Merger Filings

Our Antitrust & Competition Practice has unmatched experience and success in obtaining the regulatory approval from the KFTC of complex, large-scale mergers in concentrated industries.  Our attorneys, together with our in-house economists, counsel clients at every stage of the merger process, from an initial antitrust analysis and structuring of transactions through obtainment of the KFTC's approval.  The members of our Practice have been involved in virtually every major cross-border acquisition of Korean companies and global mergers, successfully advising both overseas and domestic clients. 

Cartel Investigations

We have a leading practice defending clients involved in cartel investigations by the KFTC.  Our in-depth experience across many industries is of particular value in advising clients on diverse issues that can arise in cartel investigations.  We also provide immediate response assistance to dawn raids conducted by the KFTC, based on our long experience with KFTC investigations and advise our clients throughout the investigation process. We have substantial experience in advising on the implications of a leniency application and in coordinating responses when a multi-jurisdictional cartel investigation is launched. 

Abuse of Market Dominance

We advise clients on a broad range of matters relating to the abuse of market dominance and other exclusionary or exploitative conducts. In dealing with unilateral conduct in the market, we are supported by industrial experts and litigation attorneys who are former judges specializing in antitrust cases. We also work closely with our in-house economists to carry out economic analyses of the competition in the relevant market.  We have long-standing experience in providing comprehensive advice to our clients involved in multijurisdictional abuse of market dominance investigations. In abuse of intellectual property rights cases, which have become an area of focus for the KFTC in recent years, we work closely with our Intellectual Property Practice to provide comprehensive advice even in the most complex, technology-oriented matters. 

Unfair Trade Practices

It is becoming increasingly important for companies doing business in Korea to consider the risk of an unfair trade practice violation as law enforcement agencies continue to step up their enforcement efforts.  In addition to the Monopoly Regulation and Fair Trade Law (“FTL”), there are other special laws that regulate unfair trade practices, such as the Large-Scale Distribution Transactions Act, the Fair Labeling and Advertising Act (“FLAA”), and the Standardized Contracts Regulation Act, to name a few.  Our Antitrust & Competition Practice advises clients to help identify potential unfair trade practices in their current and contemplated business activities in Korea and to navigate through investigations by the KFTC, mediation by the Korea Fair Trade Mediation Agency (“KOFAIR”), and criminal investigation following the KFTC’s referral of cases to the Prosecutors’ Office. 

Distribution & Franchise

Our Antitrust & Competition Practice has advised numerous established and emerging companies in various industries, including retail and fashion, food and beverage, and hospitality and leisure, from the very nascent stage of establishing their distribution or franchise network in Korea through its maturity, expansion and termination.  Our multidisciplinary approach to assessing and minimizing legal risks, involving experts with extensive practical experience in antitrust, regulatory, compliance, litigation, and transactions, has enabled us to effectively navigate clients through complex investigation and disputes.  

Fair Labeling and Advertising

Our Antitrust & Competition Practice has unrivaled experience and expertise on a wide range of fair labeling and advertising issues.  Working closely with in-house industry experts and patent attorneys, we provide sound legal advice and creative solutions to companies accused of violating the FLAA.

Horizontal and Vertical Commercial Agreements

Our long experience in dealing with horizontal and vertical commercial agreements dates back to the enactment of the FTL in Korea.  We accumulated tremendous experience and expertise in advising on the specific antitrust implications of horizontal and vertical commercial agreements between competitors, joint venture agreements, distribution and licensing arrangements, joint research and development agreements, and strategic alliances.

Compliance Programs (Risk Diagnosis and Prevention)

We offer unparalleled experience in designing, implementing and monitoring comprehensive, custom-tailored competition compliance programs.  The consequences of failing to comply with competition laws are substantial and increasing – possibly leading to the imposition of heavy fines, civil damages claims, reputation damage, and even criminal sanctions.  It is, therefore, essential for businesses, particularly those with global operations and/or a high turnover of employees, to establish a sound risk management and internal control program.

Unfair Affiliate Transactions

Recent changes in the business environment in Korea brought to the foreground the issue of unfair affiliate transactions.  The KFTC is now carefully monitoring transactions between affiliates to determine whether they are merely tools of profiteering by the controlling individual shareholders or whether they are used to unfairly subsidize an affiliate against unrelated competitors.  Our professionals, consisting of antitrust attorneys, white-collar criminal attorneys, litigation attorneys, in-house economists, and CPAs, with extensive experience in landmark affiliate transaction cases, can best analyze and advise on affiliate transactions to identify the potential antitrust risks, develop defenses, and protect the justified interests of our clients in engaging in affiliate transactions.

