Republic of the Philippines
HOUSE OF REPRESENTATIVES
Quezon City
NINETEENTH CONGRESS
First Regular Session

House Bil No,__ 3837

Introduced by REP. LEX ANTHONY CRIS A. COLADA

EXPLANATORY NOTE

The state recognizes that apart from businesses, there must also be a culture of competition
‘among government agencies who is responsible in molding the competitive landscape through regulation.
Internationally, it is recognized that effective market competition benefits consumers through lower
prices, but of higher quality and available more choices. Various studies show that cases worldwide found
that prices can be raised by as much as 50 percent due to overcharges by cartels.

There is indeed a need for enforcement and legislative measure which will respond to anti-
competitive conduct and ultimately, improves consumer welfare. To date, the PCA serves as the country’s
first comprehensive competition law, which prohibits anti-competitive agreements, abuse of dominant
position, and anti-competitive mergers and acquisitions.

This measure seeks to amend the PCA for purposes of enhancing the PCC’ ability to enforce its
mandate, particularly in investigating cartels, bid rigging, market foreclosure, and other anti-competitive
conduct, as well as imposing various fines, penalties and remedies. To allow the PCC to focus its resources
towards competition enforcement, this bill also proposes a shift to.a voluntary. merger review regime.

This bill seeks to legislate principles of the National Competition Policy to ensure that
competition considerations are included in the formulation and deliberation of government policies. It
also proposes that the PCC mandated to review fiscal incentives for anti-competitive effects. While
incentives can be used to promote development goals, they can also give undue competitive advantage
to certain entities and distort competition. The PCC’s expertise in competition policy make it the most
‘equipped to help the government avoid redundant incentives which are not only wasteful, but could
stunt the growth of the economy,

in view of the foregoing, the passage of this bill is earnestly sought.

LEX ANTHONY CRAS A. COLADA
Party-ljSt, AAMBIS-OWA


Republic of the Philippines

House of Representatives
Quezon City, Metro Manila

NINETEENTH CONGRESS
First Regular Session

3837

HOUSE BILLNO.

Introduced by REP. LEX ANTHONY CRIS A. COLADA

AN ACT
STRENGTHENING THE NATIONAL COMPETITION POLICY,
AMENDING FOR THE PURPOSE REPUBLIC ACT NO. 10667,
OTHERWISE KNOWN AS “THE PHILIPPINE COMPETITION ACT”

Be it enacted by the Senate and the House of Representatives of the Philippines
in Congress assembled:

1 SECTION |, Section bot Republic Act NeHibezisherebyamendedio,
2 read-as-follews:

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SEC2—New sections denominated as Sections 2-A, 2-B, and 2-C, are

hereby inserted after Section 2 of the same Act to read as follows:

“SEC. 2-A KEY ELEMENTS OF THE NATIONAL
COMPETITION POLICY. - IN THE EXERCISE OF THEIR
RESPECTIVE FUNCTIONS, ALL NATIONAL GOVERNMENT
AGENCIES, OFFICES, INSTRUMENTALITIES, LOCAL
GOVERNMENT UNITS, AND GOVERNMENT-OWNED OR
CONTROLLED CORPORATIONS SHALL ADOPT AND BE
GUIDED BY THE FOLLOWING KEY ELEMENTS:

“(A) ALL GOVERNMENT POLICIES, LAWS, RULES AND
REGULATIONS, ISSUANCES AND OTHER INTERVENTIONS
SHALL PROMOTE MARKET EFFICIENCY AND ENHANCE
CONSUMER WELFARE, AND SHALL NOT DISTORT
COMPETITION BY CREATING BARRIERS TO ENTRY,
PROMOTING COLLUSIVE MARKET OUTCOMES, OR

RESTRICTING TRADE, EXCEPT WHEN THE RESTRICTIONS


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ARE PROVEN CONSISTENT WITH THE PROMOTION OF
CONSUMER WELFARE AND MAY NOT BE ACHIEVED BY

OTHER MEANS, OR WHEN THE BENEFITS TO THE
COMMUNITY OUTWEIGH THE COSTS; AND

“(B) GOVERNMENT-OWNED OR CONTROLLED
CORPORATIONS AND PRIVATE SECTOR BUSINESSES
SHALL COMPETE ON A_ LEVEL PLAYING FIELD.
GOVERNMENT-OWNED OR CONTROLLED
CORPORATIONS SHALL BE HELD TO THE SAME
STANDARDS AS PRIVATE SECTOR BUSINESSES AND SHALL
NOT ENJOY NET COMPETITIVE ADVANTAGES OR
DISADVANTAGES OVER PRIVATE SECTOR BUSINESSES
SIMPLY BY VIRTUE OF PUBLIC SECTOR OWNERSHIP,
UNLESS IT IS CLEARLY DEMONSTRATED THAT THE
GREATER PUBLIC INTEREST WILL BE SERVED AND THERE
IS LACK OF COMMERCIAL VIABILITY.

“SEC. 2-B REVIEW OF RELEVANT POLICIES. - ALL
NATIONAL. GOVERNMENT AGENCIES, OFFICES,
INSTRUMENTALITIES, LOCAL GOVERNMENT UNITS, AND
GOVERNMENT-OWNED OR CONTROLLED
CORPORATIONS ARE MANDATED TO REVIEW THEIR

RESPECTIVE POLICIES, LAWS, RULES AND REGULATIONS,


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ISSUANCES AND INTERVENTIONS AND OTHER RELEVANT
LAWS APPLICABLE TO THEIR RESPECTIVE OFFICES TO

DETERMINE WHETHER THEY RESTRICT, PREVENT OR
LESSEN COMPETITION, IN COMPLIANCE WITH THE
PRINCIPLES ABOVE AND SUBJECT TO THE GUIDELINES
FORMULATED BY THE NATIONAL ECONOMIC AND
DEVELOPMENT AUTHORITY AND THE PHILIPPINE
COMPETITION COMMISSION.

“SEC. 2-C ENFORCEMENT OF
COMPETITIONRELATED LAWS AND ISSUANCES. — TO
ASSIST THE PHILIPPINE COMPETITION COMMISSION IN
ENFORCING
AND ATTAINING THE OBJECTIVES AND PURPOSES OF THIS
ACT, ALL NATIONAL GOVERNMENT AGENCIES, OFFICES,
INSTRUMENTALITIES, LOCAL GOVERNMENT UNITS, AND
GOVERNMENT-OWNED OR CONTROLLED
CORPORATIONS SHALL:

“(A) COORDINATE WITH THE PHILIPPINE
COMPETITION COMMISSION TO IDENTIFY SPECIFIC
ACTIONS THAT THEY CAN UNDERTAKE IN THEIR AREAS:
OF RESPONSIBILITY TO PROMOTE COMPETITION,

ELIMINATE ANTI-COMPETITIVE BEHAVIOR AND UNDUE


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REGULATORY BURDENS ON COMPETITION;

“(B) ESTABLISH CHANNELS OF COMMUNICATION
AND COOPERATION WITH THE PHILIPPINE COMPETITION
COMMISSION AND REQUEST ITS ASSISTANCE IN THE
CRAFTING OF POLICY INITIATIVES RELATING
TO COMPETITION;

