Antitrust and Unfair Competition

It is Amgen’s policy to comply with the antitrust and competition laws and regulations of the U.S. and European Union, as well as similar laws and regulations existing in other countries and regions. Amgen will not tolerate any business transaction or activity involving Amgen staff members, consultants, contract workers, or temporary staff that violates the antitrust and competition laws or regulations of any country or region in which Amgen conducts business. Amgen’s policy sets forth the requirements for (1) the types of activities that, if not undertaken in an appropriate manner, could implicate antitrust and competition laws or regulations, and (2) compliance generally with these competition laws and regulations.

Because of the complexity of the antitrust and competition laws and regulations and the potential legal consequences of violating these laws and regulations (including potential criminal penalties), Amgen staff members at all Amgen sites are required to consult the Law Department for guidance if they are about to engage in or are confronted with a situation that they believe may involve or run afoul of any applicable antitrust or competition law or regulation.

Listed below are illustrations of practices that in the past have been found to violate antitrust statutes. This is not an exhaustive list. Because of the complexity and changing interpretations of most antitrust statutes, as well as the complexity resulting from the interface of antitrust and patent laws, Amgen staff members at all Amgen sites should immediately seek the advice of the Law Department if they are about to engage in or are confronted with a situation that they believe may violate the antitrust laws.

Antitrust – Dealing With Competitors

Competitors are not permitted to agree (orally or in writing) among themselves to fix or control prices. As a result, individuals subject to this policy must never engage in communications with a competitor about any price-related information, including price, pricing policies, bids, costs, discounts, promotions, terms of sale, credit terms, freight charges or royalties. In addition, individuals subject to this policy must not agree with a competitor on any other action that might restrict competition, including dividing up sales territories, allocating customers, agreeing on production or sales quotas, or agreeing not to sell or not to buy from particular individuals or firms. Individuals subject to this policy must also refrain from engaging in discussions or agreements (oral or written) that might give the impression that individuals subject to this policy are agreeing with a competitor on any of the above.

If individuals subject to this policy are asked by a competitor to enter into an illegal or questionable agreement or to share information about Amgen practices, individuals subject to this policy should take the following actions:

1. Inform the party that (a) such discussions may be illegal, resulting in potential criminal penalties, including jail and/or fines, for engaging in such conduct, and (b) you will not discuss this subject;
2. Immediately leave the meeting, noting your departure in any meeting minutes; and
3. Immediately inform your supervisor, the Chief Compliance Officer or the Law Department about the incident, and make a detailed note for the file.

This policy applies to every Amgen staff member, at all Amgen sites.

Antitrust – Dealing With Customers

The following types of agreements may be illegal, depending on the surrounding circumstances: an agreement in which the Company limits the individuals or firms from whom it will purchase goods or services, or attempts to limit its customers’ rights to purchase goods and services from others; an agreement tying the purchase of one product to an agreement to purchase another product; an agreement with distributors and wholesalers about the prices the reseller will charge its customers, or the territories in which or the customers to which the reseller may resell the products. It may also be illegal to discriminate with respect to price, discounts or allowances among competing customers or to denigrate other products.

As a general practice, individuals subject to this policy should not engage in conduct that disparages competitors or competitor’s products with customers. Statements concerning competitors or their products that cannot be substantiated may violate unfair competition statutes or unfair trade practice acts. Never urge a customer to violate a contract with a competitor. Because of the complexity of the antitrust laws, whenever Amgen staff members are engaged in pricing negotiations or bid situations, they should consult existing pricing policy guidelines and, when in doubt, contact the Law Department for additional guidance.

This policy applies to every Amgen staff member, at all Amgen sites.

Download the complete policy (PDF)