Research On The Application Of American Horizontal Merger Guidelines

The new Horizontal Merger Guidelines which replaced The 1992 Horizontal Merger Guidelines was promulgated by the Department of Justice and Federal Trade Commission of United States on August 2010.This Guidelines is not only the summery of 20 years' practical experience of American Department of Justice(DOJ)and Federal Trade Commission(FTC),but also the responses to the domestic and international situation.This Guidelines embodies the United States intends to perfect the market system and the merger regulations under the new situation,but also guides mergers of enterprises,which helps them implement projects predictably.DOJ and FTC are the Department of Justice and Federal Trade Commission of the Guidelines.The courts of Unites States also use professional manners in this Guidelines when analyzing the mergering cases.This thesis tries to explain from the perspective of application of the Guidelines by The Department of Justice and Federal Trade Commission and the courts and study the operating mechanism in practice which provides reference experiences for Chinese corporations,legislation and execution of mergering laws in China.This thesis is divided to five parts.The first part: Studying the legislative background of The Horizontal Merger Guidelines.This thesis discusses the legislative background in three parts.First,this part describes the pros and cons of horizontal merger and the influences for the industries and enterprise.Second,this part introduces the structures and analyzing measures of the Guideline.Third,this part explores the legislative background and evolution.The second part: Studying the application of Guidelines by the Department of Justice and Federal Trade Commission.There are thirteen chapters in Horizontal Merger Guideline.For the convenience of studying,this thesis divides the Guidelines into four categories,which are evidence of adverse competitive effects,market,unilateral effects and coordinated effects,and offsetting elements.This part studies how the Department of Justice and Federal Trade Commission use the Guidelines to judge whether a merger will arise anti-competitive phenomenon in practice from the above perspectives.Comparing the application of The Guidelines on the assessment of horizontal mergers under the Council Regulation on the control of concentrations between undertakings to the European Commission,this part discusses the differences between the two Guidelines.The third part: Studying the application of the Guidelines by the courts.Similar to the second part,this part studies how the courts use the Guidelines to judge whether a merger case will arise anti-competitive phenomenon in practice from the four perspectives.Comparing the application of The Guidelines on the Assessment of Horizontal Mergers Under the Council Regulation on the Control of Concentrations between Undertakings to the European Court of Justice,this part discusses the differences between the two Guidelines.The fourth part: Introducing the case of the United States v.AT&T and T-Mobile,this part tries to analyzing how DOJ and FTC put the Guidelines into practice.The fifth part: Studying the enlightenments of the application of the Guidelines to our country.This thesis explains this part in two parts.First,this part describes the situations of horizontal mergers of Chinese corporations,the legislation and executions of mergering laws.Second,this part discusses the enlightenments of the Guidelines to Chinese corporations,legislation and execution of mergeing laws.The last part: the conclusion of the thesis.