Presidential Decree of the People's Republic of China
No. 68
The Anti-monopoly Law of the People's Republic of China has been adopted at the 29th meeting of the Standing Committee of the 10th National People's Congress of the People's Republic of China on August 30, 2007, and is hereby promulgated and shall come into effect on August 1, 2008.
President of the People's Republic of China Hu Jintao
August 30, 2007
Chapter I General Provisions
Chapter II Monopoly Agreements
Chapter III Abuse of Dominant Market Position
Chapter IV Concentration of Business Operators
Chapter V Abuse of Administrative Power to Exclude or Restrict Competition
Chapter VI Investigation of Suspected Monopoly Behaviors
Chapter VII Legal Liability
Chapter VIII Supplementary Provisions
Chapter I General Provisions
Article 1 This Law is formulated in order to prevent and control monopoly behaviors, protect fair competition in the market, improve the efficiency of economic operation, safeguard the interests of consumers and the public, and promote the healthy development of the socialist market economy.
Article 2 Monopoly behaviors in economic activities within the territory of the People's Republic of China shall be governed by this Law; monopoly behaviors outside the territory of the People's Republic of China that have the effect of excluding or restricting competition in the domestic market shall also be governed by this Law.
Article 3 The monopoly behaviors referred to in this Law include:
(1) operators reaching monopoly agreements;
(2) operators abuse their dominant market positions;
(3) operators' concentration that has or may have the effect of excluding or restricting competition.
Article 4 The state formulates and implements competition rules that are adapted to the socialist market economy, improves macro-control, and perfects a unified, open, competitive, and orderly market system.
Article 5 Business operators may expand their business scale and improve their market competitiveness through fair competition and voluntary combination, and implement concentration in accordance with the law.
Article 6 Operators with a dominant market position shall not abuse their dominant market position to exclude or restrict competition.
Article 7 The state protects the legitimate business activities of operators in industries where state-owned economy plays a leading role in relation to the lifeblood of the national economy and national security, and also implements supervision and control over the business activities of operators and the prices of their goods and services in accordance with the law, to safeguard the interests of consumers and promote technological progress.
Operators in the industries specified in the preceding paragraph shall operate in accordance with the law, be honest and trustworthy, strictly exercise self-discipline, accept the supervision of the general public, and shall not damage the interests of consumers by taking advantage of their dominant position or the position of exclusive operation or state monopoly.
Article 8 Administrative organs and organizations authorized by laws and regulations to manage public affairs shall not abuse their administrative powers to exclude or restrict competition.
Article 9 The State Council shall establish a Committee on Competition Policy, which shall be responsible for organizing, coordinating, and guiding anti-monopoly work, and perform the following functions:
(1) Research and draft competition policies;
(2) Organize investigations and assessments of the overall competitive situation in the market, and issue assessment reports;
(3) Formulate and issue anti-monopoly guidelines;
(4) Coordinate anti-monopoly law enforcement work;
(5) Other functions specified by the State Council.
The composition and working rules of the State Council Competition Policy Committee shall be stipulated by the State Council.
Article 10 The institutions specified by the State Council to undertake anti-monopoly law enforcement responsibilities (hereinafter referred to as the State Council Anti-monopoly Law Enforcement Institutions) shall be responsible for anti-monopoly law enforcement work in accordance with this Law.
The State Council Anti-monopoly Law Enforcement Institutions, according to the needs of their work, may authorize the corresponding institutions of the people's governments of provinces, autonomous regions, and municipalities directly under the Central Government to be responsible for relevant anti-monopoly law enforcement work in accordance with this Law.
Article 11 Industry associations shall strengthen industry self-discipline, guide operators in the industry to compete according to the law, and maintain market competition order.
Article 12 The term "operator" as used in this Law refers to natural persons, legal persons, and other organizations that engage in the production, distribution, or provision of services of goods.
The term "related market" as used in this Law refers to the geographical and product scope in which operators compete in a specific period for a particular good (hereinafter referred to as the "good").
Chapter II Monopoly Agreements
Article 13 It is prohibited for operators with competitive relations to reach the following monopoly agreements:
(1) Fixing or changing the price of goods;
(2) Limiting the production or sales quantity of goods;
(3) Dividing the sales market or the raw material procurement market;
(4) To restrict the purchase of new technologies or new equipment, or to restrict the development of new technologies or new products;
(5) To jointly boycott transactions;
(6) Other monopoly agreements as determined by the anti-monopoly law enforcement agency of the State Council.
In this Law, the term "monopoly agreement" refers to an agreement, decision, or other coordinated act that excludes or restricts competition.
Article 14 Prohibits operators from reaching the following monopoly agreements with their trading counterparts:
(1) Fixing the price at which goods are resold to third parties;
(2) Limiting the minimum price at which goods are resold to third parties;
(3) Other monopoly agreements as determined by the anti-monopoly law enforcement agency of the State Council.
Article 15 If an operator can prove that the agreement reached falls under one of the following circumstances, the provisions of Articles 13 and 14 of this Law shall not apply:
(1) For the purpose of improving technology, researching and developing new products;
(2) To improve product quality, reduce costs, and improve efficiency, unifying product specifications, standards, or implementing specialization;
(3) To improve the operational efficiency of small and medium-sized operators and enhance their competitiveness;
(4) To achieve energy conservation, environmental protection, disaster relief, and other public interests;
(5) Due to economic depression, to alleviate a significant decrease in sales volume or a surplus of production;
(6) To protect legitimate interests in foreign trade and foreign economic cooperation;
(7) Other situations as stipulated by law and the State Council.
