Chapter I General Provisions
Article 1
This Law is enacted for the purpose of preventing and suppressing monopolistic behavior, protecting fair competition in the market, improving the efficiency of economic operation, safeguarding the interests of consumers and the interests of the public **** of society, and promoting the healthy development of the socialist market economy.
Article 2
This Law shall apply to monopolistic behavior in economic activities within the territory of the People's Republic of China*** and the State of China; this Law shall apply to monopolistic behavior outside the territory of the People's Republic of China*** and the State of China that has an exclusionary or restrictive effect on competition in the domestic market.
Article 3
Monopolistic behavior as stipulated in this Law includes:
(1) the conclusion of a monopoly agreement by an operator;
(2) abuse of a dominant position in a market by an operator;
(3) a concentration of operators that has, or is likely to have, an effect of excluding or restricting competition.
Article 4
The State formulates and implements competition rules compatible with the socialist market economy, improves macroeconomic regulation and control, and perfects a unified, open, competitive and orderly market system.
Article 5
Operators may, through fair competition and voluntary association, implement concentration in accordance with the law, expand their scale of operation and improve their market competitiveness.
Article 6
Operators with a dominant market position may not abuse their dominant market position to exclude or restrict competition.
Article 7
In industries where the state-owned economy is in a controlling position and where the lifeblood of the national economy and national security are at stake, as well as in industries that are monopolized and monopolized in accordance with the law, the State shall protect the lawful business activities of their operators and shall supervise and regulate, in accordance with the law, the business conduct of the operators and the prices of their goods and services, safeguard the interests of consumers and promote technological progress.
Operators in the industries stipulated in the preceding paragraph shall operate in accordance with the law, be honest and trustworthy, exercise strict self-discipline, accept public supervision, and shall not take advantage of their position of control or monopoly to the detriment of consumer interests.
Article 8
Administrative organs and organizations authorized by laws and regulations to manage public **** affairs shall not abuse their administrative power to exclude or restrict competition.
Article 9
The State Council establishes the Anti-Monopoly Committee, which shall be responsible for organizing, coordinating and guiding anti-monopoly work, and shall perform the following duties:
(1) to study and formulate the relevant competition policy;
(2) to organize investigations and evaluations of the overall competition situation in the market, and to issue evaluation reports;
(3) to formulate and issue anti-monopoly guidelines;
(iv) coordinating the work of anti-monopoly administrative enforcement;
(v) other duties prescribed by the State Council.
The composition and working rules of the Antimonopoly Committee of the State Council shall be prescribed by the State Council.
Article 10
Authorities prescribed by the State Council to undertake antimonopoly law enforcement duties (hereinafter collectively referred to as the State Council's antimonopoly law enforcement agencies) are responsible for antimonopoly law enforcement work in accordance with the provisions of this Law.
The antimonopoly enforcement agency of the State Council may, in accordance with the needs of its work, authorize the corresponding agency of the people's government of a province, autonomous region or municipality directly under the Central Government to be responsible for the relevant antimonopoly enforcement work in accordance with the provisions of this Law.
Article 11
Industry associations shall strengthen industry self-discipline, guide operators in their industries to compete in accordance with the law, and maintain the order of market competition.
Article 12
Operators referred to in this Law are natural persons, legal persons and other organizations engaged in the production or operation of goods or the provision of services.
The relevant market referred to in this Law refers to the range of commodities and the geographic area in which operators compete over a certain period of time for specific commodities or services (hereinafter collectively referred to as commodities).
Chapter II Monopoly Agreements
Article 13
Operators in a competitive relationship are prohibited from entering into the following monopoly agreements:
(1) fixing or changing the price of goods;
(2) restricting the quantity of goods to be produced or the quantity of goods to be sold;
(3) dividing up the market for the sale of goods or purchase of raw materials;
(iv) restricting the purchase of new technology or equipment or restricting the development of new technology or products;
(v) jointly boycotting a transaction;
(vi) other monopoly agreements determined by the anti-monopoly enforcement agency of the State Council.
Monopoly agreements, as referred to in this Law, are agreements, decisions or other concerted acts that exclude or restrict competition.
Article 14
An operator is prohibited from entering into the following monopoly agreements with the counterparty of the transaction:
(1) fixing the price of goods for resale to a third party;
(2) limiting the minimum price of goods for resale to a third party;
(3) other monopoly agreements determined by the anti-monopoly law enforcement agency under the State Council.
