Antitrust Compliance Policy
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Original Equipment Suppliers Association
Antitrust Compliance Policy
All OESA meetings and related activities shall be conducted to comply strictly with all applicable antitrust laws. The antitrust principles discussed below apply to every meeting or conference call, no matter how informal, in which OESA members and staff participate under OESA auspices.
Antitrust laws at a federal and state level are intended to promote competition by prohibiting competitors from fixing prices, allocating markets, restricting employee mobility, or otherwise restricting competition. Antitrust violations can result in civil fines and criminal penalties for organizations and individuals, and damage to the reputation of the violators.
However, these same laws allow competitors to engage in industry and statistical reporting, provided that neither the intent nor effect is to reduce competition among themselves, their suppliers, or their customers. In fact, properly conducted, information sharing is often pro-competitive and is therefore supported by antitrust enforcement agencies.
CLICK HERE for the Federal Trade Commission Guide to Antitrust.
As a trade association, OESA takes the issue of antitrust very seriously, and has conducted itself according to strict antitrust guidelines since its inception. OESA has never been accused of participating in or facilitating an antitrust violation, and intends to continue this clean record.
Here are a few of the ways that we ensure that OESA is in compliance with antitrust law:
- OESA relies on the law firm of Arent Fox to provide guidance and legal advice in all related matters.
- OESA uses the OESA Antitrust Guidelines at all events and Council meetings. CLICK HERE for a copy of the OESA Antitrust Guidelines.
- OESA utilizes a published agenda for each meeting.
- OESA uses outside counsel for all council meetings.
- OESA keeps complete and accurate minutes from council, committee and board meetings, that include a record of all conversation topics and individuals present.
- All records are retained according to OESA record retention policies.
- All minutes and work products are reviewed by OESA antitrust counsel before dissemination.
- All OESA surveys are reviewed by antitrust counsel before they are conducted.
- All survey results are reviewed before they are issued.
- OESA periodically provides education to members on antitrust compliance.
- OESA holds ongoing training for staff to ensure compliance with all antitrust laws.
- Annually OESA reviews antitrust guidelines, policies and procedures with the OESA Board of Directors, OESA outside counsel, and OESA staff.
There is recognition that associations can provide an important service by facilitating the legitimate exchange of information among competitors. Such information should normally be gathered from individual firms on a confidential basis by a third party and disseminated on an aggregate basis. Benchmarking, a structured approach to learning about the processes employed by the best companies in their class, is treated as a form of information exchange under the antitrust laws. The legitimate purpose of benchmarking is to improve performance and quality, thereby enhancing efficiency. It is an appropriate role for a trade association to facilitate benchmarking.
OESA works with affiliate law firm members on an on-going basis as well, which provide guidance and assistance in this area. OESA’s general counsel will periodically review these antitrust policies and guidelines with other law firms and lawyers providing guidance.
Requirements for member antitrust compliance
- Do not discuss current or future prices.
- Do not discuss any increase or decrease in prices.
- Do not discuss standardizing or stabilizing prices.
- Do not ask competitors why a past bid was so low, or to describe the basis for a past bid.
- Do not discuss a fair profit level.
- Do not discuss controlling sales or allocating geographic, product or other markets for any product.
- Do not discuss credit terms.
- Do not discuss banning or otherwise restricting legitimate advertising by competitors.
- Do not discuss allocating customers.
- Do not discuss specific wage or salary rates with competitors.
- Do not agree to not hire employees of competitors.
- Do not discuss refusing to deal with a company because of its pricing or distribution practices.
- Do not discuss strategies or plans to award business or remove business from a specific company.
- Do not discuss trade secrets or confidential information of your company or any other member.
- Do not participate in conversations with other OESA members outside the context of the formal meeting structure in which you discuss any of the above subjects.
For more information on OESA’s Antitrust Guidelines, contact Julie Fream at 248.430.5963 or firstname.lastname@example.org.