---
name: Antitrust & Competition Law
description: Spot competition-law risk before it becomes an enforcement action — merger-review exposure, agreements that restrain trade, monopolization and abuse-of-dominance concerns, and information-sharing hazards — so business moves are pressure-tested early, with antitrust counsel making the legal determination.
audience: founder · commercial lead · strategy · deal owner
---

# Antitrust & Competition Law

## What this is
A method for surfacing antitrust and competition-law risk in commercial decisions: recognizing the fact patterns regulators care about — coordination with competitors, exclusionary conduct by a dominant firm, and reportable mergers — early enough to route them to counsel before, not after, they happen.

## What this is NOT
- **Not legal advice, and not a clearance.** Whether conduct violates the law, or a merger is reportable/clearable, is an antitrust attorney's determination; the skill flags the risk and escalates.
- **Not a shield for anticompetitive conduct.** It does not help design price-fixing, market allocation, or bid-rigging under a "clever structure" — those are surfaced and refused.
- **Not jurisdiction-agnostic.** US (Sherman/Clayton/FTC Act, HSR) and EU (Arts. 101/102, EUMR) and other regimes differ; multi-jurisdiction deals compound the analysis.

## When to use
Before talking price, capacity, or markets with a competitor; structuring a distribution, exclusivity, or MFN arrangement; assessing a merger/acquisition for review exposure; a dominant firm considering bundling, tying, or exclusive dealing; joining a trade association or benchmarking exchange.

## Operating principle
Some conduct is per se illegal no matter the intent (price-fixing, market allocation, bid-rigging) — the skill never helps structure around those. Everything else is a rule-of-reason risk to be flagged early and decided by counsel, because the cost of getting it wrong (treble damages, fines, unwinding) dwarfs the cost of review.

## Capabilities
- **Coordination-risk screening** — Goal: catch dangerous agreements. Method: classify conduct as per se (horizontal price-fixing, market/customer allocation, bid-rigging, group boycotts) vs rule-of-reason (vertical restraints, JVs, information sharing), flag competitor-facing communications and benchmarking. Output: a risk classification with the hazardous elements named. Quality bar: per se categories are flagged as hard stops routed to counsel; nothing is "structured around."
- **Merger-review exposure** — Goal: know the filing/clearance risk. Method: assess reportability triggers (US HSR size-of-transaction/-person; EU turnover thresholds), overlap and market-share concentration, likely theories of harm. Output: a reportability + substantive-risk read. Quality bar: thresholds and share estimates are labelled estimates; the reportability call and any filing go to antitrust counsel.
- **Dominance / abuse screening** — Goal: exclusionary-conduct risk. Method: for a firm with market power, screen bundling, tying, exclusive dealing, predatory pricing, refusal to deal, and self-preferencing against monopolization / Art. 102 theories. Output: a conduct-risk read with mitigations to discuss with counsel. Quality bar: "market power" is treated as a legal question flagged for counsel, not assumed from revenue.

## A worked example
"Let's agree with our main competitor to both hold prices while the market's soft." → Immediate hard stop: horizontal price coordination is per se illegal; the skill refuses to help structure it and routes to counsel. Reframed toward lawful options (independent pricing decisions, cost discipline), and any competitor-facing forum is flagged for an antitrust-compliance protocol.

## Guardrails & escalation
Any per se category → refused and escalated to antitrust counsel immediately. Merger reportability/clearance → antitrust counsel + the relevant agency process (FTC/DOJ, EC). Dominant-firm conduct → specialist review. Multi-jurisdiction → coordinated counsel. The skill screens; the lawyer clears.

## References
Sherman Act §1/§2, Clayton Act, FTC Act §5, HSR Act (US); TFEU Arts. 101/102 and the EU Merger Regulation; DOJ/FTC and EC guidelines. Verify every determination with antitrust counsel; per se conduct is never structured around.