Article 15
The provisions of Articles 13 and 14 of this Law shall not apply if the operator can prove that the agreement reached falls into one of the following circumstances:
(1) for the purpose of improving technology, research and development of new products;
(2) for the purpose of improving product quality, reducing costs, promoting efficiency, unifying product specifications and standards or implementing specialized division of labor
(iii) to improve the operating efficiency and enhance the competitiveness of small and medium-sized operators;
(iv) to realize the interests of the social public*** such as energy conservation, environmental protection, disaster relief and assistance;
(v) due to the economic downturn, to alleviate the serious decline in sales or obvious overproduction;
(vi) to safeguard the legitimate interests in foreign trade and foreign economic cooperation; and legitimate interests in foreign economic cooperation;
(vii) other cases stipulated by laws and the State Council.
Where the circumstances falling under the first to fifth subparagraphs of the preceding paragraph do not apply to the provisions of Articles 13 and 14 of this Law, the operator shall also prove that the agreement reached will not seriously restrict competition in the relevant market and will enable consumers to share in the benefits arising therefrom.
Article 16
Trade associations shall not organize operators in their own industries to engage in monopolistic practices prohibited by this Chapter.
Chapter III Abuse of Dominant Market Position
Article 17
An operator with a dominant market position is prohibited from engaging in the following abuses of a dominant market position:
(1) Selling commodities at an unfairly high price or purchasing commodities at an unfairly low price;
(2) Selling commodities at a price lower than their cost, without any justifiable reason ;
(iii) without a valid reason, refusing to conduct transactions with the counterparty;
(iv) without a valid reason, restricting the counterparty to conduct transactions only with it or only with its designated operator;
(v) without a valid reason, tying in the sale of commodities, or in the case of transactions, attaching other unreasonable conditions of the transaction;
(vi) Without justifiable reasons, applying differential treatment in terms of transaction prices and other trading conditions to trading counterparts with the same conditions;
(vii) other abuses of dominant market position as determined by the State Council's anti-monopoly law enforcement agencies.
The dominant market position referred to in this Law refers to the market position of an operator who is able to control the price, quantity or other trading conditions of commodities in the relevant market, or who is able to impede or influence the ability of other operators to enter the relevant market.
Article 18
The determination that an operator has a dominant market position shall be made on the basis of the following factors:
(1) the operator's market share in the relevant market, as well as the state of competition in the relevant market;
(2) the operator's ability to control the market for sales or the market for the purchase of raw materials;
(3) the operator's financial strength and technical conditions;
(iv) the degree of reliance of other operators on the operator in transactions;
(v) the ease or difficulty for other operators to enter the relevant market;
(vi) other factors relevant to the determination of the operator's dominant market position.
Article 19
If one of the following circumstances exists, an operator may be presumed to have a dominant market position:
(1) If an operator's market share in the relevant market reaches one-half;
(2) If the combined market share of two operators in the relevant market reaches two-thirds;
(3) If the combined market share of three operators in the relevant market reaches two-thirds;
(4) If the market share of three operators in the relevant market reaches two-thirds;
(5) If the difficulty for other operators to enter the relevant market; and market share of three operators in the relevant market reaches three-fourths.
Where the circumstances set forth in the second and third subparagraphs of the preceding paragraph exist, and the market share of one of the operators is less than one-tenth of the market share, it shall not be presumed that the operator has a dominant position in the market.
An operator presumed to have a dominant market position shall not be recognized as having a dominant market position if there is evidence to prove that he does not have a dominant market position.
Chapter IV Concentration of Operators
Article 20
Concentration of operators refers to the following cases:
(1) merger of operators;
(2) an operator obtains the right of control over other operators by way of acquiring shareholdings or assets;
(3) an operator obtains the right of control over other operators by way of contracts or other means, or is able to impose a dominant position on other operators. (c) The operator obtains the right of control over other operators by means of contracts or other means or is able to exert a decisive influence on other operators.
Article 21
When the concentration of operators reaches the declaration standard stipulated by the State Council, the operators shall make a declaration to the anti-monopoly enforcement agency under the State Council in advance, and the concentration shall not be carried out in the absence of such declaration.
Article 22
A concentration of operators may not be declared to the antimonopoly enforcement agency under the State Council if one of the following circumstances exists:
(1) An operator participating in the concentration owns more than fifty percent of the voting shares or assets of each of the other operators;
(2) more than fifty percent of the voting shares or assets of each operator participating in the concentration are owned by the same operator not participating in the concentration. (ii) Where more than fifty percent of the voting shares or assets of each operator participating in the concentration are owned by the same operator not participating in the concentration.