If the agreement falls under any of the first five items of the preceding paragraph, the operator shall also prove that the agreement will not seriously restrict competition in the relevant market and that it can enable consumers to share the benefits arising therefrom.
Article 16 Industry associations shall not organize operators in their industry to engage in monopoly behaviors prohibited in this Chapter.
Chapter III Abuse of a Dominant Market Position
Article 17 Prohibits operators with a dominant market position from engaging in the following abuses of a dominant market position:
(1) Selling goods at an unfair high price or purchasing goods at an unfair low price;
(2) Selling goods at a price below cost without a legitimate reason;
(3) Refusing to transact with a counterparty without a legitimate reason;
(4) Limiting a counterparty to transact only with it or only with operators designated by it without a legitimate reason;
(5) Bundling goods without a legitimate reason, or attaching other unreasonable trading conditions during a transaction;
(6) Treating交易 counterparties who are otherwise identical with different treatment in terms of transaction price and other transaction conditions without a legitimate reason;
(7) Other acts of abuse of a dominant market position as recognized by the anti-monopoly law enforcement agencies of the State Council.
For the purposes of this Law, a dominant market position refers to a market position in which an operator has the power to control the price, quantity, or other trading conditions of goods, or to block or influence the ability of other operators to enter the relevant market.
Article 18 The determination of whether an operator has a dominant market position shall be based on the following factors:
(1) The operator's market share in the relevant market, and the competitive conditions of the relevant market;
(2) The operator's ability to control the sales market or the raw material procurement market;
(3) The operator's financial and technical resources;
(4) The degree of dependence of other operators on the operator in transactions;
(5) The difficulty of other operators in entering the relevant market;
(6) Other factors related to the determination of the operator's dominant market position.
Article 19 If any of the following circumstances applies, it may be presumed that an operator has a dominant market position:
(1) An operator's market share in the relevant market reaches one-half;
(2) The combined market share of two operators in the relevant market reaches two-thirds;
(3) The combined market share of three operators in the relevant market reaches three-quarters.
In the cases stipulated in the second and third items of the preceding paragraph, where some of the operators have a market share of less than one-tenth, it should not be inferred that such operators have a dominant position in the market.
If an operator is deemed to have a dominant position in the market and there is evidence proving that it does not have a dominant position in the market, it should not be determined that it has a dominant position in the market.
Chapter IV Concentration of Operators
Article 20 Operator concentration refers to the following situations:
(1) Merger of operators;
(2) An operator obtains control over other operators by means of shareholding or assets;
(3) An operator obtains control over other operators or can exert decisive influence on other operators through contracts or other means.
Article 21 If operator concentration reaches the standard for declaration stipulated by the State Council, the operator shall declare to the anti-monopoly law enforcement agency of the State Council in advance. If the declaration is not made, the concentration shall not be implemented.
Article 22 If any of the following situations applies to operator concentration, it may not be necessary to declare to the anti-monopoly law enforcement agency of the State Council:
(1) One of the operators participating in the concentration has more than fifty percent of the voting shares or assets of each of the other operators participating in the concentration;
(2) More than fifty percent of the voting shares or assets of each operator participating in the concentration are owned by the same operator who does not participate in the concentration.
Article 23 An operator shall submit the following documents and materials to the anti-monopoly law enforcement agency of the State Council when申报concentration:
(1) Declaration form;
(2) Explanation of the impact of the concentration on the relevant market competition;
(3) Concentration agreement;
(4) Financial accounting reports of the operators participating in the concentration audited by accounting firms in the previous accounting year;
(5) Other documents and materials stipulated by the anti-monopoly law enforcement agency of the State Council.
The declaration form shall state the names, addresses, business scope, and the date of intended implementation of the concentration of the operators participating in the concentration, as well as other matters stipulated by the anti-monopoly law enforcement agency of the State Council.
Article 24 If the documents and materials submitted by the operator are incomplete, the operator shall submit the documents and materials within the time limit specified by the anti-monopoly law enforcement agency of the State Council. If the operator fails to submit the documents and materials within the time limit, it shall be deemed as an unreported operator concentration.
Article 25 The anti-monopoly law enforcement agency of the State Council shall, within thirty days from the date of receipt of the documents and materials submitted by the operator in accordance with the provisions of Article 23 of this Law, conduct a preliminary examination of the operator concentration reported and make a decision on whether to conduct a further examination, and notify the operator in writing. The operator shall not implement the concentration before the anti-monopoly law enforcement agency of the State Council makes a decision.
Where the anti-monopoly law enforcement agency of the State Council makes a decision not to conduct a further examination or fails to make a decision within the time limit, the operator may implement the concentration.
Article 26 If the anti-monopoly law enforcement agency of the State Council decides to conduct a further examination, it shall complete the examination within ninety days from the date of the decision and make a decision on whether to prohibit the operator concentration, and notify the operator in writing. If a decision is made to prohibit the operator concentration, the reasons shall be stated. During the examination period, the operator shall not implement the concentration.
If any of the following circumstances occur, the anti-monopoly law enforcement agency of the State Council may extend the examination period specified in the preceding paragraph by written notice to the operator, but the longest extension shall not exceed sixty days:
(i) The operator agrees to extend the examination period;
(ii) The documents and materials submitted by the operator are inaccurate and need to be further verified;
(iii) Significant changes have occurred in the relevant circumstances after the operator has reported.