“(C) COOPERATE WITH AND EXTEND ASSISTANCE TO
THE PHILIPPINE COMPETITION COMMISSION IN THE
ENFORCEMENT OF THIS ACT, AS WELL AS ITS ORDERS AND
DECISIONS; AND

“(@) CONSULT THE PHILIPPINE COMPETITION
COMMISSION IN ESTABLISHING A FAIR, PREDICTABLE
AND TRANSPARENT PROCESS OF RESOLVING

COMPETITION-RELATED DISPUTES THAT ARE WITHIN

THEIR JURISDICTION.”
SEC. 2. Section 4 of Republic Act N reby amended to read

as follows:



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pata i? ition refe NI N’

POWER OR a position of economic strength that an entity or
entities

hold which makes it capable of controlling the rel.

market

competitors,

ustomers, suppliers, or consumer

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SEC. 3. Section 8 of the same Act is hereby amended to read as
follows:

“SEC. 8. Prohibitions and Disqualifications. —
The

CHAIRPERSON AND Commissioners shall not, during their tenure,
hold any other office or employment. They shall not, during their tenure,
directly or indirectly practice any profession, except in a teaching 13
capacity, participate in any business, or be financially interested in any
contract with, or any franchise, or special privileges granted by the
government or any subdivision, agency, or instrumentality thereof,
including government-owned and-controlled corporations or their
subsidiaries. They shall strictly avoid conflict of interest in the conduct

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, . . ‘on-or-a 21
Sangguniang Kabataan election.| THEY shall not be allowed to

personally appear or practice as counsel or agent on any matter pending


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before the Commission for [t¥e-42)] ONE (1) year(s] following their
cessation from office. .

“No spouse or relative by consanguinity or affinity within the
fourth civil degree of any of the Commissioners, the Chairperson and the
Executive Director of the Commission may appear as counsel nor agent
on any matter pending before the Commission or transact business
directly or indirectly therein during incumbency and within ONE (1)
YEAR from cessation of office.”

SEC. 4. Section 9 of the same Act is hereby amended to read as follows:

“SEC. 9. Compensation and Other Emoluments for Members

and Personnel of the Commission. — {Fhe-compensation-and—other

President of the Philippines for his approval] ALL POSITIONS FOR
THE MEMBERS AND PERSONNEL OF THE COMMISSION

SHALL BE GOVERNED BY A COMPENSATION AND

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POSITION CLASSIFICATION SYSTEM AND QUALIFICATION
STANDARDS APPROVED BY THE COMMISSION BASED ON A

COMPREHENSIVE JOB ANALYSIS AND AUDIT OF ACTUAL
DUTIES AND PERSONAL RESPONSIBILITIES. THE
COMPENSATION PLAN SHALL BE COMPARABLE WITH

THE PREVAILING SALARIES, BENEFITS AND EMOLUMENTS
OF THAT OF THE BANGKO SENTRAL NG

PILIPINAS, AND SHALL BE SUBJECT TO PERIODIC REVIEW
BY THE COMMISSION NO MORE THAN ONCE EVERY TWO
(2) YEARS, WITHOUT PREJUDICE TO YEARLY MERIT
REVIEW OR INCREASES BASED ON PRODUCTIVITY AND
EFFICIENCY. THE COMMISSION SHALL, THEREFORE, BE
EXEMPT FROM LAWS, RULES, AND REGULATIONS ON
COMPENSATION, POSITION CLASSIFICATION, AND

QUALIFICATIONS STANDARDS PROMULGATED BY THE

CIVIL SERVICE COMMISSION.”

SEC. 5. Section 10 of the same Act is hereby amended to read as follows:
“SEC. 10. Quorum. — Three (3) members of the Commission shall

constitute a quorum, provided however, that [the] an affirmative vote of

AT LEAST three (3) members shall be necessary for the adoption of any

tule, ruling, order, resolution, decision or other acts of the Commission.”

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SEC. 6. Section 11 of the same Act is hereby amended to read as follows:
“SEC. 11. Staff. - The Commission shall appoint, fix the compensation,
and determine the status, qualifications, and duties of an adequate staff,
which shall include an Executive Director of the Commission.

“The Executive Director, WHO SHALL HAVE A TERM OF
FIVE (5) YEARS, RENEWABLE FOR ANOTHER TERM OF
FIVE YEARS, shall be appointed by the Commission and shall have
relevant experience in any of the fields of law, economics, commerce,
management, finance or engineering. The members of the technical staff,
except those performing purcly clerical functions, shall possess at least a
Bachelor’s Degree in any of the following lines of specialization:
economics, law, finance, commerce, engineering, accounting, or
management.”

SEC. 7. Section 12 of the same Act is hereby amended to read as follows:

“SEC. 12. Powers and Functions. — The Commission shall have
original and primary —_ jurisdiction over the enforcement

and
implementation of the provisions of this Act, and its implementing rules
and regulations. The Commission shall exercise the following powers
and functions:

“@) x x x;

“(b) Review proposed mergers and acquisitions UPON

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REQUEST OR MOTU PROPRIO, determine thresholds for

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notification, determine the requirements and procedures for
notification,

AND REVIEW, and upon exercise of its powers to review,
prohibit

mergers and acquisitions that, [will] IN ITS REASONABLE
DETERMINATION, HAVE SUBSTANTIALLY
PREVENTED,

RESTRICTED, OR LESSENED, OR WILL substantially
prevent,

restrict, or lessen, competition in the relevant market;

“()x x x:

“(d) Upon finding, based on substantial evidence, that an entity
has 9 entered into an anti-competitive agreement or has abused its

dominant

position after due notice and hearing, stop or redress the same, by
applying remedies, such as, but not limited to, issuance of injunctions,
requirement of divestment, REQUIREMENT OF MODIFICATION
OR TERMINATION OF CONTRACTS, OPENING ACCESS TO
COMPETITORS, PROHIBITIONS ON RESTRICTIVE 1s

CONTRACTING PRACTICES, SETTING UP OF

INFORMATION FIREWALLS, MAKING
INFORMATION

AVAILABLE TO THIRD PARTIES, and disgorgement of
excess

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profits under such reasonable parameters that shall be prescribed
by the

rules and regulations implementing this Act;

“(e)x x x

“(f) Issue subpoena duces tecum and subpoena ad testificandum to
22 require the production of books, records, or other documents or
data 1 which relate to any matter relevant to the investigation and

personal

appearance before the Commission, summon witnesses, administer
oaths, and issue [interim-orders-sueh-es] show cause orders in accordance
4with the rules and regulations implementing this Act;

“(g) Upon order of the court, UNDERTAKE BY ITSELF OR

THROUGH ITS DEPUTIZED LAW ENFORCEMENT
AGENCY,

TO SEARCH AND INSPECT [inspeetions—of] business
premises and

other offices, STRUCTURES, SPACES, land and vehicles, as
‘used by

the entity, where it reasonably suspects that relevant [beeks tax
reeords;

or-other documents] DATA AND INFORMATION which relate
to any

matter relevant to the investigation are kept, [in-order-te-prevent
the

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books;
records—or_other—decuments] AND EXAMINE, COPY, 14
PHOTOGRAPH, RECORD OR PRINT THE SUCH

