TAIWAN Trends and Developments Contributed by: Weita Liao, Denise Jen, Arthur Chang and Peter Chen, LCS & Partners
does not present substantial anti-competitive risks or a high degree of market concentration. On the other hand, while such instances are infre - quent, the TFTC has historically issued a number of decisions prohibiting mergers. In 2024, the TFTC pro - hibited two merger cases: the acquisition of Tang Eng Iron Works Co, Ltd by Yieh United Steel Corporation and Yieh Phui Enterprise Co, Ltd, and the acquisition of Foodpanda, a major food delivery platform, by its primary competitor, Uber Eats. The Foodpanda-Uber Eats case, in particular, attracted significant attention, marking another high-profile M&A prohibition. This fol - lows the notable 2019 ruling that blocked Cashbox Partyworld Co, Ltd, from acquiring 100% of Holiday Entertainment Co, Ltd, which are Taiwan’s two largest karaoke operators. According to a press release issued by the TFTC, Uber and its subsidiary plan to acquire all shares of Ger - many-based Delivery Hero SE’s subsidiaries, includ - ing Foodpanda Taiwan. On 25 December 2024, the TFTC ruled that the anti-competitive disadvantages resulting from the transaction would outweigh the overall economic benefits and that no remedy could adequately maintain market competition. As a result, the merger was prohibited under Article 13, paragraph 1 of the Fair Trade Act. TFTC found that the merger posed significant concerns regarding restrictions on competition. The primary competitor faced by Uber Eats came from Foodpanda, and the merger would eliminate market competition. Moreover, the competi - tive pressure exerted by other players in the market was considered limited, leaving Uber Eats largely free from competition post-merger. This would give Uber Eats greater incentives to raise prices for consum - ers and increase commission fees for restaurants. Potential competitors were deemed unlikely to enter the market in a timely or sufficient manner to exert competitive pressure on Uber Eats. Additionally, since Uber Eats primarily serves individual consumers and small-to-medium-sized restaurants, it would be dif - ficult for these businesses to bypass food delivery platforms by relying on direct delivery or alternative channels to counter Uber Eats’ market power. As a result, the TFTC believes that the proposed merger would further weaken any countervailing forces. The fallout of this decision reached its conclusion in March
2025, when Uber Eats formally announced the termi - nation of the acquisition. Both this case and the 2019 Cashbox-Holiday case highlight the TFTC’s general concern about significant restrictions on competition when mergers involve leading market players. Anticipated material changes in the near future In December 2023, TFTC released the updated ver - sion of the “White Paper on Competition Policy in the Digital Economy”, which includes TFTC’s latest guide - line toward “killer acquisition”, “the role that personal data plays in merger control” and other competition law topics. The white paper will become the guideline for how TFTC handles relevant cases in the rapidly changing digital world, and will also likely serve as the basis for future amendments to the Fair Trade Act. In addition, under the current Fair Trade Act, com - panies must seek merger approval if their combined market share reaches one-third, or if a single partici - pating entity holds a one-fourth share. However, defin - ing relevant markets and calculating precise shares often creates significant legal uncertainty and high compliance costs for businesses. Therefore, the TFTC proposed draft amendments to the Fair Trade Act aim at abolishing the market share threshold for merger filings. However, any movement toward such a shift remains at a highly preliminary stage. Recent Developments in M&A Regulations Amendment to the M&A Act To facilitate corporate transformation, the Executive Yuan approved a draft amendment to the Business Mergers and Acquisitions Act (the “M&A Act”) on 21 August 2025. This initiative promotes the creation of industrial holding companies to consolidate resourc - es, allowing for a more efficient distribution of risks and costs. The primary goal of this amendment is to remove existing tax barriers that hinder mergers and acquisitions. Specifically, it establishes new tax measures for share swaps. If a company is acquired as a 100%-owned subsidiary under Article 29 of the M&A Act, and the acquiring company is certified as an industrial holding company by the National Develop - ment Council, shareholders may choose a tax deferral option.
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