If the anti-monopoly law enforcement agency of the State Council fails to make a decision within the time limit, the operator may implement the concentration.
Article 27 The examination of operator concentration shall take into account the following factors:
(i) The market share of the operators participating in the concentration and their control over the market;
(ii) The market concentration of the relevant market;
(iii) The impact of the operator concentration on market entry, technological progress;
(iv) The impact of the operator concentration on consumers and other relevant operators;
(v) The impact of the operator concentration on the development of the national economy;
(6) The factors that the anti-monopoly law enforcement agency of the State Council considers should be taken into account to affect market competition.
Article 28 If the concentration of operators has or may have the effect of excluding or restricting competition, the anti-monopoly law enforcement agency of the State Council shall prohibit the concentration of operators. However, if the operator can prove that the concentration has a significantly greater favorable impact on competition or is in the public interest, the anti-monopoly law enforcement agency of the State Council may decide not to prohibit the concentration of operators.
Article 29 For the concentration of operators that is not prohibited, the anti-monopoly law enforcement agency of the State Council may decide to attach restrictive conditions to reduce the adverse effects of the concentration on competition.
Article 30 The anti-monopoly law enforcement agency of the State Council shall promptly publish the decisions to prohibit the concentration of operators or to attach restrictive conditions to the concentration of operators to the public.
Article 31 For foreign investors' mergers and acquisitions of domestic enterprises or other means of participating in the concentration of operators, if it involves national security, in addition to the anti-monopoly review of the concentration of operators in accordance with this Law, it shall also be subject to the national security review 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 that have the power to manage public affairs shall not abuse their administrative power to designate or indirectly designate units or individuals to operate, purchase, or use goods provided by the designated operators.
Article 33 Administrative organs and organizations authorized by laws and regulations that have the power to manage public affairs shall not abuse their administrative power to engage in the following acts, hindering the free flow of goods between regions:
(1) Imposing discriminatory charging items or implementing discriminatory charging standards for goods from other places, or stipulating discriminatory prices;
(2) Stipulating different technical requirements and inspection standards for goods from other places than those for local similar goods, or taking discriminatory technical measures such as repeated inspection and repeated certification for goods from other places, restricting goods from other places from entering the local market;
(3) Taking administrative licensing that is specifically aimed at goods from other places to restrict goods from other places from entering the local market;
(4) Setting up barriers or taking other means to obstruct goods from other places from entering or local goods from being transported out.
(5) Other acts that hinder the free flow of goods between regions.
Article 34 Administrative organs and organizations authorized by laws and regulations that have the function of managing public affairs shall not abuse their administrative powers to exclude or restrict operators from other places from participating in local bidding and tendering activities by setting discriminatory qualification requirements, evaluation criteria, or failing to publish information in accordance with the law.
Article 35 Administrative organs and organizations authorized by laws and regulations that have the function of managing public affairs shall not abuse their administrative powers to exclude or restrict operators from other places from investing or setting up branches in the local area by treating them differently from local operators.
Article 36 Administrative organs and organizations authorized by laws and regulations that have the function of managing public affairs shall not abuse their administrative powers to force operators to engage in monopoly acts stipulated in this Law.
Article 37 Administrative organs shall not abuse their administrative powers to formulate regulations that exclude or restrict competition.
Chapter VI Investigation of Suspected Monopoly Acts
Article 38 Anti-monopoly law enforcement agencies shall investigate suspected monopoly acts in accordance with the law.
Any unit or individual has the right to report suspected monopoly acts to the anti-monopoly law enforcement agencies. The anti-monopoly law enforcement agencies shall keep the reporters confidential.
If a report is made in writing and provides relevant facts and evidence, the anti-monopoly law enforcement agencies shall conduct necessary investigations.
Article 39 Anti-monopoly law enforcement agencies investigating suspected monopoly acts may take the following measures:
(1) Enter the business premises or other relevant premises of the operator being investigated for inspection;
(2) Question the operator being investigated, interested parties, or other relevant units or individuals, and require them to explain relevant circumstances;
(3) Read and copy relevant documents, agreements, accounting books, business letters, electronic data, etc., of the operator being investigated, interested parties, or other relevant units or individuals;
(4) Seal up and seize relevant evidence;
(5) Inquiry into the operator's bank account.
Where the measures referred to in the preceding paragraph are taken, they shall be reported in writing to the head of the anti-monopoly law enforcement agency and approved.
Article 40 The anti-monopoly law enforcement agencies shall not investigate suspected monopolistic practices with less than two law enforcement officers, who shall show their law enforcement credentials.
Law enforcement officers shall make a record of the questions and investigations, and the person being questioned or investigated shall sign.
Article 41 The anti-monopoly law enforcement agencies and their staff shall be liable for confidentiality of trade secrets known during the law enforcement process.
Article 42 The operators, interested parties, or other relevant units or individuals who are investigated shall cooperate with the anti-monopoly law enforcement agencies in performing their duties in accordance with the law, and shall not refuse or obstruct the investigation of the anti-monopoly law enforcement agencies.
Article 43 The operators, interested parties, or other relevant units or individuals who are investigated have the right to state their opinions. The anti-monopoly law enforcement agencies shall verify the facts, reasons, and evidence presented by the operators, interested parties, or other relevant units or individuals who are investigated.