INFORMATION;

“X KX

“(0) PREPARE AND FORMULATE, IN COORDINATION

WITH THE NATIONAL ECONOMIC AND
DEVELOPMENT

AUTHORITY, THE NATIONAL COMPETITION POLICY;

“(p) x xX x; 22 “(q)x xX Xx;

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“(x) Advocate pro-competitive policies of the government by:

“(1) Reviewing economic and administrative regulations, motu
proprio or upon request, as to whether or not they adversely affect
relevant market competition, and [advising the-eoncerned-agencies
against-sueh—regulations] ISSUING GUIDANCE TO THE
RELEVANT AGENCY, INCLUDING BUT NOT LIMITED
TO ISSUING ADVISORY OPINIONS TO REMEDY
COMPETITION CONCERNS, AND NO OBJECTION
CERTIFICATES IN THE CASE WHERE NO
COMPETITION CONCERN IS RAISED; [and]

“(2) Advising the Executive Branch on the competitive
implications of government actions, policies and programs; AND

“3) REMIEWING PROVIDING AN ADVISORY
OPINION ON PROPOSED LEGISLATION, MOFU
PROPRIO-OR UPON REQUEST, AS TO WHETHER OR
NOT IT MAY ADVERSELY AFFECT RELEVANT

MARKET COMPETITION, AND ISSUING-GUIDANCE FO

CONGRESS—INCLUDING— BUT _NOT—LIMITED—TO
ISSUING-ADVISOR¥ OPINIONS RECOMMENDING TO
CONGRESS REMEDIES TO COMPETITION CONCERNS,
AND-NO-OBJECTION-CERTIFICATES IN-FHE-CASE,
WHERE NO-COMPETITION-CONCERN IS RAISED;

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“(s) Charging reasonable fees to defray the administrative cost of
the services rendered. FOR THIS PURPOSE, AN ANTITRUST FUND
IS HEREBY CONSTITUTED, WHICH SHALL BE USED
TO DEVELOP AND UTILIZE AN INVESTIGATION AND
RESEARCH FUND. THE USE OF SUCH FUND SHALL BE
SUBJECT TO THE AUDITING REQUIREMENTS,

STANDARDS, AND PROCEDURES UNDER EXISTING LAWS;

“(T) PROVIDE ADVISORY OPINION TO THE
RELEVANT AGENCY ON FISCAL AND OTHER
INDUSTRYSPECIFIC INCENTIVES OF THE GOVERNMENT
THAT MAY
ADVERSELY AFFECT COMPETITION IN THE RELEVANT
MARKET, AND RECOMMEND REMEDIES THERETO;

“(U) ISSUE NOTICES OF POTENTIAL VIOLATIONS OF
THIS ACT;

“(V) ISSUE AND IMPOSE INTERIM MEASURES TO
ENSURE CONTINUITY OF OPERATIONS AND PROVISION OF
SERVICES AND GOODS PENDING THE REVIEW OF THE

COMMISSION;

“@QW) ISSUE, AFTER DUE NOTICE AND HEARID

CEASE AND DESIST ORDERS; AND

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“(¥X) DEVELOP AND UTILIZE A RESEARCH AND
INVESTIGATION FUND FOR PURPOSES OF ENFORCEMENT

OPERATIONS, INFORMANT’S BENEFITS OR PROTECTION.”

SEC. 8. A new section denominated as Section 12-A is hereby inserted

after Section 12 of the same Act, to read as follows:

“SEC. 12-A. POWERS AND FUNCTIONS OF THE
CHAIRPERSON. - THE CHAIRPERSON OF THE
COMMISSION SHALL ACT AS THE CHIEF EXECUTIVE
OFFICER OF THE COMMISSION. THE CHAIRPERSON SHALL
EXECUTE AND ADMINISTER THE POLICIES,

DECISIONS, ORDERS AND RESOLUTIONS APPROVED BY
THE COMMISSION AND SHALL HAVE THE GENERAL
EXECUTIVE DIRECTION AND SUPERVISION OF THE WORK
AND OPERATION OF THE COMMISSION AND IT’S MEMBERS,
BODIES, BOARDS, OFFICES, PERSONNEL AND
ALL ITS ADMINISTRATIVE BUSINESS.”
SEC. 9. Section 13 of the same Act is hereby amended to read as follows:
“SEC. 13. Office for Competition (OFC), Powers and Functions.
— The OFC under the Department of Justice (DOJ-OFC) shall only
conduct preliminary investigation and undertake prosecution of all
criminal offenses arising under this Act and other competition-related

laws in accordance with Section 31 of Chapter VI of this Act, UPON

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THE FILING OF A CRIMINAL COMPLAINT BY THE PCC
WITH THE DOJ. The OFC shall be reorganized and allocated resources
as may be required therefor to effectively pursue such mandate.”
SEC. 10. Section 14 of the same Act is hereby amended to read as follows:
“SEC. 14, Anti-Competitive Agreements. —
“(a) The following agreements, between or among competitors,
are per se prohibited:

“d) DIRECTLY OR INDIRECTLY FIXING
PURCHASE OR SELLING PRICES, [Restricting
eompetition-as-to-priee], or components thereof, or other terms
of trade;

“(2) [Fixing-priee-at an-auetion-orin] RIGGING any form
of bidding including THROUGH cover bidding, bid

suppression, bid rotation and market allocation and other

analogous practices of bid manipulation;

“{€)1G) Setting, limiting, or controlling production,

markets, technical development, or investment; AND

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“{@)M(4) Dividing or sharing the market, whether by
volume of sales or purchases, territory, type of goods or
services, buyers or sellers or any other means[:]-

“[(@(B) Agreements other than those specified in
PARAGRAPH (a) of this section which have the object or effect
of substantially preventing, restricting or lessening competition
shall also be prohibited: Provided, Those which contribute to
improving the production or distribution of goods and services or
to promoting technical or economic progress, while allowing
consumers a fair share of the resulting benefits, may not
necessarily be deemed a violation of this Act.

“x x x.”

