TFCA Antitrust Policy
The most important antitrust statutes applicable to TFCA are Section 1 of the Sherman Act which prohibits contracts, combinations and conspiracies in restraint of trade, and Section 5 of the Federal Trade Commission Act, which establishes broad prohibitions against unfair methods of competition and unfair or deceptive business acts or practices.
The Sherman Act prohibits any joint agreement or understanding affecting the price of a product regardless of the purpose of the understanding. A price fixing violation may be inferred from similar price behavior by competitors, even in the absence of an oral or written agreement. And mere attendance at meetings in which illegal price fixing is discussed may be sufficient to imply acquiescence to the plans discussed and thereby make the individual liable to as great a penalty as those who were active participants.
The Federal Trade Commission Act, unlike the Sherman Act, reaches anti-competitive acts committed by single persons or companies, whether or not there is any agreement or "combination." Like the Sherman Act, it also covers joint actions.
The antitrust laws seek to preserve a free competitive economy, based on the premise that free competition will yield the best allocation of economic resources, the lowest prices, the highest quality and the greatest material progress for the public welfare. As a general rule under the antitrust laws, competitors may not restrain competition through understandings and agreements as to the price, production, or the distribution of products and services. Competitors may not engage in any activity intended to restrict the competitive capabilities or opportunities of their customers, suppliers, or other competitors.
The antitrust laws are complex and often of unclear applicability. Unlawful agreements can be inferred from circumstantial evidence. Furthermore, penalties for violating the antitrust laws are severe. The guidelines, set forth below, are designed to avoid even the appearance of questionable activity. Management and employees of TOMA will not discuss the following:
- Current or future prices.
- What constitutes a "fair" profit level.
- Possible increases or decreases in prices.
- Standardization or stabilization of prices.
- Pricing procedures.
- Cash discounts.
- Credit Terms.
- Control of sales.
- Allocation of markets or geographical division of markets.
- Refusal to deal with a corporation or individual because of its or his pricing or distribution practices.
- Freight allowances.
- Whether or not the pricing practices of any industry member are unethical or constitute an unfair trade practice.
Statement of Policy
TFCA emphasizes its ongoing commitment to comply strictly and in all respects with the antitrust laws. It is the policy of TFCA to be in compliance with all laws applicable to our activities.
Responsibility for Antitrust Compliance
TFCA, our employees, and each business entity or person we deal with has an equivalent responsibility for antitrust compliance, and we must depend upon good judgment by all to avoid discussions and activities which could involve improper subject matter or improper procedures, or even an appearance of improper activity. All concerned have an important and individual responsibility for assuring antitrust compliance.
Compliance with the guidelines involves not only avoidance of antitrust violations, but avoidance of any behavior which might be considered improper. The guidelines are not inclusive of all applicable laws, but are intended to highlight and emphasize certain basic precautions designed to avoid antitrust problems. If there is any doubt, TFCA will seek guidance from legal counsel.