Article 44 After the anti-monopoly law enforcement agencies have investigated and verified the suspected monopolistic practices, if they consider that a monopolistic practice has been committed, they shall make a decision to deal with it in accordance with the law, and may publish it to the public.
Article 45 If the operator who is investigated promises to take specific measures to eliminate the consequences of the practice within a period recognized by the anti-monopoly law enforcement agencies, the anti-monopoly law enforcement agencies may decide to suspend the investigation. The decision to suspend the investigation shall state the specific content of the operator's promise.
If the anti-monopoly law enforcement agencies decide to suspend the investigation, they shall supervise the operator's performance of the promise. If the operator performs the promise, the anti-monopoly law enforcement agencies may decide to terminate the investigation.
If any of the following circumstances occur, the anti-monopoly law enforcement agencies shall resume the investigation:
(1) The operator fails to perform the promise;
(2) The facts on which the decision to suspend the investigation is based have changed significantly;
(3) The decision to suspend the investigation was based on incomplete or false information provided by the operator.
Chapter 7 Legal Liability
Article 46 If an operator violates the provisions of this Law and reaches and implements a monopoly agreement, the anti-monopoly law enforcement agency shall order it to stop the illegal act, seize the illegal gains, and impose a fine of more than 1% and less than 10% of the sales of the previous year; if the monopoly agreement has not yet been implemented, a fine of less than 500,000 yuan may be imposed.
If an operator voluntarily reports to the anti-monopoly law enforcement agency the relevant circumstances of reaching a monopoly agreement and provides important evidence, the anti-monopoly law enforcement agency may mitigate or exempt the penalty for the operator at its discretion.
If an industry association violates the provisions of this Law and organizes operators in the industry to reach a monopoly agreement, the anti-monopoly law enforcement agency may impose a fine of less than 500,000 yuan; if the circumstances are serious, the social organization registration and management agency may cancel the registration according to the law.
Article 47 If an operator violates the provisions of this Law and abusively exercises its dominant market position, the anti-monopoly law enforcement agency shall order it to stop the illegal act, seize the illegal gains, and impose a fine of more than 1% and less than 10% of the sales of the previous year.
Article 48 If an operator violates the provisions of this Law and implements a concentration, the anti-monopoly law enforcement agency of the State Council shall order it to stop the implementation of the concentration, dispose of shares or assets within a time limit, transfer businesses within a time limit, and take other necessary measures to restore the state before the concentration, and may impose a fine of less than 500,000 yuan.
Article 49 When determining the specific amount of the fine, the anti-monopoly law enforcement agency shall consider the nature, degree, and duration of the illegal act, etc.
Article 50 If an operator implements a monopoly act and causes losses to others, it shall bear civil liability according to law.
Article 51 If an administrative organ or an organization authorized by laws and regulations to manage public affairs abusively uses its administrative power to implement acts that exclude or restrict competition, the superior organ shall order it to correct; the directly responsible person in charge and other directly responsible personnel shall be given disciplinary sanctions according to law. The anti-monopoly law enforcement agency may propose to the relevant superior organ to deal with it according to the law.
If there are other provisions on the handling of administrative organs and organizations authorized by laws and regulations to manage public affairs that abusively use their administrative power to implement acts that exclude or restrict competition, such provisions shall prevail.
Article 52 If a person or a unit refuses to provide relevant materials and information, or provides false materials and information, or conceals, destroys, or transfers evidence, or has other acts of refusing or obstructing the investigation, the anti-monopoly law enforcement agency shall order it to correct. A fine of less than 20,000 yuan may be imposed on individuals, and a fine of less than 200,000 yuan may be imposed on units; if the circumstances are serious, a fine of more than 20,000 yuan but less than 100,000 yuan may be imposed on individuals, and a fine of more than 200,000 yuan but less than 1,000,000 yuan may be imposed on units; if it constitutes a crime, the criminal responsibility shall be investigated according to law.
Article 53 If a person or a unit is not satisfied with the decision made by the anti-monopoly law enforcement agency in accordance with Article 28 and Article 29 of this Law, he or she may first apply for administrative reconsideration according to law; if he or she is not satisfied with the decision of administrative reconsideration, he or she may bring an administrative lawsuit according to law.
If a person or a unit is not satisfied with the decision made by the anti-monopoly law enforcement agency other than the provisions of the preceding paragraph, he or she may apply for administrative reconsideration or bring an administrative lawsuit according to law.
Article 54 Anti-monopoly law enforcement agency staff who abuse their power, neglect their duty, favoritism and fraud, or disclose business secrets known during the law enforcement process, and constitute a crime, shall be investigated for criminal responsibility according to law; if they do not constitute a crime, they shall be given disciplinary action according to law.
Chapter 8 Supplementary Provisions
Article 55 The act of an operator exercising intellectual property rights in accordance with the provisions of laws and administrative regulations on intellectual property shall not be subject to this Law; however, if an operator abuses intellectual property rights to exclude or restrict competition, it shall be subject to this Law.
Article 56 The act of agricultural producers and rural economic organizations in the course of agricultural product production, processing, sales, transportation, storage, etc., in the form of combination or coordination, shall not be subject to this Law.
Article 57 This Law shall be effective as of August 1, 2008.
