It is only through exposure to cases handled by each of these enforcement bodies that a full understanding of AML enforcement methodology and practice can be gained. In this context, it is significant that our firm can boast experience in relation to a very wide scope of AML-related matters — including handling a high volume of merger filings to the Anti-Monopoly Bureau of China’s Ministry of Commerce (MOFCOM), assisting parties to make submissions in opposition to deals notified in China, working with clients to make complaint submissions regarding abuse of market power by domestic Chinese enterprises, managing client cartel and information-sharing risks, rolling out ‘dawn raid response’ programs, and dealing with AML civil litigation and related threats in relation to distribution arrangements and other behavioural issues. We believe there are few firms that can boast a comparable breadth of AML experience. 4. Our firm has close relationships with key anti-monopoly agencies & officials in China — One of the by-products of our long presence in China is that we have established relationships with, and access to, senior officials at the key anti-monopoly agencies. In particular, partners in our offices in Beijing have longstanding associations with senior officials at MOFCOM. The firm has been invited to present training seminars to senior MOFCOM personnel, and drafting and analytical assistance has regularly been provided to officials involved in developing the framework of regulations that supplement and expand on the AML. This gives our firm a unique platform to assist clients in understanding the ‘behind the scenes’ thinking in China competition law enforcement and provides us with important avenues for seeking interpretative clarifications or advocating positions on behalf of clients. 5. We have a proven track record and we are recognised as being on top of AML developments — We have obtained prompt clearance for all deals in relation to which we have submitted antitrust filings on behalf of clients. We can also lay claim to being the firm with the most publications in the field of China antitrust. The Team has published over 50 article updates on China-related competition law developments since the AML commenced in August 2008, a comprehensive book on the AML, and many articles in external publications. We believe our firm is the most prolific producer of China competition law articles, ensuring clients remain up to date in this area. 6. Our focus is on providing practical and strategic advice — Reflected in the title of our 485 page publication A Practical Guide to the Anti-Monopoly Law for In-House Counsel–2nd Edition–2012, we are committed to providing practical and pragmatic advice to clients in the field of China anti-monopoly law, to help them navigate their deals and business operations through the many uncertainties associated with the China regime. Our primary focus is on finding ways to assist clients to move ahead with their preferred strategies and structures for China-related operations in a way that removes or minimises uncertainties and risks. When we work with a client, we also adopt an ‘ongoing relationship’ approach that means we remain alive to the need to inform clients when developments occur that may impact their operations or suggest a need to rethink previously adopted positions. In an emerging regime where new regulations and enforcement practices are developing all the time, this is a crucial aspect of our service offering.

MAYER BROWN | 3 Our Core Capabilities — Merger Filings Our Antitrust & Competition Team has extensive experience in preparing antitrust filings in China, having been involved in this area since filing requirements were first introduced in 2003. The Team has an outstanding record in obtaining regulatory clearances quickly and efficiently.

Examples of deals in relation to which we have assisted clients to obtain merger control approval in China include the following:

Industry Sector Deal Mining & resources We have handled China merger filings relating to the acquisition of businesses in the steel production, mining machinery, and other resources- related sectors. We also acted for EUROFER (the association of European steel producers) in the filing of submissions to MOFCOM in opposition to the proposed iron ore joint venture between BHP and Rio Tinto. The Team’s representation of EUROFER before MOFCOM was recognised as part of the firm’s receipt of Global Competition Review’s 2011 ‘M&A Transaction of the Year, Asia- Pacific, Middle East & Africa’ award Chemicals & pharma We have successfully filed merger notifications in China relating to a broad range of transactions involving the chemicals and pharmaceutical industries, including deals involving the acquisition of key China competitors in these sectors Financial services We have represented major international banking & financial institutions in making notifications to MOFCOM regarding joint ventures and other M&A deals Air transport Clearance has been obtained by our Team in relation to several deals involving the air transport and avionics sectors Energy Our merger filings to the Anti-Monopoly Bureau of MOFCOM have included notifications relating to various deals involving key players in the global energy industry Other We have handled China merger filing work relating to a broad range of other industry sectors including media, plastics packaging, whitegoods, electronics, aluminium manufacturing and supply, agriculture & food, contract logistics, industrial & domestic valves, advertising, and more

Please feel free to contact our Team for more details on the scope of our experience with China AML filings and more information on the key industry sectors in relation to which we have demonstrated expertise.

