Antitrust / competition-law compliance program

Description

Competition law is the unusual case of a regulatory regime whose operative obligation is mostly behavioral rather than documentary. The rules say "do not do this thing" (do not agree on prices with competitors, do not abuse dominance, do not foreclose rivals via exclusivity or tying) rather than "file this report by this date." An antitrust compliance program translates those prohibitions into reviewable artefacts and into a routing logic that catches the prohibited conduct before it ships rather than after it surfaces in litigation. The program decomposes into five components. A written competition-law policy keys the conduct prohibitions in the applicable statutes to the operator's specific business activities. Periodic training for commercial and product staff (sales teams negotiating customer contracts, pricing teams setting tiers, product teams designing ranking and recommendation systems, M&A teams handling commercial information from target companies) covers the conduct most likely to implicate the prohibitions. An internal review path catches arrangements that could implicate the prohibitions (exclusivity clauses, most-favored-nation clauses, refusal to deal, tying or bundling, information-sharing with competitors via trade associations, joint-purchasing arrangements) before they get signed. An investigation and self-disclosure protocol handles the case where something surfaces internally or externally. A leniency-program awareness component covers the cartel-enforcement edge case where the operator may need to consider self-reporting to obtain immunity or reduced penalties. The trade-off pressure across the program is between rigorous routing (which slows deal velocity) and permissive routing (which leaves prohibited conduct invisible until the consent decree); most operators find that calibrating routing to deal size and conduct type works better than a uniform check. The statutory anchors are layered. US federal law: Sherman Act 15 U.S.C. §§1-2 (restraint of trade and monopolization), Clayton Act 15 U.S.C. §§14 and 18 (exclusive dealing and mergers), FTC Act §5 at 15 U.S.C. §45 (unfair methods of competition, used by DOJ and FTC in recent platform-conduct cases). EU: TFEU Articles 101 (anti-competitive agreements, with the Vertical Block Exemption Regulation 2022 safe-harbour analysis) and 102 (abuse of dominance), Council Regulation (EC) No 1/2003 setting the procedural framework, and the European Commission's Leniency Notice for cartel cases. The DMA (Regulation (EU) 2022/1925) Articles 13 and 15 add an annual compliance report obligation for designated gatekeepers describing measures implemented to ensure compliance with Articles 5, 6, and 7, with the Article 13 anti-circumvention obligation reaching contractual, commercial, and technical conduct that undermines effectiveness. UK: Competition Act 1998 c. 41 Chapters I and II, plus the Digital Markets, Competition and Consumers Act 2024 c. 13 Part 1 Strategic Market Status framework for designated firms. Once the policy and training are in place, the recurring cost is keeping commercial and product staff oriented to which arrangements route through competition-law review before signing rather than after.

Required by (4 regulations)

• US Antitrust (Platforms)

  US federal competition framework: a written program covering Sherman Act §§1-2 (restraint of trade and monopolization) and Clayton Act §§3 and 7 (exclusive dealing and mergers), with FTC Act §5 (unfair methods of competition) as the broader catch-all that DOJ and FTC have used in recent platform-conduct cases.

  Sherman Act, 15 U.S.C. §§1-2; Clayton Act, 15 U.S.C. §§14, 18; FTC Act §5, 15 U.S.C. §45

• UK Competition (Platforms)

  UK Competition Act 1998 framework: a written program covering Chapter I (anti-competitive agreements) and Chapter II (abuse of dominance), plus the procedural awareness for Strategic Market Status conduct requirements under the Digital Markets, Competition and Consumers Act 2024 if the entity has been or could be designated.

  Competition Act 1998 c.41; Digital Markets, Competition and Consumers Act 2024 c.13

• EU Competition (Platforms)

  EU competition framework: a written program covering TFEU Article 101 (anti-competitive agreements and the Vertical Block Exemption Regulation 2022 safe-harbour analysis) and TFEU Article 102 (abuse of dominance), with leniency-program protocol referencing the European Commission's Leniency Notice for cartel cases.

  TFEU Articles 101-102; Council Regulation (EC) No 1/2003

• EU DMA

  DMA Articles 13 + 15 — annual compliance report describing measures implemented to ensure compliance with Articles 5, 6, 7; anti-circumvention obligation under Article 13 reaches conduct that undermines effectiveness of obligations whether contractual, commercial, or technical.

  Regulation (EU) 2022/1925

  Source →

Fulfilled by (2)

• navex · partial · medium effort · $$
  Compliance-program and training platforms cover the policy + training + tracking layer. The review-routing layer is typically built in-house against the company's deal flow.
• In-house build · full · high effort
  Substantive antitrust review requires either in-house competition counsel or external specialist counsel on retainer. The program is operationalized in-house regardless of which counsel does the substantive review.

Magist does not accept payment from vendors. Methodology.

Evidence formats

• written competition-law policy
• training-completion records
• deal-review log with competition-law sign-off
• leniency-program protocol
• internal investigation report template