No. 68
The Anti-monopoly Law of the People's Republic of China has been adopted at the 29th meeting of the Standing Committee of the 10th National People's Congress of the People's Republic of China on August 30, 2007, and is hereby promulgated and shall come into effect on August 1, 2008.
President of the People's Republic of China Hu Jintao
August 30, 2007
The Anti-monopoly Law of the People's Republic of China
(Adopted at the 29th meeting of the Standing Committee of the Tenth National People's Congress on August 30, 2007)
Contents Chapter I General Provisions
Chapter II Monopoly Agreements
Chapter III Abuse of Dominant Market Position
Chapter IV Concentration of Business Operators
Chapter V Abuse of Administrative Power to Exclude or Restrict Competition
Chapter VI Investigation of Suspected Monopoly Behaviors
Chapter VII Legal Liability
Chapter VIII Supplementary Provisions
Chapter I General Provisions
Article 1 This Law is formulated in order to prevent and control monopoly behaviors, protect fair competition in the market, improve the efficiency of economic operation, safeguard the interests of consumers and the public, and promote the healthy development of the socialist market economy.
Article 2 Monopoly behaviors in economic activities within the territory of the People's Republic of China shall be governed by this Law; monopoly behaviors outside the territory of the People's Republic of China that have the effect of excluding or restricting competition in the domestic market shall also be governed by this Law.
Article 3 The monopoly behaviors referred to in this Law include:
(1) operators reaching monopoly agreements;
(2) operators abuse their dominant market positions;
(3) operators' concentration that has or may have the effect of excluding or restricting competition.
Article 4 The state formulates and implements competition rules that are adapted to the socialist market economy, improves macro-control, and perfects a unified, open, competitive, and orderly market system.
Article 5 Business operators may expand their business scale and improve their market competitiveness through fair competition and voluntary combination, and implement concentration in accordance with the law.
Article 6 Operators with a dominant market position shall not abuse their dominant market position to exclude or restrict competition.
Article 7 The state protects the legitimate business activities of operators in industries where state-owned economy plays a leading role in relation to the lifeblood of the national economy and national security, and also implements supervision and control over the business activities of operators and the prices of their goods and services in accordance with the law, to safeguard the interests of consumers and promote technological progress.
Operators in the industries specified in the preceding paragraph shall operate in accordance with the law, be honest and trustworthy, strictly exercise self-discipline, accept the supervision of the general public, and shall not damage the interests of consumers by taking advantage of their dominant position or the position of exclusive operation or state monopoly.
Article 8 Administrative organs and organizations authorized by laws and regulations to manage public affairs shall not abuse their administrative powers to exclude or restrict competition.
Article 9 The State Council shall establish a Committee on Competition Policy, which shall be responsible for organizing, coordinating, and guiding anti-monopoly work, and perform the following functions:
(1) Research and draft competition policies;
(2) Organize investigations and assessments of the overall competitive situation in the market, and issue assessment reports;
(3) Formulate and issue anti-monopoly guidelines;
(4) Coordinate anti-monopoly law enforcement work;
(5) Other functions specified by the State Council.
The composition and working rules of the State Council Competition Policy Committee shall be stipulated by the State Council.
Article 10 The institutions specified by the State Council to undertake anti-monopoly law enforcement responsibilities (hereinafter referred to as the State Council Anti-monopoly Law Enforcement Institutions) shall be responsible for anti-monopoly law enforcement work in accordance with this Law.
The State Council Anti-monopoly Law Enforcement Institutions, according to the needs of their work, may authorize the corresponding institutions of the people's governments of provinces, autonomous regions, and municipalities directly under the Central Government to be responsible for relevant anti-monopoly law enforcement work in accordance with this Law.
Article 11 Industry associations shall strengthen industry self-discipline, guide operators in the industry to compete according to the law, and maintain market competition order.
Article 12 The term "operator" as used in this Law refers to natural persons, legal persons, and other organizations that engage in the production, distribution, or provision of services of goods.
The term "related market" as used in this Law refers to the geographical and product scope in which operators compete in a specific period for a particular good (hereinafter referred to as the "good").
Chapter II Monopoly Agreements
Article 13 It is prohibited for operators with competitive relations to reach the following monopoly agreements:
(1) Fixing or changing the price of goods;
(2) Limiting the production or sales quantity of goods;
(3) Dividing the sales market or the raw material procurement market;
(4) To restrict the purchase of new technologies or new equipment, or to restrict the development of new technologies or new products;
(5) To jointly boycott transactions;
(6) Other monopoly agreements as determined by the anti-monopoly law enforcement agency of the State Council.
In this Law, the term "monopoly agreement" refers to an agreement, decision, or other coordinated act that excludes or restricts competition.
Article 14 Prohibits operators from reaching the following monopoly agreements with their trading counterparts:
(1) Fixing the price at which goods are resold to third parties;
(2) Limiting the minimum price at which goods are resold to third parties;
(3) Other monopoly agreements as determined by the anti-monopoly law enforcement agency of the State Council.
Article 15 If an operator can prove that the agreement reached falls under one of the following circumstances, the provisions of Articles 13 and 14 of this Law shall not apply:
(1) For the purpose of improving technology, researching and developing new products;
(2) To improve product quality, reduce costs, and improve efficiency, unifying product specifications, standards, or implementing specialization;
(3) To improve the operational efficiency of small and medium-sized operators and enhance their competitiveness;
(4) To achieve energy conservation, environmental protection, disaster relief, and other public interests;
(5) Due to economic depression, to alleviate a significant decrease in sales volume or a surplus of production;
(6) To protect legitimate interests in foreign trade and foreign economic cooperation;
(7) Other situations as stipulated by law and the State Council.
