Antitrust Policy

Domtar requires its directors, officers and employees to abide by the laws, rules and regulations and in particular the Antitrust Laws of each jurisdiction in which Domtar conducts business. Particular emphasis is being placed in the area of Antitrust Laws due to their complexity, as well as the serious consequences resulting from their violation.

To this end, the Domtar Legal Department has prepared an Antitrust Compliance Program which is comprised of the following:

• Antitrust Compliance Guide Policy
• Antitrust Awareness Seminars 
• Canadian Competition Law Compliance Guide
• U.S. Antitrust Law Compliance Guide
• Antitrust Audits 
• North American Antitrust Law Compliance Quick Reference Guide

Every director, officer and employee will be required to become familiar with the Antitrust Compliance Program documents, and the Record Retention Policy. In addition, certain officers and employees will be required to attend the Antitrust Awareness Seminars. Naturally, everyone will be expected to co-operate fully in any Antitrust Audits.

Antitrust Compliance Guide

I. Introduction

The United States Antitrust Laws and the Canadian Competition Act have been enacted to ensure that free market dynamics dictate the availability of goods to the consuming public.

In the United States, Antitrust Laws were enacted for the following main purposes: 

• To prevent agreements or understandings between competitors that are likely to injure competition;
• To prevent agreements or understandings between customers and suppliers that are likely to injure competition; 
• To prevent mergers, acquisitions or joint ventures where the transaction is likely to injure competition; and 
• To prevent certain kinds of unilateral actions by a company that are likely to injure competition.

The purpose of the Competition Act in Canada is to maintain and encourage competition, to promote efficiency, expand Canadian opportunities in world markets, recognize the role of foreign competition in Canada, ensure that small and medium-sized enterprises have equitable opportunity and to provide consumers with competitive prices and product choices.

The penalties for contravening the Antitrust Laws are very severe. They include heavy fines, jail and damage awards. In the United States, treble damage awards may also be awarded. In addition, an investigation for alleged contravention of the Antitrust Laws will cause hardship on Domtar in terms of time and money. It is imperative that Domtar be diligent in its compliance with the Antitrust Laws.

Since the Antitrust Laws of the United States and Canada generally cover similar kinds of conduct, this refer to the North American Antitrust Law Compliance.