Antitrust Compliance Programs

Author:Mr Marco A. López Volio
Profession:Zurcher, Odio & Raven

After the promulgation of the legal amendment to the Costa Rica Competition Act on 2013, which introduced new antitrust violations and the mandatory merger notification regime before the Competition Commission, a renovated interested in antitrust compliance programs has surged due to the potential obligation of companies to be subject to the scrutiny of the Competition Authority upon entering into a merger or acquisition.

Although many large multinational companies have already antitrust compliance programs in place, there is still many work left to do in terms of "nationalizing" the different concepts and adapting them to the specific circumstances of the Costa Rican regulations, legal culture and market. Furthermore, compliance programs have remained a novelty among the majority of local Costa Rican companies, however many of them are beginning to ask more frequently about ways to protect themselves from potential investigations and antitrust violations - which carry hefty fines and damages to the reputation of the company - and are also seeking to increase knowledge and awareness of potential anticompetitive behaviors in a preventive way.

Antitrust law compliance policies serve as an efficient mechanism that fulfils at least two important objectives. First, they provide guidelines for the application of the different concepts of the Antitrust Law while reflecting the specific needs and risks of associated to a particular industry or business sector. Second, they offer evidence to the public authorities and officials with respect to the antitrust compliance culture of the company, which could under certain circumstances be considered as mitigating factors during the analysis of antitrust investigations, while determining the severity of the fines or circumscribing the liability of the officers involved on an antitrust violation.

The design and successful implementation of an antitrust compliance program requires knowing which risks are associated to a particular sector or industry and how to prevent those risks. The compliance program should also be written in a language that is easily understood by all employees at the different company levels and must provide practical examples that facilitate the understanding of the key...

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