This is the first article in an occasional series analyzing the detailed policies for certain subject matters found in the Fortune 500 codes of conduct.
The U.S. Department of Justice Antitrust Division has been on a tear. After cases against AT&T and T-Mobile, a recent action against the proposed American Airlines and US Airways merger has put the 1890s-vintage Sherman Antitrust Act back in the 21st century spotlight. Even the NCCA, the darling of collegiate sports fan, is under antitrust attack for limiting athletics scholarships. With this increase in antitrust enforcement, in-house compliance officers are re-examining their antitrust compliance programs and risk of anticompetitive conduct from various business units.
Some companies have robust antitrust compliance program documents on their publicly available websites (for example, Exxon Mobil’s 16-page antitrust treatise [PDF]), but other companies keep their compliance documents stowed behind a firewall. Typically, companies provide a snapshot of their compliance efforts in particular subject matters within their code of conduct. A review of the Fortune 500 companies’ codes of conduct, using a database that the University of Houston Law Center is continuing to develop, provides some interesting comparisons for antitrust policies.
We took a peek at some of the UHLC antitrust statistics to see how top U.S. companies were addressing antitrust policies in their codes. We found that 16 percent of publically available codes of conduct did not address antitrust conduct—that’s 80 of the Fortune 500 companies. The holdouts broke down across industries with no clear trends—among the top industries without public antitrust policies were:
- Insurance providers: 10
- Financial institutions and service providers: 12
- Retailers or grocers: 10
- Manufacturers: 10
- Media and communications services: 7
For the companies that did address antitrust concerns in their codes, typical language included the following elements:
- A general statement of compliance.
- A commitment to engage in fair competition and to provide consumers with low prices.
- Prohibitions against unfair dealings and entering into price agreements with competitors.
- A list of situations and conversations to avoid to prevent antitrust liability or the appearance of impropriety.
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