Article 23
When an operator declares a concentration to the antimonopoly enforcement agency under the State Council, it shall submit the following documents and information:
(1) a declaration;
(2) an explanation of the impact of the concentration on the competition situation in the relevant market;
(3) the agreement on the concentration;
(4) a statement of the last financial year of the operators participating in the concentration audited by a CPA firm;
(5) a statement of the financial year of each operator participating in the concentration audited by the CPA firm; and firm's financial accounting report for the previous fiscal year;
(v) other documents and information prescribed by the anti-monopoly enforcement agency of the State Council.
The declaration shall contain the name, residence, business scope, scheduled date of implementation of the concentration and other matters prescribed by the anti-monopoly enforcement agency of the State Council of the participating operators.
Article 24
If the documents and information submitted by an operator are incomplete, the operator shall make up for the documents and information within the period prescribed by the anti-monopoly enforcement agency under the State Council. If the operator fails to submit the documents and information after the deadline, it shall be deemed not to have made the declaration.
Article 25
The antimonopoly enforcement agency under the State Council shall, within thirty days from the date of receipt of the documents and information submitted by the operator in conformity with the provisions of Article 23 of this Law, conduct a preliminary examination of the declared concentration of operators, make a decision as to whether or not to carry out a further examination, and notify the operator in writing. The operator shall not implement the concentration before the State Council's anti-monopoly enforcement agency makes its decision.
The State Council anti-monopoly law enforcement agencies to make a decision not to implement further review or overdue decision, the operator may implement the concentration.
Article 26
Where the antimonopoly enforcement agency of the State Council decides to implement further examination, it shall complete the examination within ninety days from the date of the decision, make a decision on whether or not to prohibit the concentration of the operator, and notify the operator in writing. The decision to prohibit the concentration of operators, shall state the reasons. During the period of review, the operator shall not implement the concentration.
In any of the following cases, the antimonopoly enforcement agency under the State Council may, upon written notification to the operator, extend the period of review provided for in the preceding paragraph, but the maximum period shall not be more than sixty days:
(1) the operator agrees to the extension of the period of review;
(2) the operator submits inaccurate documents and information, which need to be further verified;
(3) the operator The relevant circumstances have changed significantly after the declaration.
If the anti-monopoly enforcement agency of the State Council fails to make a decision after the expiration of the period, the operator may implement the concentration.
Article 27
The following factors shall be taken into consideration in reviewing the concentration of operators:
(1) the market share of the operators participating in the concentration in the relevant market and their control over the market;
(2) the degree of concentration of the market in the relevant market;
(3) the effect of the concentration of operators on market entry and technological progress;
(4) the effect of the concentration of operators on market entry and technological progress; and >(iv) the impact of the concentration of operators on consumers and other operators concerned;
(v) the impact of the concentration of operators on the development of the national economy;
(vi) other factors affecting the market competition which the anti-monopoly enforcement agency under the State Council considers should be taken into account.
Article 28
Where a concentration of operators has or is likely to have the effect of excluding or restricting competition, the anti-monopoly enforcement agency under the State Council shall make a decision to prohibit the concentration of operators. However, if the operator can prove that the favorable impact of the concentration on competition significantly outweighs the unfavorable impact, or that it is in the interest of the public, the antimonopoly enforcement agency under the State Council may make a decision not to prohibit the concentration of operators.
Article 29
On the concentration of operators which is not prohibited, the antimonopoly enforcement agency under the State Council may decide to attach restrictive conditions to reduce the adverse effects of the concentration on competition.
Article 30
The antimonopoly enforcement agency under the State Council shall make public in a timely manner the decision to prohibit the concentration of operators or the decision to attach restrictive conditions to the concentration of operators.
Article 31
In the case of a merger and acquisition of a domestic enterprise by a foreign investor or participation in a concentration of operators in other ways which involves national security, in addition to the review of the concentration of operators in accordance with the provisions of this Law, a review of the national security shall be conducted in accordance with the relevant provisions of the State.
Chapter V. Abuse of Administrative Power to Exclude or Restrict Competition
Article 32
Administrative organs and organizations authorized by laws and regulations with the function of administering public '**** affairs shall not abuse their administrative power by restricting, or in a disguised manner restricting, the operation, purchase, or use of the commodities provided by the operators they designate.