SEC. 11, Section 15 of the same Act is hereby amended to read as follows:

“SEC. 15. Abuse of Dominant Position. — It shall be prohibited
for one or more entities to abuse their dominant position by engaging in
conduct that would substantially prevent, restrict or lessen competition:

“(a)x x x

“(b)x x x;

“()x x xX

“x xx

“(c) Imposing restrictions on the lease or contract for sale or trade of

goods or services concerning where, to whom, or in what forms goods or

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services may be sold or traded, such as fixing prices, giving preferential
discounts or rebate upon such price, or imposing conditions not to deal
with competing entities, where the object or effect of the restrictions is to
prevent, restrict or lessen competition substantially:

Provided, That nothing contained in this Act shall NECESSARILY
[prohibit or] render unlawful:

“(1)[Reemissil ising icensing, .

agreement] AGREEMENTS OR PRACTICES WHICH
CONTRIBUTE TO IMPROVING THE PRODUCTION OR
DISTRIBUTION OF GOODS OR TO PROMOTING
TECHNICAL OR ECONOMIC PROGRESS, WHILE
ALLOWING CONSUMERS A FAIR SHARE OF THE
RESULTING BENEFIT, AND WHICH DOES NOT:

“(A) IMPOSE ON THE ENTITIES CONCERNED
RESTRICTIONS WHICH ARE NOT INDISPENSABLE
TO THE ATTAINMENT OF THESE OBJECTIVES;
AND

“(B) AFFORD SUCH ENTITIES THE POSSIBILITY

OF ELIMINATING COMPETITION IN RESPECT OF A

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SUBSTANTIAL PART OF THE PRODUCTS IN
QUESTION; or

“(2) Agreements protecting intellectual property rights,

confidential information, or trade secrets;

“(f)x x x

“(g)x x x

“(h) x x x

“(xxx

“(J) COMMITTING ANY ACT SIMILAR OR ANALOGOUS,
TO ANY OF THE FOREGOING THAT WOULD
SUBSTANTIALLY PREVENT, RESTRICT OR LESSEN
COMPETITION;

Provided, That nothing in this Act shall be construed or interpreted

as a prohibition on having a dominant position in a relevant market or on
acquiring, maintaining and increasing market share through legitimate

means that do not substantially prevent, restrict or lessen competition:

Provided, further, That any conduct which contributes to

improving production or distribution of goods or services within the
relevant market, or promoting technical and economic progress while
allowing consumers a fair share of the resulting benefit may not

necessarily be considered an abuse of dominant position:

Provided, finally, That the foregoing shall not constrain the

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Commission or the relevant regulator from pursuing measures that would
promote fair competition or more competition as provided in this Act,

INCLUDING THE IMPOSITION OF SIGNIFICANT MARKET.
POWER OBLIGATIONS.”

SEC. 12. New sections denominated as Sections 17-A, 17-B and 17-C are

hereby inserted after Section 16 of the same Act to read as follows:

“SEC. 17-A. COMPULSORY NOTIFICATION. — A PARTY
TO ANY MERGER OR ACQUISITION TRANSACTION THAT.
MEETS THE THRESHOLD PROVIDED IN SEC. 17-B MUST
SUBMIT A NOTIFICATION OF THEIR TRANSACTION TO THE
COMMISSION CONTAINING THE FOLLOWING
INFORMATION:

“(A) NAMES OF THE PARTIES TO THE TRANSACTION
AND THE NATURE OF THEIR BUSINESSES

“(B) LATEST FINANCIAL STATEMENT

“(C) SUMMARY OF THE TRANSACTION AND COPY OF
DEFINITIVE AGREEMENTS

“(D) ANY OTHER PERTINENT INFORMATION AS
DETERMINED BY THE COMMISSION.

“PARTIES MUST SUBMIT THEIR NOTIFICATIONS TO
THE COMMISSION WITHIN THIRTY (30) DAYS AFTER

SIGNING OF DEFINITIVE AGREEMENTS RELATING TO THE
TRANSACTION BUT PRIOR TO ANY ACTS OF

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17s

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CONSUMMATING THE SAME.

“SEC. 17-B. COMPULSORY REVIEW. - A MERGER OR
ACQUISITION SHALL BE SUBJECT TO COMPULSORY
NOTIFICATION AND REVIEW BY THE COMMISSION IF THE
VALUE OF THE TRANSACTION EXCEEDS FIFTY BILLION
PESOS (Php50,000,000,000.00);

“AN AGREEMENT CONSUMMATED IN VIOLATION OF

THIS COMPULSORY REVIEW REQUIREMENT SHALL BE
CONSIDERED VOID AND SUBJECT THE PARTIES TO AN
ADMINISTRATIVE FINE OF ONE PERCENT (1%) TO FIVE
PERCENT (5%) OF THE VALUE OF THE TRANSACTION.

“SEC. 17-C. VOLUNTARY REVIEW. -A PARTY TO A
MERGER OR ACQUISITION TRANSACTION WHICH DOES
NOT MEET THE CRITERIA FOR COMPULSORY REVIEW
UNDER THE PREVIOUS SECTION MAY, UPON
NOTIFICATION, REQUEST THE COMMISSION TO REVIEW
THEIR PROPOSED MERGER OR ACQUISITION TO
DETERMINE IF THE PROPOSED MERGER OR ACQUISITION
AGREEMENT OR CERTAIN TERMS THEREUNDER WILL
SUBSTANTIALLY PREVENT, RESTRICT OR LESSEN

COMPETITION IN THE RELEVANT MARKET.”

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SEC. 13. Section 17 of the same Act is hereby amended and denominated

as 17-D to read as follows:

“SEC. 17-D. [Compulsory] Notification AND REVIEW
PROCEDURE. — Parties to [the] a merger or acquisition [agreement
referred to in the preceding section wherein the value of the transaction
exceeds one billion pesos (Php1,000,000,000.00)] THAT IS SUBJECT
TO REVIEW BY THE COMMISSION BY VIRTUE OF SECTIONS
17-B OR 17-C OF THIS ACT SHALL SUBMIT THE FOLLOWING
INFORMATION TO THE COMMISSION ALONG WITH THEIR
MERGER NOTIFICATION:

“(1) REQUIRED DOCUMENTS AND INFORMATION FOR
REVIEW AS DETERMINED BY THE COMMISSION; AND

“(2) AN APPLICATION TO THE COMMISSION FOR A
DECISION.

“PARTIES TO A MERGER OR ACQUISITION THAT IS
SUBJECT TO REVIEW BY THE COMMISSION are prohibited from
consummating their agreement until thirty (30) days after providing
notification to the Commission in the form and containing the information
specified in the regulations issued by the Commission: Provided, That the
Commission [shall] MAY promulgate other criteria, such as increased
market share in the relevant market in excess of minimum thresholds, that
may be applied specifically to a sector, or across some or all sectors, in

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determining whether parties to a merger or acquisition shall notify the
Commission under this Chapter.

“PARTIES MUST GIVE PRIOR NOTICE TO THE
COMMISSION OF ANY MODIFICATIONS TO THE
TRANSACTION THAT ARE MADE AFTER THE
COMMENCEMENT OF THE COMMISSION’S REVIEW.

“An agreement consummated in violation of this [requirement to
notify the Commission] SECTION shall be considered void and subject
the parties to an administrative fine of one percent (1%) to five percent
(5%) of the value of the transaction.

“Should the Commission deem it necessary, it may request further
information that are reasonably necessary and directly relevant to the
prohibition under Section 20 hereof from the parties to the agreement
before the expiration of the thirty (30)-day period referred. The issuance of
such a request has the effect of extending the period within which the
agreement may not be consummated for an additional sixty (60) days,
beginning on the day after the request for information is freeeived}
COMPLIED WITH by the parties: Provided, That, in no case shall the
total period for review by the Commission of the subject agreement exceed
ninety (90) days from initial notification by the parties.