In addition to our significant experience in the field of China merger control, our Team:

• is experienced in coordinating multi-jurisdiction merger filings, particularly in Asia where the Team works closely with firms in key jurisdictions such as Korea, Japan, Singapore, Taiwan and Australia • has a proven track record when it comes to liaison with MOFCOM on ambiguities in relation to China’s regime & achieving beneficial outcomes for clients from this • is regularly consulted by the Chinese authorities as they develop merger control regulations and guidance, and thus has unique insights and knowledge regarding the regime and its development.

4 | Antitrust & Competition in China Our Core Capabilities — Behavioural Counselling Our Team’s experience in relation to antitrust in China extends beyond the behavioural rules in the AML to include the broad range of anti-competitive conduct laws and regulations in China pre-dating the AML, including the Anti-Unfair Competition Law and the Price Law.

We have provided strategic advice and compliance assistance to key clients on all of these laws, and regularly liaise with the competition officials administering them in the National Development and Reform Commission (NDRC) and State Administration for Industry and Commerce (SAIC). The Team also assists businesses in developing legal compliance programmes tailored for China’s unique antitrust and competition regime.

Examples of our recent behavioural counselling activities in China include:

• Counselling to a leading global whitegoods manufacturer on the application of anti-cartel prohibitions in China antitrust laws to several proposed joint ventures with PRC competitors • Assisting a leading Asian port operator to take action under China’s AML against a State Owned Enterprise in China engaged in administrative monopoly practices • Assisting a leading international chemicals company to roll out an anti-monopoly ‘dawn raid response’ program in China • Advising a number of key clients including major Asian port operators and other international businesses regarding application of, and compliance with the AML and competition related laws pre- dating the AML • Advising a leading market data vendor in relation to the management of competition law risks arising from the joint negotiation of trading terms with competitors • Advising and assisting a multinational corporation in the vertical and horizontal transportation technology sector in rolling out its antitrust compliance programme in China.

MAYER BROWN | 5 The Advantage of Our Global Network With offices located in key business centres around the world we are able to offer clients a global network of counselling resources. Our ability to offer a multinational perspective enables us to provide informed advice that facilitates our clients transactional work anywhere in the world. Our global presence with local understanding and experience allows us to focus on our client’s most pressing problems and to deal with relevant regional governmental authorities. This cross-border approach is particularly valued by clients.

6 | Antitrust & Competition in China Who to Contact

Hannah Ha Partner [email protected] +852 2843 4378

John Hickin Partner [email protected] +852 2843 2576

MAYER BROWN | 7 Mayer Brown is a distinctively global law firm, uniquely positioned to advise the world’s leading companies and financial institutions on their most complex deals and disputes. With extensive reach across four continents, we are th e only integrated law firm in the world with approximately 200 lawyers in each of the world’s three largest financial centers—New York, London and Hong Kong—the backbone of the global economy. We have deep experience in high-stakes litigation and complex transactions across industry sectors, including our signature strength, the global financial services industry. Our diverse teams of lawyers are recognized by our clients as strategic partners with deep commercial instincts and a commitment to creatively anticipating their needs and delivering excellence in everything we do. Our “one-firm” culture—seamless and integrated across all practices and regions—ensures that our clients receive the best of our knowledge and experience. Please visit mayerbrown.com for comprehensive contact information for all Mayer Brown offices. This Mayer Brown publication provides information and comments on legal issues and developments of interest to our clients and friends. The foregoing is not a comprehensive treatment of the subject matter covered and is not intended to provide legal advice. Readers should seek legal advice before taking any action with respect to the matters discussed herein. Mayer Brown is a global services provider comprising associated legal practices that are separate entities, including Mayer Brown LLP (Illinois, USA), Mayer Brown International LLP (England), Mayer Brown (a Hong Kong partnership) and Tauil & Chequer Advogados (a Brazilian law partnership) (collectively the “Mayer Brown Practices”) and non-legal service providers, which provide consultancy services (the “Mayer Brown Consultancies”). The Mayer Brown Practices and Mayer Brown Consultancies are established in various jurisdictions and may be a legal person or a partnership. Details of the individual Mayer Brown Practices and Mayer Brown Consultancies can be found in the Legal Notices section of our website. “Mayer Brown” and the Mayer Brown logo are the trademarks of Mayer Brown. © 2021 Mayer Brown. All rights reserved. Attorney Advertising. Prior results do not guarantee a similar outcome.

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