Article 33
Administrative organs and organizations authorized by laws and regulations with the function of administering public '****'affairs may not abuse their administrative power to commit the following acts, which impede the free circulation of commodities between regions:
(1) Setting discriminatory charges for commodities from outside the region, applying discriminatory charges, or prescribing discriminatory prices;
(ii) setting technical requirements and inspection standards for foreign commodities that are different from those for similar local commodities, or adopting discriminatory technical measures such as duplicate inspections and duplicate certifications for foreign commodities, so as to restrict the entry of foreign commodities into the local market;
(iii) adopting administrative licenses that are specifically targeted at foreign commodities, so as to restrict the entry of foreign commodities into the local market;
(iv) setting up checkpoints or adopting other measures to restrict the entry of foreign commodities into the local market;
( (D) setting up barriers or adopting other means to impede the entry of foreign commodities or the transportation of local commodities;
(E) other acts that impede the free circulation of commodities between regions.
Article 34
Administrative organs and organizations authorized by laws' and regulations with the function of administering public ****affairs shall not abuse their administrative power to exclude or restrict foreign operators from participating in local bidding and tendering activities by setting discriminatory qualification requirements, evaluation standards, or by failing to release information in accordance with the law.
Article 35
Administrative organs and organizations authorized 'by laws and regulations' with the function of administering public **** affairs shall not abuse their administrative power to exclude or restrict foreign operators from investing in or setting up branches locally by adopting such means as treating them unequally with local operators.
Article 36
Administrative organs and organizations authorized by laws and regulations with the function of administering public **** affairs shall not abuse their administrative power to compel operators to engage in monopolistic acts as provided for in this Law.
Article 37
Administrative organs may not abuse their administrative power to formulate regulations containing contents that exclude or restrict competition.
Chapter VI Investigation of Suspected Monopoly Behavior
Article 38
Anti-monopoly law enforcement agencies shall investigate suspected monopoly behavior in accordance with law.
Any unit or individual has the right to report suspected monopoly behavior to the antimonopoly enforcement agency. Antimonopoly law enforcement agencies shall keep the confidentiality of the informant.
Report in writing and provide relevant facts and evidence, anti-monopoly law enforcement agencies shall conduct the necessary investigation.
Article 39
Anti-monopoly enforcement agencies to investigate suspected monopoly behavior, may take the following measures:
(1) enter the business premises of the operator under investigation or other relevant places for inspection;
(2) question the operator under investigation, interested parties or other relevant units or individuals, and ask them to explain the relevant information;
(3) question the operators, stakeholders or other relevant units or individuals, and ask them to explain the relevant information;
(4) investigate and report to the antimonopoly authorities.
(3) inspecting and copying the relevant documents, agreements, accounting books, business correspondence, electronic data and other documents and information of the operator, interested party or other relevant units or individuals under investigation;
(4) sealing and seizing the relevant evidence;
(5) inquiring into the bank account of the operator.
The adoption of the measures provided for in the preceding paragraph shall be reported in writing to the principal person in charge of the antimonopoly enforcement agency and approved.
Article 40
The anti-monopoly law enforcement agency investigates suspected monopoly behavior, the law enforcement personnel shall not be less than two, and shall show their law enforcement documents.
Enforcement officers conducting inquiries and investigations shall make transcripts, which shall be signed by the person being inquired about or the person being investigated.
Article 41
The antimonopoly enforcement agencies and their staff shall be obliged to keep confidential the commercial secrets known in the course of law enforcement.
Article 42
The operator, interested party or other relevant units or individuals under investigation shall cooperate with the antimonopoly enforcement agency in the performance of its duties in accordance with law, and shall not refuse or obstruct the investigation of the antimonopoly enforcement agency.
Article 43
An operator or interested party under investigation shall have the right to state his opinion. The antimonopoly enforcement agency shall verify the facts, reasons and evidence put forward by the operator or interested party under investigation.
Article 44
Anti-monopoly enforcement agencies shall, after investigating and verifying the suspected monopoly behavior, make a decision on the handling of the matter in accordance with the law if they consider that it constitutes a monopoly behavior, and they may announce it to the public.
Article 45
On the suspected monopolistic act investigated by an antimonopoly enforcement agency, if the operator under investigation undertakes to take specific measures to eliminate the consequences of the act within a period of time recognized by the antimonopoly enforcement agency, the antimonopoly enforcement agency may decide to suspend the investigation. The decision to suspend the investigation shall contain the specific content of the commitment of the operator under investigation.
Antimonopoly enforcement agencies decided to suspend the investigation, the operator shall monitor the fulfillment of commitments. Operators to fulfill the commitments, the antimonopoly enforcement agency may decide to terminate the investigation.
The antimonopoly enforcement agency shall resume the investigation if one of the following circumstances exists:
(a) the operator fails to fulfill the commitment;
(b) the facts on which the decision to suspend the investigation is based have changed significantly;
(c) the decision to suspend the investigation is based on incomplete or untrue information provided by the operator.