“When the above periods have expired and no decision has been

promulgated for whatever reason, the merger or acquisition shall be

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deemed approved and the parties may proceed to implement or
consummate it. All notices, documents and information provided to or
emanating from the Commission under this section shall be subject to
confidentiality rule under Section 34 of this Act except when the release of
information contained therein is with the consent of the notifying entity or
is mandatorily required to be disclosed by law or by a valid order of a court
of competent jurisdiction, or of a government or regulatory agency,
including an exchange.

“In the case of the merger or acquisition of banks, banking
institutions, building and loan associations, trust companies, insurance
companies, public utilities, educational institutions and other special
corporations governed by special laws, a favorable or no-objection ruling
by the Commission shall not be construed as dispensing of the requirement
for a favorable recommendation by the appropriate government agency

under Section 7[9]8 of the REVISED Corporation Code of the Philippines.

“A favorable recommendation by a governmental agency with a
competition mandate shall give rise to a disputable presumption that the
proposed merger or acquisition is not violative of this Act.”

SEC. 14. A new section denominated as Section 17-E is hereby inserted

after Section 17 of the same Act to read as:

“SEC. 17-E. MOTU PROPRIO REVIEW. — THE
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COMMISSION MAY INITIATE A MOTU PROPRIO REVIEW

OF A MERGER OR ACQUISITION WHICH IT REASONABLY
SUSPECTS WILL SUBSTANTIALLY PREVENT, RESTRICT, OR
LESSEN COMPETITION.

“THE COMMISSION SHALL ISSUE A NOTICE TO THE
PARTIES TO THE AGREEMENT UPON INITIATION OF
REVIEW, INCLUDING INTERIM ORDERS AND A REQUEST
FOR INFORMATION IT DEEMS REASONABLY NECESSARY
TO THE CONDUCT OF ITS REVIEW. THE COMMISSION MAY
REQUEST RELEVANT INFORMATION FROM
GOVERNMENT AGENCIES, IF NECESSARY.

“IF PARTIES RECEIVE NOTICE OF REVIEW FROM
THE COMMISSION PRIOR TO CONSUMMATION OF THEIR
AGREEMENT, THEY ARE PROHIBITED FROM
CONSUMMATING THEIR AGREEMENT UNTIL THE SAME
HAS BEEN CLEARED BY THE COMMISSION.

“IF PARTIES RECEIVE THE NOTICE OF REVIEW AFTER
THE AGREEMENT SHALL HAVE BEEN
CONSUMMATED, THEN THE COMMISSION SHALL

CONDUCT THE REVIEW IN A MANNER THAT WILL RESULT
IN THE LEAST DISRUPTION IN THE BUSINESS OPERATIONS

OF, AND LEAST BURDENSOME ON, THE PARTIES.”

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SEC. 15. Section 18 of the same Act is hereby amended to read as follows:
“SEC. 18. [Effeet—of—Netifieation.] ISSUANCE OF A
DECISION BY THE COMMISSION. -— IF [If within the relevant

periods stipulated _in the preceding section] AFTER THE

COMPULSORY OR VOLUNTARY REVIEW CONDUCTED BY
THE COMMISSION PURSUANT TO SECTION 17, _ the
Commission REASONABLY determines that_ [such] A PROPOSED
TRANSACTION OR = agreement WILL SUBSTANTIALLY
PREVENT, RESTRICT, OR LESSEN COMPETITION, and does
not qualify for exemption under Section 21 of this Chapter, the
Commission may:

“(a) prohibit the implementation of the agreement;

“(b) prohibit the implementation of the agreement unless and until it
is modified by changes specified by the Commission;

“(c) prohibit the implementation of the agreement unless and until
the pertinent party or parties enter into legally enforceable agreements
specified by the commission; OR

“(D) APPROVE THE IMPLEMENTATION, SUBJECT TO
COMPLIANCE WITH SPECIFIC CONDITIONS.”
SEC. 16. Section 19 of the same Act is hereby amended to read as follows:

SEC. 19. Notification {Fhresheld} AND REVIEW

REQUIREMENTS. — The Commission shall, from time to time, adopt
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and publish regulations stipulating:

“(a) AN INCREASE IN the transaction value threshold and such
other criteria subject to the notification requirement of Section 17 of this
Act;

“(b) The information that must be supplied for notified mergerS or
acquisitionS AND MERGERS OR ACQUISITIONS UNDERGOING
REVIEW;

“(c) Exceptions or exemptions from the [notification] REVIEW
requirement; and

“(d) Other rules relating to the notification procedures.”

Sec. 17. Section 20 of the same Act is hereby amended to read as follows:

“SEC. 20. Prohibited Mergers and Acquisitions. — Merger or
acquisition agreements that substantially prevent, restrict or lessen
competition in the relevant market or in the market for goods or services
as may be determined by the Commission shall be prohibited.

“A MERGER OR ACQUISITION THAT IS DEEMED
PROHIBITED EX-POST SHALL BE SUBJECT TO THE
NECESSARY REMEDIES AS MAY BE DETERMINED BY THE
COMMISSION.”

SEC. 18. Section 26 of the same Act is hereby amended to read as follows:

“SEC. 26. Determination of Anti-Competitive Agreement or Conduct. — In

determining whether an anti-competitive agreement or

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347

conduct [has-been-committed] SUBSTANTIALLY PREVENTS,
RESTRICTS, OR LESSENS COMPETITION, the Commission, IN
APPROPRIATE CASES, shall, INTER ALIA:
“a)x x x”
SEC. 19. Section 28 of the same Act is hereby amended to read as follows:
“SEC. 28. Forbearance. — The Commission may forbear from
applying the provisions of this Act, for a limited time, in whole or in part,
in all or specific cases, on [an-entity-er] A group of entities, if in its
determination:

XX x,

“The Commission’s order exempting the relevant [entity-or] group
of entities under this section shall be made public. Conditions may be
attached to the forbearance if the Commission deems it appropriate to
ensure the long-term interest of consumers.”

“xox x”

SEC. 20. New sections denominated as Section 28-A and Section 28-B are
hereby inserted after Section 28 of the same Act to read as follows:

“SEC. 28-A. ASSISTANCE TO RELEVANT AGENCIES ON
INCENTIVES. — THE COMMISSION SHALL ASSIST THE

RELEVANT GOVERNMENT AGENCY ON FISCAL AND OTHER
INDUSTRY-SPECIFIC INCENTIVES IN ASSESSING

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369

POSSIBLE ANTI-COMPETITIVE EFFECTS OF INCENTIVE
SCHEMES OF THE GOVERNMENT BASED ON THE
FOLLOWING FACTORS:

“() WHETHER THE INCENTIVE SCHEME GRANTS
UNDUE COMPETITIVE ADVANTAGE TO AN ENTITY OR
ENTITIES;

“Q) WHETHER THE INCENTIVE SCHEME IS
PROPORTIONATE AND NECESSARY TO ACHIEVE A GIVEN
EFFICIENCY OR EQUITY OBJECTIVE;

“(@) WHETHER THE ACTUAL BENEFIT ACHIEVED
THROUGH THE INCENTIVE SCHEME OUTWEIGHS THE COST
OF DISTORTING COMPETITION; AND

“(4) OTHER FACTORS THAT MAY BE DETERMINED
BY THE COMMISSION.

