Policy
The National Rural Electric Cooperative Association (NRECA) and its members are committed to complying with all antitrust laws. The purpose of this policy is to assist NRECA employees and members in understanding and complying with antitrust laws while participating in any NRECA activities, events, programs, and forums, whether participation occurs in-person, by phone, or electronically (collectively, “NRECA Activities”).
Background
NRECA is a national cooperative trade association primarily consisting of electric cooperatives and other rural electric systems and their affiliated entities. NRECA is organized to compile and disseminate information regarding rural electrification and to furnish other services to rural electric cooperatives and others in connection with the lawful coordination, advancement, and development of rural electrification.
NRECA voting members may be direct or indirect competitors under certain conditions, including the sale or distribution of retail electric energy to certain customers, the sale or purchase of wholesale electric energy – including distributed energy resources – or the purchase or sale of nonelectric goods or services. NRECA nonvoting members may be competitors in sales or purchases of their goods and services. NRECA does not, and may not, play any role in the competitive decisions of its members or their employees, and NRECA does not restrict competition in any industry in any manner.
Scope
This Antitrust Policy is applicable to all NRECA employees; NRECA members and others (collectively, “Participants”) while participating in NRECA Activities; and all events or activities in which NRECA representatives attend or participate.
A copy of this Antitrust Policy will be posted on NRECA.coop and Cooperative.com.
Guidelines
NRECA employees and all Participants in NRECA Activities must be vigilant with respect to antitrust compliance.
Any agreement between actual or potential competitors to fix prices, fees, or pricing methods, to allocate markets, to boycott third parties, or to engage in product boycotts is illegal under antitrust laws, regardless of the circumstances and regardless of whether the agreement has any effect on price or output. Violations of antitrust laws may occur, or be perceived as occurring, if participants discuss sensitive competitive information, like prices, and follow such discussions with parallel activities that suggest a tacit agreement.
Examples of illegal activities include agreements between actual or potential competitors on:
- Price fixing. Agreements on prices, pricing methods, fees, and fee setting methods; agreements for exchanging current or future price information or cost information, including labor and employee compensation benefits. While a properly constructed survey may be permissible, legal review is required before the survey is conducted or its results reported.
- Dividing markets, customers, or service territories. Any understanding or agreement involving the division or allocation of markets not directed by state action.
- Coordination of bids. Agreements not to bid, or agreements on terms to be submitted.
- Terms and conditions. Agreements to fix payment, credit, or other terms.
- Specific profit or margin levels.
- Boycott of or refusal to deal with any good or service supplier.
- Membership restrictions. Depending upon the facts and circumstances, denial of membership to an applicant or denial of goods or services to nonmembers may constitute a restraint of trade if the denial would unreasonably limit the ability of the applicant or nonmember to compete.
The following two areas of group activity offer benefits to society, and are lawful if properly conducted:
- Standardization and certification. Properly developed standards or certifications must be administered in an impartial manner. However, developing voluntary standards without following proper process, or permitting abuse of a certification process may be a violation of antitrust laws.
- Industry self-regulation. Behavioral or ethical codes developed by the membership (or procedures to enforce the codes) can promote honesty and fair dealing in an industry, but if misused they can create antitrust problems.
Reporting
NRECA encourages prompt reporting of any incidents involving actual or potential violations of this Antitrust Policy and/or the antitrust laws generally so that the incident may be investigated and, if needed, corrective action may be taken. If a Participant in NRECA Activities, or an NRECA employee believes a topic proposed for discussion is inappropriate from an antitrust standpoint, please speak up (preferably beforehand). If a problematic discussion nevertheless proceeds, it is recommended that you leave the discussion. Any actual or potential violations or concerns should be reported to an NRECA employee in attendance or to the NRECA Office of General Counsel at 703-907-5846. NRECA employees should report any actual or potential violations or concerns to the NRECA Office of General Counsel.
Non-Retaliation
NRECA will not retaliate against an individual for good-faith reporting, or assisting in the investigation, of potential violations of this Antitrust Policy. NRECA employees, vendors, contractors, or members who provide truthful information are protected from retaliation by NRECA’s whistleblower protection policy and by NRECA’s standard business practice.
Responsibilities
All NRECA employees and Participants in NRECA Activities are responsible for complying with this Antitrust Policy.
The NRECA Office of General Counsel is responsible for implementation and enforcement of this Antitrust Policy. If you have questions or concerns about the issues raised in this Antitrust Policy or by the conduct of NRECA or its members, do not hesitate to contact the NRECA Office of General Counsel at 703-907-5846. If you are not an NRECA employee, you are also strongly encouraged to contact your cooperative or company’s legal counsel.