If the agreement falls under any of the first five items of the preceding paragraph, the operator shall also prove that the agreement will not seriously restrict competition in the relevant market and that it can enable consumers to share the benefits arising therefrom.
Article 16 Industry associations shall not organize operators in their industry to engage in monopoly behaviors prohibited in this Chapter.
Chapter III Abuse of a Dominant Market Position
Article 17 Prohibits operators with a dominant market position from engaging in the following abuses of a dominant market position:
(1) Selling goods at an unfair high price or purchasing goods at an unfair low price;
(2) Selling goods at a price below cost without a legitimate reason;
(3) Refusing to transact with a counterparty without a legitimate reason;
(4) Limiting a counterparty to transact only with it or only with operators designated by it without a legitimate reason;
(5) Bundling goods without a legitimate reason, or attaching other unreasonable trading conditions during a transaction;
(6) Treating交易 counterparties who are otherwise identical with different treatment in terms of transaction price and other transaction conditions without a legitimate reason;
(7) Other acts of abuse of a dominant market position as recognized by the anti-monopoly law enforcement agencies of the State Council.
For the purposes of this Law, a dominant market position refers to a market position in which an operator has the power to control the price, quantity, or other trading conditions of goods, or to block or influence the ability of other operators to enter the relevant market.
Article 18 The determination of whether an operator has a dominant market position shall be based on the following factors:
(1) The operator's market share in the relevant market, and the competitive conditions of the relevant market;
(2) The operator's ability to control the sales market or the raw material procurement market;
(3) The operator's financial and technical resources;
(4) The degree of dependence of other operators on the operator in transactions;
(5) The difficulty of other operators in entering the relevant market;
(6) Other factors related to the determination of the operator's dominant market position.
Article 19 If any of the following circumstances applies, it may be presumed that an operator has a dominant market position:
(1) An operator's market share in the relevant market reaches one-half;
(2) The combined market share of two operators in the relevant market reaches two-thirds;
(3) The combined market share of three operators in the relevant market reaches three-quarters.
In the cases stipulated in the second and third items of the preceding paragraph, where some of the operators have a market share of less than one-tenth, it should not be inferred that such operators have a dominant position in the market.
If an operator is deemed to have a dominant position in the market and there is evidence proving that it does not have a dominant position in the market, it should not be determined that it has a dominant position in the market.
Chapter IV Concentration of Operators
Article 20 Operator concentration refers to the following situations:
(1) Merger of operators;
(2) An operator obtains control over other operators by means of shareholding or assets;
(3) An operator obtains control over other operators or can exert decisive influence on other operators through contracts or other means.
Article 21 If operator concentration reaches the standard for declaration stipulated by the State Council, the operator shall declare to the anti-monopoly law enforcement agency of the State Council in advance. If the declaration is not made, the concentration shall not be implemented.
Article 22 If any of the following situations applies to operator concentration, it may not be necessary to declare to the anti-monopoly law enforcement agency of the State Council:
(1) One of the operators participating in the concentration has more than fifty percent of the voting shares or assets of each of the other operators participating in the concentration;
(2) More than fifty percent of the voting shares or assets of each operator participating in the concentration are owned by the same operator who does not participate in the concentration.
Article 23 An operator shall submit the following documents and materials to the anti-monopoly law enforcement agency of the State Council when申报concentration:
(1) Declaration form;
(2) Explanation of the impact of the concentration on the relevant market competition;
(3) Concentration agreement;
(4) Financial accounting reports of the operators participating in the concentration audited by accounting firms in the previous accounting year;
(5) Other documents and materials stipulated by the anti-monopoly law enforcement agency of the State Council.
The declaration form shall state the names, addresses, business scope, and the date of intended implementation of the concentration of the operators participating in the concentration, as well as other matters stipulated by the anti-monopoly law enforcement agency of the State Council.
Article 24 If the documents and materials submitted by the operator are incomplete, the operator shall submit the documents and materials within the time limit specified by the anti-monopoly law enforcement agency of the State Council. If the operator fails to submit the documents and materials within the time limit, it shall be deemed as an unreported operator concentration.
Article 25 The anti-monopoly law enforcement agency of the State Council shall, within thirty days from the date of receipt of the documents and materials submitted by the operator in accordance with the provisions of Article 23 of this Law, conduct a preliminary examination of the operator concentration reported and make a decision on whether to conduct a further examination, and notify the operator in writing. The operator shall not implement the concentration before the anti-monopoly law enforcement agency of the State Council makes a decision.
Where the anti-monopoly law enforcement agency of the State Council makes a decision not to conduct a further examination or fails to make a decision within the time limit, the operator may implement the concentration.
Article 26 If the anti-monopoly law enforcement agency of the State Council decides to conduct a further examination, it shall complete the examination within ninety days from the date of the decision and make a decision on whether to prohibit the operator concentration, and notify the operator in writing. If a decision is made to prohibit the operator concentration, the reasons shall be stated. During the examination period, the operator shall not implement the concentration.
