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International mergers can be subject to regulation by American regulatory agencies as well as the agencies of other countries or regional authorities, such as the European Union. In the proposed acquisition of the McDonnell Douglas Corporation by Boeing Corporation in 1997, the FTC [Federal Trade Commission] did not challenge the acquisition because it concluded that McDonnell Douglas would not survive as an independent company without the acquisition. American merger law allows weight to be given to the likely future competitive strength of the merging parties, not only to their current market share. The Competition Directorate of the European Union, however reached a different conclusion. Under European Union competition law, greater weight is given to the likely effect of an acquisition on competitors. The Directorate consequently placed restrictions on certain Boeing contracts. 1

Monopolization is another issue that can arise in the international context. Actions were taken by both American and European Union authorities with respect to the international cartel price-fixing vitamins, estimated to have affected over $ 5 billion of business within the United States alone. The Antitrust Division of the Department of Justice was successful in receiving over $ 875 million in criminal fines against corporate defendants from the United States, Switzerland, Germany and Japan. The largest fine, mentioned in Chapter Five, was against F. Hoffman-La Roche Ltd. in the amount of $ 500 million, the largest fine ever imposed by the DOJ under any statute. Seven corporate executives were also sentenced to prison and fined for their participation in the vitamin cartel. Two became the first European nationals to serve time in a United States prison for engaging in cartel activity. 2 The participants also settled with 20 state attorneys general in 2000 for an undisclosed amount. The European Union has also imposed heavy fines on the participants in the vitamin cartel. However, as the European Union has no criminal jurisdiction, none of the participants have been sentenced to prison by the European Union.

This area of law also demonstrates the extensive agency powers that have been granted (and used) under the laws, as well as the extensive agency coordination which exists in this field…

1 Lawrence A. Sullivan and Warren S. Grimes, The Law of Antitrust: An integrated Handbook 546 (West Group 2000).
2 http://www.useu.be/ISSUES/vita0406.html.

Excerpted with permission of the author from: American Business Law A Civil Law Perspective, Laura Carlson, J.D. (USA), LL.M. (Sweden)