Civil and Administrative Litigation and Criminal Defense

Our Antitrust & Competition Practice comprises an expert team of experienced antitrust attorneys, including former judges and prosecutors with a wealth of experience in prosecuting or ruling on antitrust cases, who work in close collaboration with other in-house antitrust specialists to provide effective legal advice and services in defending our clients in civil and administrative litigation, as well as criminal investigation.  The Practice represents clients who appeal the KFTC’s decisions to the appellate court and the Supreme Court, in addition to those who are subject to private damage actions and criminal proceedings upon referral from the KFTC.

Our key clients include companies in the IT, broadcasting/telecommunications, pharmaceutical, banking, securities, private equity fund, insurance, energy, construction, entertainment, software, hardware, chemical, retail, consumer products, luxury goods, automobile, and auto parts industries.

Our Practice has an unmatched record for successfully handling competition law cases and continues to be involved in many high-profile cases involving both overseas and domestic clients.

Merger Filings

Kim & Chang successfully obtained KFTC's clearance of some of the most significant transactions in recent years:

• Advising Korean Air in the global merger filing for its acquisition of Asiana Airlines

• Represented both II-VI and Coherent in II-VI’s acquisition of Coherent (unconditional clearance, 2022)

• Advised SK hynix in the global merger filing for its acquisition of Key Foundry (2022)

• Represented Thermo Fisher Scientific in its acquisition of Pharmaceutical Product Development Inc. (unconditional clearance, 2021) 

• Represented Advanced Micro Devices, Inc. in its acquisition of Xilinx (unconditional clearance, 2021) 

• Represented SK hynix in its acquisition of Intel’s NAND flash memory and solid-state drives business (unconditional clearance, 2021) 

• Represented AstraZeneca in its acquisition of Alexion Pharmaceuticals (unconditional clearance, 2021) 

• Represented Magna Metalforming in its formation of an EV parts joint venture with LG Electronics (2021) 

• Represented Analog Devices, Inc. in its acquisition of Maxim Integrated Products, Inc. (unconditional clearance, 2021) 

• Represented Siemens Healthineers AG in the Korean merger filing for its acquisition of Varian Medical Systems (unconditional clearance, 2021) 

• Represented Delivery Hero SE in its acquisition of Woowa Brothers (conditional clearance, 2020)

• Represented both International Flavors & Fragrances Inc. (IFF) and DuPont de Nemours, Inc. in the merger of DuPont’s Nutrition & Biosciences. Inc. with IFF (unconditional clearance, 2020)

• Represented LVMH in its acquisition of Tiffany & Co. (unconditional clearance, 2020)

• Represented Peugeot in its 50:50 merger with Fiat Automotive Chrysler N.V. (unconditional clearance, 2020)

Cartels

Kim & Chang has been selected as the lead counsel in some of the most significant cartel cases by diverse companies.  For example, in the last few years, Kim & Chang:

• Represented an optical multiplexing device manufacturer in the KFTC’s investigation regarding bid-rigging, resulting in the KFTC imposing an administrative fine that was significantly lower than the fine initially recommended by the case team (2022)

• Represented a smart card manufacturer in the KFTC’s investigation regarding  bid-rigging, resulting in the KFTC excluding a criminal referral and imposing an administrative fine that was significantly lower than the fine initially recommended by the case team (2022)

• Represented a rolling stock manufacturer in the KFTC’s investigation regarding alleged rigging of bids held by KORAIL and other railroad operating agencies, resulting in the KFTC imposing an administrative fine that was significantly lower than the fine initially recommended by the case team (2022)

• Represented an animal feed company in its successful appeal before the Seoul High Court and Supreme Court of Korea, seeking revocation of sanctions imposed on the company by the KFTC for unfair concerted conduct (2022)

• Represented a steel product transportation company in its appeal of sanctions imposed by the KFTC for alleged bid-rigging, resulting in the Seoul High Court revoking the entire administrative fine (2022)

• Represented a container liner carrier in the KFTC’s investigation into an alleged cartel among 23 container liner carriers regarding freight rates for Korea-Southeast Asia shipping lines, resulting in no criminal referral and lower fines than initially recommended (2022)