If any of the following circumstances occur, the anti-monopoly law enforcement agency of the State Council may extend the examination period specified in the preceding paragraph by written notice to the operator, but the longest extension shall not exceed sixty days:
(i) The operator agrees to extend the examination period;
(ii) The documents and materials submitted by the operator are inaccurate and need to be further verified;
(iii) Significant changes have occurred in the relevant circumstances after the operator has reported.
If the anti-monopoly law enforcement agency of the State Council fails to make a decision within the time limit, the operator may implement the concentration.
Article 27 The examination of operator concentration shall take into account the following factors:
(i) The market share of the operators participating in the concentration and their control over the market;
(ii) The market concentration of the relevant market;
(iii) The impact of the operator concentration on market entry, technological progress;
(iv) The impact of the operator concentration on consumers and other relevant operators;
(v) The impact of the operator concentration on the development of the national economy;
(6) The factors that the anti-monopoly law enforcement agency of the State Council considers should be taken into account to affect market competition.
Article 28 If the concentration of operators has or may have the effect of excluding or restricting competition, the anti-monopoly law enforcement agency of the State Council shall prohibit the concentration of operators. However, if the operator can prove that the concentration has a significantly greater favorable impact on competition or is in the public interest, the anti-monopoly law enforcement agency of the State Council may decide not to prohibit the concentration of operators.
Article 29 For the concentration of operators that is not prohibited, the anti-monopoly law enforcement agency of the State Council may decide to attach restrictive conditions to reduce the adverse effects of the concentration on competition.
Article 30 The anti-monopoly law enforcement agency of the State Council shall promptly publish the decisions to prohibit the concentration of operators or to attach restrictive conditions to the concentration of operators to the public.
Article 31 For foreign investors' mergers and acquisitions of domestic enterprises or other means of participating in the concentration of operators, if it involves national security, in addition to the anti-monopoly review of the concentration of operators in accordance with this Law, it shall also be subject to the national security review 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 that have the power to manage public affairs shall not abuse their administrative power to designate or indirectly designate units or individuals to operate, purchase, or use goods provided by the designated operators.
Article 33 Administrative organs and organizations authorized by laws and regulations that have the power to manage public affairs shall not abuse their administrative power to engage in the following acts, hindering the free flow of goods between regions:
(1) Imposing discriminatory charging items or implementing discriminatory charging standards for goods from other places, or stipulating discriminatory prices;
(2) Stipulating different technical requirements and inspection standards for goods from other places than those for local similar goods, or taking discriminatory technical measures such as repeated inspection and repeated certification for goods from other places, restricting goods from other places from entering the local market;
(3) Taking administrative licensing that is specifically aimed at goods from other places to restrict goods from other places from entering the local market;
(4) Setting up barriers or taking other means to obstruct goods from other places from entering or local goods from being transported out.
(5) Other acts that hinder the free flow of goods between regions.
Article 34 Administrative organs and organizations authorized by laws and regulations that have the function of managing public affairs shall not abuse their administrative powers to exclude or restrict operators from other places from participating in local bidding and tendering activities by setting discriminatory qualification requirements, evaluation criteria, or failing to publish information in accordance with the law.
Article 35 Administrative organs and organizations authorized by laws and regulations that have the function of managing public affairs shall not abuse their administrative powers to exclude or restrict operators from other places from investing or setting up branches in the local area by treating them differently from local operators.
Article 36 Administrative organs and organizations authorized by laws and regulations that have the function of managing public affairs shall not abuse their administrative powers to force operators to engage in monopoly acts stipulated in this Law.
Article 37 Administrative organs shall not abuse their administrative powers to formulate regulations that exclude or restrict competition.
Chapter VI Investigation of Suspected Monopoly Acts
Article 38 Anti-monopoly law enforcement agencies shall investigate suspected monopoly acts in accordance with the law.
Any unit or individual has the right to report suspected monopoly acts to the anti-monopoly law enforcement agencies. The anti-monopoly law enforcement agencies shall keep the reporters confidential.
If a report is made in writing and provides relevant facts and evidence, the anti-monopoly law enforcement agencies shall conduct necessary investigations.
Article 39 Anti-monopoly law enforcement agencies investigating suspected monopoly acts may take the following measures:
(1) Enter the business premises or other relevant premises of the operator being investigated for inspection;
(2) Question the operator being investigated, interested parties, or other relevant units or individuals, and require them to explain relevant circumstances;
(3) Read and copy relevant documents, agreements, accounting books, business letters, electronic data, etc., of the operator being investigated, interested parties, or other relevant units or individuals;
(4) Seal up and seize relevant evidence;
(5) Inquiry into the operator's bank account.
Where the measures referred to in the preceding paragraph are taken, they shall be reported in writing to the head of the anti-monopoly law enforcement agency and approved.
Article 40 The anti-monopoly law enforcement agencies shall not investigate suspected monopolistic practices with less than two law enforcement officers, who shall show their law enforcement credentials.
Law enforcement officers shall make a record of the questions and investigations, and the person being questioned or investigated shall sign.
Article 41 The anti-monopoly law enforcement agencies and their staff shall be liable for confidentiality of trade secrets known during the law enforcement process.
Article 42 The operators, interested parties, or other relevant units or individuals who are investigated shall cooperate with the anti-monopoly law enforcement agencies in performing their duties in accordance with the law, and shall not refuse or obstruct the investigation of the anti-monopoly law enforcement agencies.
