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As one of the world¡¯s largest economies, China has been dedicated to improving its antitrust system in recent years to strengthen enforcement against monopolistic practices and provide clearer guidance to undertakings.

This article aims to provide an introduction and insight into China¡¯s antitrust law regime based on the authors¡¯ practical experience.

Legislation

The Anti-Monopoly Law (AML) is fundamental to China¡¯s antitrust regime, providing a general framework for regulation that outlines key rules on the applicable scope, prohibited monopolistic behaviour and penalties. First enacted in 2008, the revised AML was promulgated on 22 June 2022.

These amendments respond to calls for clearer guidance for both authorities and undertakings, as well as stricter enforcement against monopolistic practices. The main amendments to the AML reflect an alignment with evolving economic trends, including:

1. 1. Increased focus on monopolistic behaviour by using data and algorithms, technology, capital advantages, platform rules, etc.;
   2. Establishment of prohibitions and identification rules on hub-and-spoke agreements;
   3. Introduction of ¡°safe harbours¡± for vertical monopoly agreements; and
   4. Significant increases in penalties.

Following the AML amendments, five implementing provisions were issued in 2023. The provisions respectively focus on prohibiting monopoly agreements, preventing abuse of market dominance, refining the merger control system, combating the abuse of administrative power (administrative monopoly) and addressing IP rights monopoly.

On 3 June 2025, the State Administration for Market Regulation (SAMR) issued the Provisions on the Prohibition of Monopoly Agreements (Revised Draft for Public Comment). On completion of the revision, the specific thresholds and conditions to apply the safe harbour rule for monopoly agreements would be further clarified.

In recent years, the SAMR has also refined its merger control review system through specialised guidelines. The Guidelines for the Review of Horizontal Concentration, promulgated on 10 December 2024, clarified the analytical framework for reviewing horizontal concentrations and provided key factors and detailed benchmarks for competitive assessment.

The Pilot Guidelines for Establishing Administrative Penalties Against Illegal Concentration of Undertakings further specified penalty criteria and scenarios for non-compliant concentrations, enhancing regulatory transparency.

In addition, Chinese authorities have provided detailed rules and guidelines to sectors, such as automobiles, platform economy, pharmaceuticals and active pharmaceutical ingredients (APIs).

Enforcement authorities

Public enforcement. Prior to the institutional reform in 2018, the AML enforcement was led by the State Council Anti-Monopoly Commission through three separate authorities. After the reform, the public enforcement right was consolidated under the SAMR.

To enhance antitrust enforcement, the SAMR authorised provincial administrations for market regulation (local AMRs) to investigate monopoly agreements, abuse of market dominance and administrative monopoly within their administrative regions. With regard to merger filings, the local AMRs of Beijing, Shanghai, Guangdong, Chongqing and Shaanxi were commissioned to assist in the merger control review of selected simplified cases on a pilot basis.

Private Enforcement. Recently, enterprises harmed by monopolistic practices have become more aware of using litigation for self-protection. According to the judicial interpretation issued on 24 June 2024, first-instance civil monopoly cases are brought before the IP courts and intermediate people¡¯s courts designated by the Supreme People¡¯s Court.

As for territorial jurisdiction, antitrust disputes follow the general rules applicable to tort disputes, contract disputes, etc. These mainly involve the courts in the locations where the tortious acts were committed, or where the result occurred, where the contract was concluded or performed, and where the defendant is domiciled.

Monopolistic behaviour

The Anti-Monopoly Law mainly regulates monopolistic behaviour including monopoly agreements, abuse of market dominance and concentrations that have or might have the effect of excluding or limiting competition.

It also covers administrative monopoly and establishes a fair competition review system for policies issued by administrative agencies or authorised organisations. Undertakings can also use the AML to address anti-competitive behaviour by the government.

Monopoly agreements. In principle, the AML prohibits horizontal monopoly agreements between competitors, including those to:

1. 1. Fix or change the price;
   2. Limit production or sales volume;
   3. Divide markets;
   4. Restrict new technology or new products; and
   5. Boycott other undertakings.

The AML also identified two typical vertical monopoly agreements: Fixing the resale price and setting the minimum resale price, which is also known as resale price maintenance (RPM). Undertakings can defend against RPM claims by demonstrating the absence of anti-competitive effects.

The law can also cover non-price vertical agreements such as territory and client restrictions, but no precedents have focused solely on these no-price issues so far. To prohibit non-price vertical agreements, the authorities should prove their anti-competitive effects.

In addition, safe harbours have been introduced into the AML. Vertical monopoly agreements are not prohibited if the market shares of undertakings involved are lower than a certain threshold, and if other conditions set by the authorities are met. The precise market share threshold and other conditions to apply the safe harbour rule remain under discussion, with public consultation currently ongoing.

Organising and substantially assisting in monopoly agreements is also prohibited under the AML, which includes hub-and-spoke agreements within its scope.

Hub-and-spoke agreements involve both vertical and horizontal relationships, typically where a supplier sets prices with multiple dealers, leading to uniform pricing. Such behaviour is also subject to penalties similar to those for reaching or implementing monopoly agreements.

Abuse of market dominance. The premise of abuse is the possession of market dominance. The AML outlines factors for determining market dominance, including shares in the relevant markets, ability to control sales market or inputs market, financial and technological capabilities, other undertakings¡¯ reliance, and market entry. Market share is the most intuitive factor, and the AML provides rules to presume dominance based on shares.

Typical abusive behaviours include:

1. 1. Selling at unfairly high prices or buying at unfairly low prices;
   2. Selling at a price lower than costs;
   3. Refusal to deal;
   4. Exclusive dealing;
   5. Conducting tie-in sales or imposing unreasonable conditions; and
   6. Discriminatory treatment.

Merger filing. According to the AML, a pre-merger filing shall be submitted if a concentration meets the turnover thresholds.

Specifically, acquisitions of equity or assets, establishment of new joint ventures, and acquisitions of control by contracts or other means are all subject to merger control regulations. The turnover thresholds mainly consider the consolidated or respective group turnover of the undertakings involved in the concentration in the previous fiscal year, as follows:

1. 1. With the combined global turnover exceeding RMB12 billion (USD1.7 billion) and the turnover of at least two undertakings within mainland China exceeding RMB800 million; or
   2. With the combined turnover within China exceeding RMB4 billion and the turnover of at least two undertakings within mainland China exceeding RMB800 million.

The Chinese authorities may also require the transaction parties to submit a filing if a transaction below the turnover thresholds is considered to have an anti-competitive effect.

Penalties

When a company is found to violate the Anti-Monopoly Law, the authorities would order it to cease the infringement and may confiscate illegal gains. Both the company and the responsible individuals might be subjected to significant fines, including:

1. 1. Fines on monopoly agreements, abuse of market dominance and illegal concentration are up to 10% of the undertaking¡¯s turnover in the last
      fiscal year;
   2. Individuals are subject to fines of up to RMB1 million. Criminal liability and separate fines of up to RMB500,000 may also apply in the case of obstructing an investigation. There has been a rise in cases that account for individual liability and additional liability for obstructing investigations; and
   3. Where serious circumstances exist, the fines may be up to five times the above-mentioned amounts.

The commitment system applies to part of horizontal monopoly agreements, vertical monopoly agreements and abuse of market dominance. Under the commitment system, undertakings commit to implement specific measures to rectify the consequences of their behaviour, and the authorities may suspend or terminate the investigation if all these commitments are fulfilled.

China¡¯s evolving antitrust regime aligns with its need for fair market competition. Enterprises should leverage the AML to safeguard their interests and foster business growth.

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