“SEC. 28-B. RECOMMENDATION ON GOVERNMENT
INCENTIVES. — FOR INCENTIVES WHICH THE COMMISSION
DEEMS TO HAVE ADVERSELY AFFECTED COMPETITION
IN THE RELEVANT MARKET OR IN THE
MARKET FOR GOODS AND SERVICES ACCORDING TO
SECTION 24, THE COMMISSION SHALL ISSUE AN EXPERT

OPINION OR NO OBJECTION CERTIFICATE RULING TO THE
RELEVANT GOVERNMENT AGENCY ON FISCAL AND

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OTHER INDUSTRY-SPECIFIC INCENTIVES, AND
RECOMMEND REMEDIES SUCH AS THE REVISION OR
REVOCATION OF SUCH INCENTIVE SCHEME AND THE
RECOVERY OF INCENTIVES WITH INTEREST.”

SEC. 21. Section 29 of the same Act is hereby amended to read as follows:

“SEC. 29. Administrative Penalties. —

“(a) Administrative Fines. —In any investigation under Chapter I,
Sections 14 and 15, and Chapter IV, Sections 17 and 20 of this Act, after
due notice and hearing, the Commission may impose [thefolowing
sehedule-of] administrative fines NOT EXCEEDING TEN PERCENT
(10%) OF THE TOTAL GLOBAL TURN-OVER OF THE
ULTIMATE PARENT ENTITY [on-eny] OF THE entity found to

have violated the said sections[:].

[First offense-Fine of up-to-one hundred million-pesos

€P250,000,000-00}5]

“Tn fixing the amount of the fine, the Commission shall have regard

to both the gravity and the duration of the violation.


“(b) Failure to Comply With An Order of the Commission. ~ An
entity which fails or refuses to comply with a ruling, order,

CONDITION or decision issued by the commission shall pay a
penalty

of not less than [Fifty] ONE HUNDRED Thousand Pesos
[€256,990-00)] (Php100,000.00) up to [Fwo] FIVE Million Pesos

[¢22,000,000-98})] (Php5,000,000.00), OR ONE PERCENT
(1%) OF

THE TURNOVER, WHICHEVER IS GREATER, for cach
violation

and a similar amount of penalty for each day thereafter until the
said 9 entity fully complies. Provided that these fines shall only

accrue daily

10 beginning forty five (45) days from the time that the said decision, order 11 or

ruling was received.

12

13

14

16

7

18

“(©) Supply of Incorrect or Misleading Information. ~ The

Commission may likewise impose upon any entity fines of up to
[One]

TWO million pesos [P4,900,000-00)] (Php2,000,000.00) where,

15 intentionally or negligently, they supply incorrect or misleading

information in any document, application or other paper filed with or

submitted to the Commission or supply incorrect or misleading

information in an application for a binding ruling, a proposal for a 19

consent judgment, proceedings relating to a show cause order, or

35


20 application for modification of the Commission’s ruling, order or 21 approval, as

the case may be.

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1

12

13

14

15

16

7

18

19

20

“(@) Any other violations not specifically penalized under the
relevant provisions of this Act shall be penalized by a fine of not less than
[fy] ONE HUNDRED thousand pesos —_[(50,000.00)]
(Php100,000.00) up to [two] FIVE million pesos [¢P2;000,000-00)]
(PhpS,000,000.00).

“(E) OBSTRUCTION. - THE COMMISSION MAY IMPOSE
A FINE OF NOT LESS THAN ONE HUNDRED THOUSAND
PESOS (P100,000.00) UP TO FIVE MILLION PESOS
(P5,000,000.00) ON ANYONE WHO COMMITS ANY
OBSTRUCTION OF ANY INVESTIGATION OR PROCEEDINGS
OF THE COMMISSION, THE IMPLEMENTATION OF THE
ORDERS, RULINGS, OR DECISIONS OF THE COMMISSION,
OR THE ENFORCEMENT OF THE ACT, ITS IMPLEMENTING
RULES, OR OTHER COMPETITION LAWS.

“(F) REPRISAL OR DISCRIMINATION. — ANY PERSON

THAT COMMITS ANY FORM OF REPRISAL OR
DISCRIMINATION AGAINST ANYONE COOPERATING OR
FURNISHING INFORMATION, DOCUMENT, OR DATA TO THE
COMMISSION IN CONNECTION WITH AN

INVESTIGATION OR PROCEEDING BEING CONDUCTED,

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22

23

24

25

26

27

28

29

30

31

32

33

34

35

36

37

38

39

41

SHALL BE PENALIZED WITH A FINE OF NOT LESS THAN ONE
HUNDRED THOUSAND PESOS (Php100,000.00) UP TO FIVE
MILLION PESOS (Php5,000,000.00).

“REPRISAL OR DISCRIMINATION SHALL INCLUDE
REMOVAL, DISCHARGE, DEMOTION, SUSPENSION,
THREATS, HARASSMENT, OR ANY FORM OF RETALIATION
IN THE TERMS AND CONDITIONS OF EMPLOYMENT,
AGENCY, OR ENGAGEMENT, AS THE CASE MAY BE.

“(G) FAILURE TO NOTIFY THE COMMISSION OF SALE,
DISPOSITION, OR ANY OTHER TRANSFER DURING
ADJUDICATION. — A RESPONDENT THAT FAILS TO NOTIFY
THE COMMISSION OF ANY SALE, DONATION,
DISPOSITION, OR ANY OTHER TRANSFER, WHETHER
ABSOLUTE OR OTHERWISE, MADE DURING
ADJUDICATION, OF ITS INTEREST IN BUSINESSES,
SHAREHOLDINGS, BUSINESS UNITS, ASSETS, OR ANY
OTHER INTEREST RELATED TO MATTERS UNDER
ADJUDICATION SHALL BE PENALIZED WITH A FINE OF
NOT LESS THAN ONE HUNDRED THOUSAND PESOS
(Php100,000.00) UP TO FIVE MILLION PESOS (Php5,000,000.00).

“Provided that the schedule of fines indicated in this Section shall

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50

st

52

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5s?

58

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63

be [increased] REVIEWED AND MAY BE ADJUSTED by the
Commission every five (5) years to maintain their real value from the time
it was set.”
SEC. 22. Section 30 of the same Act is hereby amended to read as follows:
“SEC. 30. Criminal Penalties. - An entity that enters into any
anticompetitive agreement as covered by Chapter III, Section 14(a) and
14(b) under this Act shall, for each and every violation, be penalized by
imprisonment from two (2) to seven (7) years, and a fine of not less than
fifty million pesos (PhpS0,000,000.00) but not more than two hundred
fifty million pesos (Php250,000,000.00) OR A FINE EQUIVALENT
TO TEN PERCENT (10%) OF RELEVANT TURNOVER FOR THE
YEAR(S) OF INFRINGEMENT, WHICHEVER IS
GREATER. The penalty of imprisonment shall be imposed upon the
responsible officers, and directors of the entity.

x Xx Xx.

