Antitrust and Merger Control - Lecture 1 PDF

Corporate and Commercial Practice Competition Law Antitrust and merger control (1) Daren Shiau, BBM, PBM Copyright © 2024, Singapore Institute of Legal Education 1 Focus Introductio...

Corporate and Commercial Practice Competition Law Antitrust and merger control (1) Daren Shiau, BBM, PBM Copyright © 2024, Singapore Institute of Legal Education 1 Focus Introduction Behavioural prohibitions (Antitrust) o Section 34 Prohibition o Section 47 Prohibition Structural prohibitions (Merger control) o Section 54 Prohibition Enforcement Copyright © 2024, Singapore Institute of Legal Education 2 Overview In the absence of competition law, colluding with competitors or the elimination of such, competitors, is the most direct way to increase profits. The objective of competition law is to correct market failure caused by such anti- competitive behaviour. Copyright © 2024, Singapore Institute of Legal Education 3 Overview Over 125 jurisdictions worldwide have competition law regimes. It is a fast expanding area of law. Competition and Consumer Commission of Singapore (“CCCS”) administers the competition regime in Singapore. The CCCS is a statutory board of MTI. As of May 2023, more than 750 publicly recorded cases, of which CCCS issued 19 infringement decisions and imposed financial penalties of close to S$80 million. No jail terms yet for anti-competitive conduct. CCCS Public Register: https://www.cccs.gov.sg/cases-and-commitments/public- register Copyright © 2024, Singapore Institute of Legal Education 4 Overview However, this module will be limited to the Competition Act and the CCCS guidelines. o https://sso.agc.gov.sg/Act/CA2004 o https://www.cccs.gov.sg/-/media/custom/ccs/files/legislation/cccs-guidelines- 2022-interactive/cccs-guidelines-2022_interactive.ashx Copyright © 2024, Singapore Institute of Legal Education 5 Overview Statutory exclusions to the application of Competition Act 2004 (“Competition Act”) are contained in Schedule 3 and Schedule 4 of Competition Act. o Schedule 3 of Competition Act includes exclusions from both the section 34 and 47 prohibitions. o Schedule 4 of Competition Act includes exclusions from the section 54 prohibition. Competition law should be distinguished from unfair competition laws. Competition law should also be distinguished from consumer rights law. CCCS is also the agency administering consumer protection under the Consumer Protection (Fair Trading) Act 2003. Copyright © 2024, Singapore Institute of Legal Education 6 Overview The Competition Act applies to “undertakings” meaning any person, being an individual, a body corporate, an incorporated body of persons or any other entity capable of commercial and economic activity, regardless of whether they are foreign- or Singapore-owned. Copyright © 2024, Singapore Institute of Legal Education 7 Overview In addition, companies owned by the Singapore Government also come under the purview of the Act, provided they are engaged in commercial and economic activity. Copyright © 2024, Singapore Institute of Legal Education 8 Policy objectives of competition law in Singapore Enforcement priorities under the competition law regime Consumer Total Public welfare welfare interest approach approach approach Sum of producer surplus and consumer surplus Copyright © 2024, Singapore Institute of Legal Education 9 Policy objectives of competition law in Singapore Copyright © 2024, Singapore Institute of Legal Education 10  Prohibitions Regime (Singapore) Behavioural Structural Part III, Division 2 Part III, Division 3 Part III, Division 4 Section 34 Section 47 Prohibition – Section 54 Prohibition – Prohibition – abuse of dominant merger control anti-competitive position “substantial lessening of agreements competition” Copyright © 2024, Singapore Institute of Legal Education 11 Copyright Notice Copyright © 2024, Singapore Institute of Legal Education. All rights reserved. The Course materials are developed by the Singapore Institute of Legal Education, based on the content, syllabus, and guidance provided by the Chief and Principal Examiners and their teams. No direct or indirect reproduction, publication, communication to the public, adaptation or any other use (that is prohibited and/or proscribed by copyright laws) of the Course materials in whole or in part in any form or medium is allowed without the written permission of the Singapore Institute of Legal Education. Part B Candidates should refer to the Code of Conduct for more information, particularly, the sections on conduct and behaviour, and the use of SILE resources. 12