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Alibaba Investment Co., Ltd.

via:新浪科技     time:2022/7/10 12:01:31     readed:77

Related news: The State Administration of Market Supervision issued the decision of administrative penalties for the implementation of the operator's concentration case in accordance with the law

Administrative Penalty Decision of the State Administration of Market Supervision and Administration

State Supervision Punishment [2022] No. 29

Party: Alibaba Investment Limited

Residence: Trident Chambers, P.O. BOX 146, Road TORTOLA, BRITISH VIRGIN Islands)

According to the "Anti -Monopoly Law of the People's Republic of China" (hereinafter referred to as the "Anti -Monopoly Law"), "Interim Provisions on the Concentrated Examination of Operators", this authority was on April 12, 2021 to Alibaba Investment Limited (Ali Alibaba Investment Limited (Ali Investment) Acquisition Youku Tudou Inc. (hereinafter referred to as Youku Tudou) equity is suspected of failing to declare the illegal implementation of the operator's concentration case in accordance with the law for investigation.

After investigation, the case constituted the concentration of operators who did not declare illegal implementation in accordance with the law, but did not have the effect of exclusion and restricting competition. In accordance with the "Administrative Penalty Law of the People's Republic of China" (hereinafter referred to as the "Administrative Penalty Law"), this authority invests in the "Administrative Penalty Notice" to Ali Investment and informs the parties' content, facts, reasons, reasons, reasons, and basis And to inform the parties' right to state, defense, and request hearing in accordance with the law. Ali Investment did not propose a statement, defense opinions, or requesting a hearing within the prescribed period. This case has now been investigated and ended.

1. Basic situation

(1) Trading party.

Acquired: Ali Investment. In 2000, it was registered and established in the British Virgin Islands. The ultimate controller was Alibaba Group Holdings Co., Ltd. (hereinafter referred to as Alibaba). Alibaba's main business includes online retail platform services, retail and wholesale business, logistics services, cloud computing, digital media and entertainment, innovation business, etc. In 2015, the global turnover was (slightly) (the same below the currency), and the current turnover in China was (slightly).

The acquired party: Youku Tudou. It was established on the Cayman Islands in 2005 and was listed on the New York Stock Exchange in 2010. It mainly engaged in the Internet long video platform business through the "Youku" and "Tudou" platforms. The global and China turnover in 2015 is (slightly).

(2) Transaction overview.

This transaction is equity acquisition. On November 6, 2015, Ali Investment signed the "M & A Agreement" through its ALI YK and its related entities and Youku Tudou, and acquired all the equity of Youku Tudou with a cash of US $ 27.60 per share. On April 5, 2016, the transaction was registered for changes in equity.

2. illegal facts and reasons

(1) The concentration of operators who have not reported illegal implementation in accordance with the law in accordance with the law.

Article 20 of the Anti -Monopoly Law stipulates that "the concentration of operators refers to the following situations: (1) the merger of the operator; Operators can obtain control over other operators through contracts or other operators or can impose a decisive impact on other operators. " Ali Investment acquisition of 100%equity of Youku Tudou belongs to the concentration of operators stipulated in Article 20 of the Anti -Monopoly Law.

In 2015, Ali invested in global turnover (omitted), and the current turnover of China was (slightly); Youku Tudou's global and domestic turnover was (slightly), reaching the "Provisions on the Standard of the Standards for Commercial Declaration of Operators" third The application standards stipulated in the article are the cases that should be declared.

Article 21 of the "Anti -Monopoly Law" stipulates that "if the operator meets the application standards stipulated by the State Council, the operator shall declare to the State Council's antitrust law enforcement agency in advance, and those who have not been declared shall not be implemented." On April 5, 2016, the above transaction was registered for changes in equity. It was not declared in accordance with the law before. It violated Article 21 of the Anti -Monopoly Law and constituted the concentration of operators who did not apply for illegal implementation in accordance with the law.

(2) This case does not have the effect of exclusion and restricting competition.

The agency evaluated the impact of Ali's investment acquisition of Youku Tudou's equity on market competition. The assessment believes that the operator will not have the effect of eliminating and restricting competition.

3. The basis and decision of administrative penalties

Article 48 of the "Anti -Monopoly Law" stipulates that "if the operator violates the implementation of the provisions of this Law, the anti -monopoly law enforcement agency shall be ordered by the State Council to stop the implementation of centralized, shares or assets, and shall be transferred to the settlement within a time limit. The previous state can be fined below 500,000 yuan. " Article 49 of the "Anti -Monopoly Law" stipulates that "the fines stipulated in Article 46, 47, and Article 48 of this law shall be considered if the amount of fine law enforcement agencies shall consider illegal acts when determining the amount of specific fines. Factors such as nature, degree, and duration. "

According to the above provisions, based on the survey situation and evaluation conclusions, the agency is currently decided to impose administrative penalties of 500,000 yuan in the Ali Investment Office.

Article 67 of the "Administrative Penalty Law" stipulates that "the administrative organs that make a fine decision shall be separated from the institution that collects fines. In addition to the fines collected on the spot in accordance with Article 68 and 69 of this law, they shall be made. The administrative organs and law enforcement officers who have decided administrative penalties shall not collect fines by themselves. The parties shall pay a fine to the designated bank or pass the electronic payment system within 15 days from the date of receiving the administrative penalty decision. The fines are directly paid to the country's treasury. "

The parties shall bring the payment code within 15 days from the date of receiving the decision to receive the administrative penalty decision to collect the agency banks of 15 central financial non -tax income (work, agriculture, China, build, pay, China CITIC, Everbright, China Merchants, Posts. Conservation, Huaxia, Ping An, Industrial, Minsheng, Guangfa, Zhejiang Business) Ren Yi bank outlets and online banks pay fines. Payment code: (slightly). If the fine due will not be paid, in accordance with Article 72 of the Administrative Penalty Law, the authorities will be fined three percent of the daily fines and apply for mandatory enforcement of the people's court in accordance with the law.

If the parties do not accept the above administrative penalty decision, they can apply for administrative reconsideration to the State Market Supervision and Administration Administration within 60 days from the date of receiving the decision of this administrative penalty; Inside the people's court filed an administrative lawsuit in accordance with the law. During the administrative reconsideration or administrative lawsuit, the administrative penalty decision continued to implement.

Market Supervision Administration

May 13, 2022

(This one is publicly released)

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