• Represented a steelmaker in the KFTC’s investigation regarding its involvement in a scrap metal price-fixing cartel of 11 steelmakers, resulting in the KFTC imposing an administrative fine that was significantly lower than the fine initially recommended by the case team (2021)

• Represented an insurance company in the KFTC’s investigation into an alleged cartel regarding insurance premium rates, culminating in the KFTC’s decision to close the investigation without levying any penalties (2020)

• Represented several steelmakers in the KFTC’s investigation into alleged rebar price fixing.  Using a comprehensive strategy that included verification of facts, legal review, and industry and economic analysis, our attorneys persuaded the KFTC to radically reduce its sanctions against the companies (2018) 

• Represented multiple diode and transistor manufacturers in the KFTC’s investigation of alleged bid rigging.  The KFTC investigated the practice of tender and pricing, but has closed the case on the grounds that it is impossible to assess the illegality (2018)

• Represented one of four duty-free retailers in the KFTC’s investigation into their alleged cartel activity and the Incheon Airport Authority’s abetment of that activity (concluded with “no violation” decision) (2018) 

• Represented multiple foreign banks in a KFTC investigation into the banks’ alleged collusion on non-deliverable forwards (NDF) of Brazilian Real, obtaining a “discontinuation of deliberation” decision by the KFTC based on analysis of the currency’s low impact on the Korean market (2017) 

• Represented two passenger vehicle companies in a KFTC investigation in connection to the companies’ alleged collusion in the price of passenger cars.  The investigation was closed by the KFTC with no charges or allegations being brought against the companies (2017)

• Represented a water treatment system supplier in a KFTC investigation into alleged bid rigging activities of a wastewater treatment plant and obtained a completion of the deliberation process with no charges or allegations (2017)

• Represented one of three major multiplex cinemas in a KFTC investigation into an alleged collusion to fix ticket prices and prices at concession stands within the cinemas.  Despite the fact that the case was initiated by an accusation by a civic group, the KFTC, having found no exchange of information between the cinemas, closed the case without bringing any charges (2017) 

• Represented major banks in an investigation by the KFTC into an alleged collusion to fix interest rates for Certificate of Deposit (CD), obtaining a “discontinuation of deliberation” decision by the KFTC based on analyses of the interest rate trends and a rebuttal of the statutory presumption of collusive agreement under the Korean fair trade law, despite evidence of parallelism and certain communication between competing banks (2016)

• Represented several commercial vehicle companies before the Supreme Court, which in essence affirmed the Seoul High Court’s decision to vacate the KFTC decision against the companies for price-fixing activities (2016)

• Represented multiple foreign banks in a KFTC investigation into the banks’ alleged collusion on LIBOR interest rates.  Following Kim & Chang’s analyses about the absence of jurisdiction and substantive aspects of the case, the KFTC closed the investigation with no charges or allegations being brought against the banks (2016)

• Represented two multinational banks in a KFTC investigation into the banks’ alleged collusion in a cross-currency swap transaction and obtained a dismissal of the case at the KFTC hearing (2016)

• Represented multiple airlines in a KFTC investigation in connection to fuel surcharges imposed on passenger flights and ticketing service fees.  The investigation was closed by the KFTC with no charges or allegations being brought against the airlines (2016)

Abuse of Market Dominance and Unfair Trade Practice

Kim & Chang also has a vast amount of experience in defending diverse companies from allegations of abuse of market dominance and unfair trade practices. For example, in the last few years, Kim & Chang:

• Represented an oil refinery in its dispute with a distributor before the KOFAIR, which resulted in the termination of the mediation process (2022)

• Represented a major TV home shopping company in the KFTC’s investigation into an alleged violation of the Fairness in Large-Scale Distribution Transactions Act, resulting in the KFTC issuing only a warning without imposing any other sanctions as initially recommended by the case team (2022)

• Represented a major retail company in the KFTC’s investigation into an alleged violation of the Fairness in Large-Scale Distribution Transactions Act (obtained a “no violation” decision) (2022)

• Advised a platform operator in the KFTC’s review of possible unfair terms and conditions (2022)

• Represented an online travel agency (OTA) in connection with a KFTC investigation into said OTA’s alleged violation of the E-Commerce Act, successfully reducing the administrative fine imposed on the OTA below the amount initially proposed by the KFTC examiner (2022)