Chapter VII Legal Liability
Article 46 Where an operator enters into and implements a monopoly agreement in violation of the provisions of this Law, the anti-monopoly enforcement agency shall order the cessation of the illegal act, confiscate the illegal income, and impose a fine of not less than one percent and not more than ten percent of the sales in the preceding year; where the monopoly agreement entered into has not yet been implemented, a fine of not more than five hundred thousand Yuan may be imposed.
If an operator takes the initiative to report to the antimonopoly enforcement agency the relevant circumstances of the monopoly agreement reached and provides important evidence, the antimonopoly enforcement agency may, at its discretion, mitigate or waive the penalties imposed on the operator.
If an industry association violates the provisions of this Law by organizing operators in its industry to reach a monopoly agreement, the anti-monopoly enforcement agency may impose a fine of not more than 500,000 yuan; if the circumstances are serious, the registration authority of the social organization may revoke the registration in accordance with the law.
Article 47 Where an operator abuses a dominant market position in violation of the provisions of this Law, the anti-monopoly enforcement agency 'shall order the cessation of the illegal act, confiscate the 'illegal income, and impose a fine of not less than one percent and not more than ten percent of the sales of the previous year.
Article 48 Where an operator implements a concentration in violation of the provisions of this Law, the antimonopoly enforcement agency under the State Council shall order the suspension of the implementation of the concentration, the disposal of shares or assets within a limited period of time, the transfer of business within a limited period of time, and the taking of other necessary measures to restore the status quo prior to the concentration, and may impose a fine of not more than five hundred thousand yuan.
Article 49 With respect to the fines provided for in Articles 46, 47 and 48 of this Law, the antimonopoly enforcement agency shall take into account the nature, degree and duration of the violation when determining the amount of the specific fine.
Article 50 An operator who commits monopolistic acts and causes losses to others shall bear civil liability in accordance with law.
Article 51 Where administrative organs and organizations authorized by laws and regulations with the function of administering public **** affairs abuse their administrative power and commit acts of exclusion or restriction of competition, they shall be ordered by their superior organs to make corrections; and the persons in charge and other persons directly responsible shall be given sanctions in accordance with the law. The anti-monopoly law enforcement agency may make a recommendation to the relevant higher authority to deal with the matter in accordance with the law.
Laws and administrative regulations on administrative organs and organizations authorized by laws and regulations with the function of managing public **** affairs abuse of administrative power to implement the exclusion or restriction of competition behavior, in accordance with its provisions.
Article 52 If an anti-monopoly enforcement agency refuses to provide relevant materials or information, or provides false materials or information, or conceals, destroys or transfers evidence, or engages in other acts of refusal or obstruction of an investigation in response to an examination and investigation carried out by the anti-monopoly enforcement agency in accordance with the law, the anti-monopoly enforcement agency shall order correction, and may impose a fine of not more than 20,000 yuan on the individual, and a fine of not more than 200,000 yuan on the organization; If the circumstances are serious, the individual shall be fined not less than 20,000 yuan and not more than 100,000 yuan, and the unit shall be fined not less than 200,000 yuan and not more than one million yuan; and if the case constitutes a crime, it shall be investigated for criminal responsibility according to law.
Article 53 Any person who is dissatisfied with the decision made by an antimonopoly enforcement agency in accordance with Articles 28 and 29 of this Law may first apply for administrative reconsideration in accordance with law; if he is dissatisfied with the decision of administrative reconsideration, he may institute administrative proceedings in accordance with law.
Anyone who is dissatisfied with a decision made by an antimonopoly law enforcement agency other than those provided for in the preceding paragraph may apply for administrative reconsideration or bring an administrative lawsuit in accordance with law.
Article 54 Where the staff of an antimonopoly enforcement agency abuses their powers, neglects their duties, engages in malpractice for personal gain, or discloses commercial secrets known in the course of law enforcement, and where this constitutes a crime, they shall be held criminally liable in accordance with the law; and where this does not constitute a crime, they shall be given punishment in accordance with the law.
Chapter VIII Supplementary Provisions
Article 55 This Law shall not apply to the exercise of intellectual property rights by an operator in accordance with the provisions of laws and administrative regulations relating to intellectual property rights; however, this Law shall apply to the abuse of intellectual property rights by an operator in order to exclude or restrict competition.
Article 56 This Law shall not apply to joint or concerted acts committed by agricultural producers and rural economic organizations in the production, processing, sale, transportation, storage and other business activities of agricultural products.
Article 57 This Law shall come into force on August 1, 2008.