SEC. 23. A new section to be denominated as Section 30-A of the same

Act is hereby amended to read as follows:

“SEC. 30-A. LIABILITY OF FACILITATORS - ANY
PERSON WHO AIDED, ABETTED, OR INDUCED A PERSON,
WHETHER BY THREATS OR PROMISES TO COMMIT ANY
OF THE PROHIBITED ACTS OR VIOLATIONS UNDER

SECTIONS 14 AND 15 OF THIS ACT, OR IN ANY WAY
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67

68

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70

n

R

B

74

75

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7

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81

82

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85

DIRECTLY OR INDIRECTLY, PARTICIPATED

OR CONSPIRED WITH OTHERS TO THE COMMISSION OF
THE

PROHIBITED ACTS OR VIOLATIONS SHALL BE LIABLE
UNDER THIS ACT.”

SEC. 24, Section 32 of the same Act is hereby amended to read as follows:

“SEC. 32. Relationship with Sector Regulators. — The
Commission shall have original and primary jurisdiction in the
enforcement OF THIS ACT and THE regulation of all competition-
related issues.

“THE COMMISSION SHALL EXERCISE ORIGINAL AND
EXCLUSIVE JURISDICTION OVER THE ADJUDICATION OF
ALL COMPETITION-RELATED CASES UNDER THIS ACT.

“The Commission shall still have jurisdiction if the issue involves
both competition and noncompetition issues, but the concerned sector
regulator shall be consulted and afforded reasonable opportunity to
submit its own opinion and recommendation on the matter before the
Commission makes a decision on any case.

“x x x.”

SEC. 23. Section 35 of the same Act is hereby amended to read as follows:

“SEC. 35. Leniency Program. —

“Kx

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“(b) Upon the entity’s discovery of illegal activity, it took prompt
and effective action to terminate its participation therein; UNDERTAKEN

IN CONSULTATION AND WITH THE

APPROVAL OF THE COMMISSION;

“xx x,

“(d) The entity did not coerce another party to participate in the

activity [and-clearly—was-not_theteader_in, or the originator-of the
activity].

“Even after the Commission has received information about the
illegal activity after a fact finding or preliminary inquiry has commenced,
the reporting entity [will] MAY be granted leniency, provided preceding
conditions (b) and (c)and the following additional requirements are
complied with:

“[4)-Phe-entity_is_thefirst_to-comeforward_and- qualify for
lenieney;]

“{(2)] (1) At the time the entity comes forward, the Commission
does not have evidence against the entity that is likely to result in a
sustainable conviction; and

“{(3)] (2) The Commission determines that granting leniency would
not be unfair to others.

“THE COMMISSION SHALL DEVELOP SPECIFIC

CRITERIA FOR QUALIFICATION FOR THE LENIENCY
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PROGRAM AS IT DEEMS APPROPRIATE.
“Such program shall include the immunity from any suit or charge

of affected parties and third parties, exemption, waiver, or gradation of

fines and/or penalties giving precedence to the entity submitting such

SEC. 24. Section 37 of the same Act is hereby amended to read as follows:

“SEC. 37. Non-Adversarial Remedies. — As an implementing and
enforcement policy, the Commission shall, under such rules and
regulations it may prescribe, encourage voluntary compliance with this
Act and other competition laws by making available to the parties
concerned the following and other analogous non-adversarial
administrative remedies, before the institution of administrative, civil or
criminal action:

“@) xxx

“(b) Show Cause Order. — Upon preliminary findings motu proprio
or on written complaint under oath by an interested party that any entity

is conducting its business, in whole or in part in a manner that may not

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132

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147

148

149

150

151

be in accord with the provisions of this Act or other competition laws,
and it finds that the issuance of a show cause order would be in the
interest of the public, the Commission shall issue and serve upon such
entity or entities a written description of its business conduct complained
of, a statement of the facts, data, and information together with a
summary of the evidence thereof, with an order requiring the said entity
or entities to show cause, within the period therein fixed, why no order
shall issue requiring such person or persons to cease and desist from
continuing with its identified business conduct, or pay the administrative
fine therein specified, or readjust its business conduct or practices;

“(c) Consent Order. — At any time prior to the conclusion by the
Commission of its inquiry RELATING TO SECTIONS 14(B) AND 15
OF THIS ACT, any entity under inquiry may, without in any manner
admitting a violation of this Act or any other competition laws, submit to
the Commission a written proposal for the entry of a consent order,
specifying therein the terms and conditions of the proposed consent order
which shall include among others the following:

“(1) [Fhe payment of an-amount-within the range of fines provided
for-under-this-Aet] PAYMENT OF DAMAGES TO ANY PRIVATE

.RTY/PARTIES WHO MAY HAVE SUFFERED INJURY;
“(2) The required compliance report as well as an entity to submit
regular compliance reports;

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173

“(3) AN UNDERTAKING TO PAY AN AMOUNT WITHIN

THE RANGE OF FINES PROVIDED FOR UNDER THIS ACT

injury]; and

“(4) Other terms and conditions that the Commission deems
appropriate and necessary for the effective enforcement of this Act or
other Competition Laws:

“Provided, That a consent order shall not bar any inquiry for the
same or similar acts if continued or repeated;

“PROVIDED, FURTHER, THAT THIS REMEDY IS NOT
AVAILABLE TO ANY ENTITY UNDER INQUIRY FOR
VIOLATIONS OF SECTION 14 (A) AND (B) OF THIS ACT.

“@x x x;

“(e) Inadmissibility of Evidence in Criminal Proceedings. — The
request for a binding ruling[;] OR the show cause order [or the proposal
for-eensent-order]; the facts, data, and information therein contained or
subsequently supplied by the entity or entities concerned; admissions,
oral or written, made by them against their interest; all other documents
filed by them, including their evidence presented in the proceedings
before the Commission; and the judgment or order rendered thereon;
shall not be admissible as evidence in any criminal proceedings arising
from the same act subject of the binding ruling[;] OR show cause order

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176

177

178

179

180

181

185

186

187

188

189

190

191

192

193

[or—eonsent—order] against such entity or entities, their officers,
employees, and agents.”
SEC. 25. Section 38 of the same Act is hereby amended to read as follows:

“SEC. 38. Contempt. — The Commission may [summarily] punish

for contempt [by imprisonment not exceeding thirty 30) days or by-afine

entity_guilty—of—sueh] ANY OF THE FOLLOWING ACTS
COMMITTED AGAINST OR BEFORE THE COMMISSION OR
AGENCY, OFFICER, OR PERSON VESTED WITH AUTHORITY
OR DEPUTIZED BY THE COMMISSION:

