TAIWAN Law and Practice Contributed by: Derrick Yang, Judy Lo and Yu-Ting Su, Lee and Li Attorneys-at-Law
8.5 Forum, Procedure and Remedies Disputes arising directly from M&A transactions are most commonly resolved through arbitration. In cross- border M&A deals, it is common practice to designate Singapore (SIAC) or Hong Kong (HKIAC) as the seat of arbitration. Once a foreign arbitral award is recognised by a Taiwanese court, it carries the same weight as a final and binding court judgment and can serve as the basis for compulsory enforcement. With respect to litigation relating to defects in reso - lution procedures, it is common to seek provisional injunctions from the court to preserve the status quo before the judgment becomes final. Such injunctions may include, for example, prohibiting the convening of specific shareholders’ meetings, restricting the transfer of certain shares or assets, or preventing the exercise of particular voting rights.
sion for the challenge to be admissible. Consequent - ly, if the party seeking to file a challenge is not the addressee of the decision, pursuing such a challenge is generally more difficult. 9.3 Standard of Review and Deference to Regulators In practice, courts typically acknowledge the special - ised expertise and statutory authority of administrative agencies and thus defer to their discretion and uphold their decisions. That is, courts exercise a relaxed scrutiny in judicial review to show a deference to the discretion of and the decisions rendered by the administrative branch, and will intervene on an exceptional basis only in cas - es of manifest error. Such errors include, for example: wrongful reliance on incorrect or incomplete facts; misapplication of legal concepts to facts; interpreta - tions of law that contradict established rules or higher legal norms; decisions that violate generally accepted value standards; decisions based on irrelevant con - siderations; or violations of statutory requirements, including due process, legal principles or other funda - mental doctrines. Thus, judicial intervention is limited to clear and significant errors undermining the legality Interim relief is more commonly sought in cases involving challenges to corporate procedures, such as prohibiting the convening of a board or sharehold - ers’ meeting, or disputing the validity of a board or shareholders’ resolution approving a transaction. These measures help maintain the status quo until the dispute is finally resolved. For example, in a 2025 case involving a food com - pany’s TWD3.6 billion investment in a payment plat - form, a shareholder challenged the board resolution approving the transaction and petitioned the court to enjoin the closing of the transaction pending the court’s final judgment. In considering the petition, the court assessed the necessity of preserving the status quo and ultimately granted the injunction. or fairness of the administrative decision. 9.4 Interim Relief and Suspension of Decisions
9. M&A Litigation Relating to Regulatory Decisions
9.1 Judicial Challenges to Regulatory Actions In Taiwan, litigation challenging merger control or FDI decisions is relatively uncommon. This is primarily due to procedural requirements and judicial defer - ence. First, any party wishing to contest such a deci - sion must exhaust administrative remedies by filing an administrative appeal directly with the relevant authority; only if this appeal is unsuccessful may the party proceed with judicial review. Second, experi - ence shows that courts tend to uphold administrative decisions in practice, out of respect for the specialised expertise of administrative agencies and the statutory authority granted to them. 9.2 Standing and Access to Courts Under Taiwan law, a party subject to an adverse administrative decision is entitled to challenge the decision. Interested parties whose existing and legiti - mate rights or de jure interests have been adversely affected by the decision are also eligible to do so; however, third parties with only economic, emotional or similar connections do not qualify as interested parties. Furthermore, there must be a direct causal link between the infringement of the interested party’s rights and the allegedly unlawful administrative deci -
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