• Represented a Korean e-commerce company during the KFTC’s investigation and decision proceedings for a case involving an alleged violation of the Monopoly Regulation and Fair Trade Law, Fairness in Large-Scale Distribution Transactions Act, and Consumer Protection in E-Commerce Transactions Act.  Our firm is currently representing the company in its appeal to the Seoul High Court seeking cancelation of the KFTC’s sanctions (2022)

• Represented a foreign automaker in a KFTC investigation regarding labeling and advertising practices.  Resulted in a reduction of the administrative fine and an exemption from criminal accusation (2022)

• Successfully represented a metals manufacturing and sales company in the KFTC’s investigation into alleged discriminatory conduct against third-party distributors (obtained a “no violation” decision) (2022)

• Represented a local fruit fumigant manufacturer in the KFTC's investigation into alleged abuse of dominance and unfair trade practices, resulting in the KFTC issuing a "no violation" decision for several of the allegations and closing its investigation without imposing sanctions (2021)

• Represented a U.S.-based technology company against KFTC’s investigation of alleged abuse of superior bargaining position (case concluded through consent decree) (2021)

• Successfully represented a domestic café franchisor in the KFTC’s investigation into allegations of unfair coercion against its franchisees, obtaining a “no violation” decision on the allegations of unfair coercion (2021)

• Represented a home electronic appliance manufacturer in a KOFAIR mediation of a dispute with a third party distributor (resulting in successful dispute resolution and withdrawal of complaint filed by the distributor) (2021)

• Represented two online travel agencies in the KFTC’s investigation into alleged violation of the Standardized Contract Regulations Act (obtained a “discontinuation of deliberation” decision)(2021)

• Represented a telecom carrier in the KFTC's investigations of alleged unfair customer solicitation and abuse of superior bargaining position (concluded with a "no violation" decision for the former, and decision to close the investigation without sanctions for the latter)(2020)

• Represented a mobile phone maker in the KFTC's investigation of alleged unfair customer solicitation (concluded with a "no violation" decision)(2020)

• Represented a foreign automaker in connection with the KFTC's investigation against it prompted by a complaint filed by a local dealership regarding alleged coercion to reach a sales target, coercion to purchase and imposition of disadvantages (received a "no violation decision”) (2020)

• Represented a medical device company in its dispute with a distributor before the KOFAIR, which resulted in a successful settlement (2020)

• Represented Booking.com in its successful appeal seeking reversal of the KFTC's corrective orders to amend its refund policy for alleged violation of the Standardized Contract Regulations Act before the Seoul High Court (2020)

• Defended a major food delivery app development company against the KFTC’s investigation into alleged unfair trade practices (obtained a “no violation” decision) (2019)

• Successfully represented a Korean online gaming company in its appeal to revoke the KFTC's sanctions for violation of the E-Commerce Act, which resulted in a decision by the Seoul High Court to completely revoke the administrative fine imposed by the KFTC (decision affirmed by the Supreme Court) (2019)

• Represented a global card payment organization in the KFTC’s investigation into an alleged abuse of dominance relating to cross-border transaction fees (received a “no violation” decision, 2018)

• Represented a cable system operator in the KFTC’s investigation into alleged unfair trade practice against its partner companies (received a “no violation” decision, 2018)

• Represented an association in an abuse of superior bargaining position (unfair trade practice) case which was referred to the KOFAIR by the association’s Korean partner (a settlement was reached and the complaint was withdrawn, 2018)

• Obtained KFTC’s determination of no violation in an alleged abuse of market dominance case against a global chemical company’s licensing practices. (2017)

• Successfully defended Kubota Korea Co., Ltd. in the KFTC’s investigation regarding an alleged act of product bundling and unfair inducing of customers (No violation was found) (2017)

• Defended an animal health company against the KFTC’s allegation that the company’s supply and distribution policy violated the prohibitions against abuse of market dominance and unfair trade practices (unfair refusal to deal), and obtained a “no violation” decision for abuse of market dominance and a corrective order for unfair trade practices, with no monetary sanction (2017)

• Obtained KFTC’s determination of no violation in an alleged abuse of market dominance case against Oracle’s DBMS support policies and practices, which was the KFTC ICT task force team’s first investigation (2016)

• Successfully defended Visa in an alleged abuse of dominance investigation related to the processing of international payment card transactions (Case subsequently dropped by the KFTC) (2015)