Article 43 The operators, interested parties, or other relevant units or individuals who are investigated have the right to state their opinions. The anti-monopoly law enforcement agencies shall verify the facts, reasons, and evidence presented by the operators, interested parties, or other relevant units or individuals who are investigated.
Article 44 After the anti-monopoly law enforcement agencies have investigated and verified the suspected monopolistic practices, if they consider that a monopolistic practice has been committed, they shall make a decision to deal with it in accordance with the law, and may publish it to the public.
Article 45 If the operator who is investigated promises to take specific measures to eliminate the consequences of the practice within a period recognized by the anti-monopoly law enforcement agencies, the anti-monopoly law enforcement agencies may decide to suspend the investigation. The decision to suspend the investigation shall state the specific content of the operator's promise.
If the anti-monopoly law enforcement agencies decide to suspend the investigation, they shall supervise the operator's performance of the promise. If the operator performs the promise, the anti-monopoly law enforcement agencies may decide to terminate the investigation.
If any of the following circumstances occur, the anti-monopoly law enforcement agencies shall resume the investigation:
(1) The operator fails to perform the promise;
(2) The facts on which the decision to suspend the investigation is based have changed significantly;
(3) The decision to suspend the investigation was based on incomplete or false information provided by the operator.
Chapter 7 Legal Liability
Article 46 If an operator violates the provisions of this Law and reaches and implements a monopoly agreement, the anti-monopoly law enforcement agency shall order it to stop the illegal act, seize the illegal gains, and impose a fine of more than 1% and less than 10% of the sales of the previous year; if the monopoly agreement has not yet been implemented, a fine of less than 500,000 yuan may be imposed.
If an operator voluntarily reports to the anti-monopoly law enforcement agency the relevant circumstances of reaching a monopoly agreement and provides important evidence, the anti-monopoly law enforcement agency may mitigate or exempt the penalty for the operator at its discretion.
If an industry association violates the provisions of this Law and organizes operators in the industry to reach a monopoly agreement, the anti-monopoly law enforcement agency may impose a fine of less than 500,000 yuan; if the circumstances are serious, the social organization registration and management agency may cancel the registration according to the law.
Article 47 If an operator violates the provisions of this Law and abusively exercises its dominant market position, the anti-monopoly law enforcement agency shall order it to stop the illegal act, seize the illegal gains, and impose a fine of more than 1% and less than 10% of the sales of the previous year.
Article 48 If an operator violates the provisions of this Law and implements a concentration, the anti-monopoly law enforcement agency of the State Council shall order it to stop the implementation of the concentration, dispose of shares or assets within a time limit, transfer businesses within a time limit, and take other necessary measures to restore the state before the concentration, and may impose a fine of less than 500,000 yuan.
Article 49 When determining the specific amount of the fine, the anti-monopoly law enforcement agency shall consider the nature, degree, and duration of the illegal act, etc.
Article 50 If an operator implements a monopoly act and causes losses to others, it shall bear civil liability according to law.
Article 51 If an administrative organ or an organization authorized by laws and regulations to manage public affairs abusively uses its administrative power to implement acts that exclude or restrict competition, the superior organ shall order it to correct; the directly responsible person in charge and other directly responsible personnel shall be given disciplinary sanctions according to law. The anti-monopoly law enforcement agency may propose to the relevant superior organ to deal with it according to the law.
If there are other provisions on the handling of administrative organs and organizations authorized by laws and regulations to manage public affairs that abusively use their administrative power to implement acts that exclude or restrict competition, such provisions shall prevail.
Article 52 If a person or a unit refuses to provide relevant materials and information, or provides false materials and information, or conceals, destroys, or transfers evidence, or has other acts of refusing or obstructing the investigation, the anti-monopoly law enforcement agency shall order it to correct. A fine of less than 20,000 yuan may be imposed on individuals, and a fine of less than 200,000 yuan may be imposed on units; if the circumstances are serious, a fine of more than 20,000 yuan but less than 100,000 yuan may be imposed on individuals, and a fine of more than 200,000 yuan but less than 1,000,000 yuan may be imposed on units; if it constitutes a crime, the criminal responsibility shall be investigated according to law.
Article 53 If a person or a unit is not satisfied with the decision made by the anti-monopoly law enforcement agency in accordance with Article 28 and Article 29 of this Law, he or she may first apply for administrative reconsideration according to law; if he or she is not satisfied with the decision of administrative reconsideration, he or she may bring an administrative lawsuit according to law.
If a person or a unit is not satisfied with the decision made by the anti-monopoly law enforcement agency other than the provisions of the preceding paragraph, he or she may apply for administrative reconsideration or bring an administrative lawsuit according to law.
Article 54 Anti-monopoly law enforcement agency staff who abuse their power, neglect their duty, favoritism and fraud, or disclose business secrets known during the law enforcement process, and constitute a crime, shall be investigated for criminal responsibility according to law; if they do not constitute a crime, they shall be given disciplinary action according to law.
Chapter 8 Supplementary Provisions
Article 55 The act of an operator exercising intellectual property rights in accordance with the provisions of laws and administrative regulations on intellectual property shall not be subject to this Law; however, if an operator abuses intellectual property rights to exclude or restrict competition, it shall be subject to this Law.
Article 56 The act of agricultural producers and rural economic organizations in the course of agricultural product production, processing, sales, transportation, storage, etc., in the form of combination or coordination, shall not be subject to this Law.
Article 57 This Law shall be effective as of August 1, 2008.