[miscond hep £-the-Commission-in-its_vieini

“(A) MISCONDUCT THAT SERIOUSLY INTERRUPTS

ANY HEARING, SESSION, OR PROCEEDING.
“(B) REFUSAL TO BE SWORN AS A WITNESS OR TO

ANSWER QUESTIONS OR TO FURNISH INFORMATION

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195

196

197

198

199

200

201

202

203

204

205

106

209

210

241

WHEN LAWFULLY REQUIRED TO DO SO, AT A HEARING,
PROCEEDING, SESSION, OR INVESTIGATION, WITHOUT
ANY VALID OR JUST CAUSE;
“(C) WILLFUL FAILURE OR REFUSAL, WITHOUT JUST
CAUSE, TO COMPLY WITH A SUMMONS OR SUBPOENA; AND
“(D) FAILURE OR REFUSAL TO COMPLY WITH ANY
ORDER, RULING OR DECISION OF THE COMMISSION.
“CONTEMPT SHALL, AFTER DUE NOTICE AND
HEARING, BE PUNISHED BY IMPRISONMENT OF NOT
MORE THAN THIRTY (30) DAYS OR BY A FINE OF NOT
MORE THAN ONE HUNDRED THOUSAND PESOS

(Php100,000.00), OR BOTH, AS MAY BE DETERMINED UNDER

THE PROVISIONS OF THE RULES OF COURT OF THE

PHILIPP! S: PROVIDED, THAT WHEN THE PERSON

COMMITS ANY OF THE ACTS UNDER (A) AND (B) IN THE
PRESENCE OF THE COMMISSION, THE PERSON SHALL BE
PUNISHED SUMMARILY.

oWHEN THRE CONFEMPE CONSISTS EX THE REFUSAL,
OF THE PERSON-T0- PERFORM, HE-MAY-BE-IMPRISONED BY
ORDER OF THE COMMISSION UNTH, HE PERFORMS FEO

SEC. 26. Section 39 of the same Act is hereby amended to read as follows:

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221

222

223

224

226

227

228

229

230

231

232

233

234

235

236

237
238

“SEC. 39. Appeals of the Decisions of the Commission. —
Decisions of the Commission shall be appealable to the Court of Appeals
in accordance with [the] RULE 65 OF THE Rules of Court. The appeal
shall not stay the order, ruling or decision sought to be reviewed, unless
the Court of Appeals shall direct otherwise upon such terms and
conditions it may deem just. In the appeal, the Commission shall be
included as a party respondent to the case.”
SEC. 27. Section 46 of the same Act is hereby amended to read as follows:

“SEC. 46. Statute of Limitations. — Any action arising from a
violation of any provision of this Act shall be forever barred unless
commenced within five (5) years from:

“(a) For criminal actions, the time the violation is discovered by the
offended party, the authorities, or their agents;

“(b) For [admtinistrative-and] civil actions, the time the cause of
action accrues; AND

“(c) For administrative actions, |the-time-the-cause-of action-accrues]

THE TIME THE VIOLATION IS DISCOVERED BY THE
COMMISSION.”
SEC. 28. Section 51 of the same Act is hereby amended to read as follows:

“g)

:C. 51. Appropriations and Use of Fees, Charges and

Penalties. - The initial budgetary requirements of the Commission of three
hundred million pesos (Php300,000,000.00) is hereby appropriated.

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240

241

242

243

244

245,

246

247

248

249

250

251

252

253

254

255

256

257

258

259

260

Freasury-and shall aceruete the generalfunds.] THE COMMISSION
SHALL BE AUTHORIZED TO RETAIN 50% OF ALL FEES,

FINES, AND PENALTIES COLLECTED BY THE COMMISSION
FOR THE PURPOSE OF CREATING THE ANTITRUST FUND,
‘WHICH SHALL BE USED TO DEVELOP AND UTILIZE A
RESEARCH AND INVESTIGATION FUND, AS PROVIDED IN
SECTIONS 12(S) AND 12(Y) OF THIS ACT, FOR PURPOSES OF
ENFORCEMENT OPERATIONS, INFORMANT’S BENEFITS
OR PROTECTION, FUND STAFF DEVELOPMENT AND
SCHOLARSHIPS, REWARDS FOR REPORTING VIOLATIONS

OF THE PCA, THE ESTABLISH!

IT OF A COMPLIANCE
PROGRAM, RESEARCH AND DEVELOPMENT, EDUCATION
AND ADVOCACY, AND OTHER NECESSARY EXPENDITURES
TO PROMOTE FAIR MARKET COMPETITION AND THE
OBJECTIVES OF THIS ACT. THE USE OF SUCH ADDITIONAL
AMOUNT SHALL BE SUBJECT TO THE AUDITING
REQUIREMENTS, STANDARDS, AND PROCEDURES UNDER
EXISTING LAWS.

“Such funds necessary for the continuous and effective operation
of the Commission shall be included in the annual General

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264

265

266

267

268

269

270

271

272

273

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276

277

278

279

280

281

282

Appropriations Act.”

SEC. 29. Section 52 of the same Act is hereby amended to read as follows:
“SEC. 52. Transparency Clause. — Final decisions, orders and

rulings of the Commission AND THE INITIATION OF A MOTU

PROPRIO REVIEW OF A MERGER OR ACQUISITION shall be

published on the official website OF THE COMMISSION, subject to

Section 34 of this Act.”

SEC. 30. Separability Clause. - Should any provision of this Act or any
part hereof be declared unconstitutional, the other provisions or parts not affected
thereby shall remain valid and effective-

SEC. 31. Repealing Clause. — The following laws, and all other laws,
decrees, executive orders and regulations, or part or parts thereof inconsistent
with any provision of this act, are hereby repealed, amended or otherwise
modified accordingly:

(a) Articles 185 and 186 of Act No. 3815, otherwise known as the
“Revised Penal Code”: Provided, That violations of Articles 185 and 186 of the
Revised Penal Code committed before the effectivity of this Act may continue to
be prosecuted unless the same have been barred by prescription, and subject to
the procedure under Section 31 of this Act;

(6) Section 4 of Commonwealth Act No. 138;

(c) Section 43 (k), (r), (s), (u) on functions of the ERC and Section 45

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of Republic Act No. 9136, entitled “An Act Ordaining Reforms in the Electric
Power Industry, Amending for the Purpose Certain Laws and for Other
Purposes, otherwise known as the ‘Electric Power Industry Reform Act of 2001;”

(d) Section 24 on illegal acts of price manipulation and Section 25 on
penalty for illegal acts of price manipulation of Republic Act No. 9502, entitled
“An Act Providing for Cheaper and Quality Medicines, Amending for the
Purpose Republic Act No. 8293 or the Intellectual Property Code, Republic Act
No. 6675 or the Generics Act of 1988, and Republic Act No. 5921 or the
Pharmacy Law, and for Other Purposes,” otherwise known as the “Universally
Accessible Cheaper And Quality Medicines Act Of 2008;"

(e) _ Executive Order No. 45, Series of 2011, designating the Department
of Justice as the competition authority, Department of Justice Circular 005, Series
of 2015 and other related issuances;

(f) SECTION 5(3) OF REPUBLIC ACT NO. 7581, OTHERWISE
KNOWN AS THE “PRICE ACT,” AS AMENDED; AND

(g) SECTIONS 87 AND 91 OF REPUBLIC ACT NO. 8293,
OTHERWISE KNOWN AS THE “INTELLECTUAL PROPERTY CODE
OF THE PHILIPPINES.”

SEC. 32. Effectivity Clause. — This Act shall take effect after fifteen (15)
days after its publication in the Official Gazette or in a newspaper of general
circulation.

Approved,


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