Code of Business Conduct and Ethics - Micron

Competition laws can cover conduct outside the country. Some
competition laws – such as the U.S. antitrust laws – can apply even when the
conduct occurred outside the country’s borders.
Penalties are severe. In the U.S., individuals convicted of price-fixing often receive
stiff fines and prison sentences, and companies have received fines of hundreds of
millions of dollars. In the E.U., fines for anticompetitive behavior can be ten percent
of global sales. In the U.S., customers and competitors can sue for three times the
actual harm caused.
Careless conduct can violate the law. What might seem to be ordinary business
contacts, such as a lunch discussion with a competitor’s sales representative or
a gripe session at an industry trade association, can easily lead to competition
law violations.
Basic Rules to Know:
Certain agreements are criminal violations in the U.S. and are almost
universally condemned around the world. Unless you have prior approval of the
Legal Department, never talk with, make agreements with, or exchange information
with competitors about:
• Fixing prices – this can include setting minimum or maximum prices or
“stabilizing” prices;
• Fixing terms related to price, pricing formulas, credit terms, etc.;
• Dividing up markets, customers or territories;
• Limiting production;
• Rigging a competitive bidding process, including arrangements to submit
sham bids;
• Boycotting a supplier, customer or distributor; or
• Boycotting others in the marketplace – competitors, suppliers or customers.
Because of the risk, do not even discuss competitive matters with competitors – at
any time or any place – unless your Department Manager or the Legal Department
approve it.
Other activities may raise competition issues. Always consult with your
Department Manager or the Legal Department before:
• Entering into joint ventures, mergers, acquisitions and marketing, purchasing
or similar collaborative arrangements with competitors;
• Establishing exclusive dealings arrangements (e.g., contracts that require a company
to buy only from Micron);
• Tying or bundling together different products or services (e.g., contracts that require
a buyer who wants one product to also buy a second “tied” product);
• Entering into “requirements contracts” (contracts where it is agreed products,
services or materials will be exclusively provided);
• Participating in activities involving trade associations or setting industry standards;
i
If you have questions
or concerns about your
responsibilities under the
competition laws, consult
“The Antitrust Compliance
Manual” on the MERC or
contact your Department
Manager or the Legal
Department.
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