Haldanes interviewed by SCMP on ParknShop-Wellcome supermarket merger

20/04/2026

Haldanes’ Partner Felix Ng was recently featured in the South China Morning Post to provide competition law insight into the potential merger between Hong Kong’s two largest supermarket giants, Wellcome and ParknShop.

ParknShop-Wellcome Megamerger

The reported negotiations between Jardine Matheson and CK Hutchison Holdings have sparked vigorous discussions regarding potential market dominance and abuse of market power in the grocery sector. While some financial assessments suggest a combined market share of less than 50%, other local figures estimate the merged entity could control up to 80% of the sector, raising questions about future pricing and competition issues.

The Hong Kong Competition Commission is also monitoring media reports and paying close attention to any future developments of this megamerger.

Merger Control & Second Conduct Rule under the Competition Ordinance

During the SCMP interview, Felix examined the scope and limitations of the present regulatory regime under the Competition Ordinance (Cap. 619) which had been in force since 2015:

1. The Competition Ordinance has two major “pillars” – the First Conduct Rule prohibits anti-competitive agreements and concerted practices between two or more undertakings, while the Second Conduct Rule targets the unilateral abuse of substantial market power. These substantive provisions are very similar to Articles 101 and 102 of the Treaty on the Functioning of the European Union (TFEU).
2. The third “pillar” – the Merger Rule – is of relatively limited significance at this stage. Unlike other major jurisdictions, the Ordinance does not provide for a cross-sector merger control regime. The current scope of the Merger Rule is limited to the telecommunications sector only (Section 3 of Schedule 7 of the Competition Ordinance repeals and replaces section 7P of the Telecommunications Ordinance, Cap 106).
3. Most importantly, Felix highlighted that being a monopoly is not in itself unlawful, unless there is evidence suggesting that there is an “abuse” of substantial market power which may trigger a Second Conduct Rule violation.
4. Neither the Competition Ordinance nor the Competition Commission’s Guidelines on the Second Conduct Rule lays down any hard and fast rules on how to define “substantial market power”. Pursuant to Paragraphs 3.6 to 3.8 of the Guidelines, the Competition Commission will assess market power based on a basket of factors, including the market share, pricing power and barriers to entry etc.
5. Under the Guidelines, typical examples of an abuse of a substantial degree of market power include:

Felix’s Antitrust & Competition Law Practice

As the head of Haldanes’ Antitrust and Competition Law practice, Felix Ng specialises in navigating complex regulatory investigations and representing clients in Competition Tribunal proceedings. He manages high-stakes antitrust investigations brought by the Competition Commission and other global enforcement agencies, offering expertise that covers cartel conduct and market dominance issues. A consistently recognised leader in the field, Felix is frequently cited by Legal 500, Lexology / Who’s Who Legal, Asian Legal Business, Doyles’ Guide, Benchmark Litigation, China Business Law Journal and Mondaq for his work in antitrust and regulatory compliance.

The original SCMP article

Read the full news article here: Watchdog eyeing potential merger of supermarket giants

Our team and other relevant publications

For more information on how we assist clients with competition law matters in Hong Kong, please visit our Antitrust & Competition Law practice page.

Our relevant publications include:

• Lexology’s In-depth Cartels and Leniency Guide: An overview of the Hong Kong competition law regime, this article details the statutory framework of the Competition Ordinance, recent enforcement actions against cartels in 2025, and the procedural mechanics of the Commission’s leniency and cooperation programmes.
• The World Bank’s Business Ready 2025 Report: Our Head of Antitrust and Competition Law practice, Felix Ng, alongside Associates Florence Yan, Joanne Lam, and Brian Fung, have been selected as expert contributors for Hong Kong to the Market Competition section. 
• Haldanes’ Practical Guide 2021 to Competition Commission investigations: This article provides a comprehensive overview of the Hong Kong Competition Ordinance’s regulatory framework and enforcement regime, offering practical guidance on navigating investigations, dawn raids, and leniency policies.
• Competition Law in Hong Kong: 9 Things You Need to Know: This article examines the core tenets of the Hong Kong Competition Ordinance, outlining its regulatory framework, enforcement mechanisms, and the significant civil sanctions applicable to anti-competitive conduct and abuses of market power.

We are dedicated to offering premier legal guidance and technical expertise to assist our clients in managing the intricate and changing landscape of Hong Kong competition law.