It is the policy of the Electric & Gas Industries Association (EGIA) and its members to strictly comply with laws and regulations applicable to their activities, including federal and state antitrust laws. It is further the policy of EGIA to assist its members in complying with federal and state antitrust laws. EGIA members, officers, Directors and staff are expected to conscientiously adhere to antitrust laws. EGIA will neither knowingly permit nor condone anti-competitive behavior, whether willful or inadvertent, in connection with any EGIA membership association activity.
EGIA understands that its activities are subject to scrutiny under the antitrust laws because it provides a forum where competitors and potential competitors can gather and share information about the way they conduct their business. Therefore, the members, officers, Directors and staff of EGIA must act carefully and cautiously in the way they conduct their activities to ensure they do not create situations that could be construed as violations of antitrust laws.
The antitrust laws seek to preserve a free competitive economy. As a general rule, competitors may not restrain competition among themselves through understandings or agreements as to the price, the production or the distribution of their products, or other agreements that unreasonably restrict competitive capabilities or opportunities of their competitors, their suppliers or their customers. The antitrust laws also prohibit monopolization and attempts to monopolize, unfair methods of competition, unfair or deceptive acts or practices, most discrimination in prices between different purchasers in the sale of a commodity, exclusive dealing arrangements, most tying sales and requirements contracts, some joint ventures/mergers/consolidations, and similar activities.
However, antitrust laws are often unclear in terms of applicability to any given conduct. Whether or not an antitrust violation exists depends purely on the specific conduct and facts involved in each instance. Notwithstanding the nebulous nature of the antitrust law, penalties for violating them, both civil and criminal, are severe.
EGIA programs are carefully designed and monitored on an ongoing basis to ensure compliance with antitrust law. Every EGIA member, whether organizational or individual, has a duty and responsibility under the law to avoid and prevent antitrust violations. Every EGIA member needs to understand basic antitrust laws, to recognize areas of potential antitrust risk, and to overtly object to and refuse to participate in any activity that poses antitrust risk until that risk is properly assessed and cleared by legal counsel or other qualified advisor.
AREAS OF RISK
It is not possible to provide a complete or specific list of activities that amount to an antitrust violation. However, it is helpful to identify areas of risk, where close attention can be paid to the possible anti-competitive nature of the agreements or activity involve. Some areas of risk include discussions of the following:
Again, some discussions relating to activities identified above will not amount to antitrust violations. However, discussions relating to them require thorough prior antitrust analysis and guidance in the discussion.
To avoid even the appearance of impropriety, as well as to avoid inadvertent violation of antitrust laws, all association board and membership meetings will be conducted in accordance with the following rules:
As a trade association of competitors, EGIA members, officers, Directors and staff must comply with and be mindful of antitrust laws. It is important that competitively sensitive matters are not discussed during this meeting/ on this call, including product pricing or costs, sales terms or conditions, production levels, allocation of geographic markets, setting profit levels; boycotts, and most other anticompetitive actions. EGIA will neither permit nor condone anti-competitive behavior, whether willful or inadvertent, in connection with any EGIA activity.
Conversations involving discussion of matters that may violate applicable laws and regulations should always be avoided, even in private settings, and cannot be tolerated in connection with any EGIA membership meeting or activity. Persons engaging in possible violations of EGIA policy during meetings or activities will be required to cease such activities, and if necessary, are subject to ejection by the meetings presiding officer or meeting facilitator.
Questions concerning antitrust or other laws or regulations connected to EGIA activities should be referred immediately to EGIA's Chief Executive Officer. For more information EGIA's Antitrust Policy and Guidelines are available on our association membership website.