ANTITRUST POLICY

PURPOSE

Avatar Innovations (“Avatar”) requires the highest standards of professional and ethical conduct from our people and complying with competition law is part of meeting those standards.  Our reputation for honesty and integrity is key to the success of our business.  This policy reflects our commitment to a culture of honesty, integrity and accountability and in particular, our commitment to complying with competition law.

SCOPE

This Policy applies to all directors, officers, employees, consultants, contractors, partners, and advisors of Avatar (each an “Avatar Party”), and where specified, participants in and sponsors of, the Avatar program (the “Program”). This policy also applies to customers, suppliers and all other individuals while they are conducting business with Avatar.

ANTITRUST AND COMPETITION LAWS

Avatar supports free enterprise, where we seek to compete fairly and ethically within the framework of all competition laws. It is vital that everyone working in and with Avatar, and all of our counterparties and stakeholders as well, understand what these laws mean and comply with both the letter and spirit of such laws.

More than 100 countries throughout the world have developed antitrust (or competition) laws. Antitrust laws prohibit a variety of practices that restrain trade or restrict free and fair competition, such as price-fixing conspiracies and acts designed to achieve or maintain monopoly power. A number of countries make antitrust violation a criminal offence. Since antitrust laws apply where the economic effects of an arrangement are felt, and not where the related agreement happens to be made, it is vital that everyone understands what these laws mean and complies with both the letter and spirit of the law regardless of geography. Improper communications with competitors may result in allegations of anti-competitive behaviour, exposing the parties involved to reputational damage and the risk of severe sanctions and litigation, and personnel to individual penalties. No Avatar Party shall violate applicable competition law in any of its work for or with Avatar.

Antitrust laws apply to every level of business that Avatar operates in. The laws apply not only to our personnel, but also to our competitors, stakeholders and business customers. It is important to be aware of these laws – not only to avoid infringement but also to ensure that stakeholders and customers are not engaging in anti-competitive activities that could damage our business.

COMPETITIVELY SENSITIVE INFORMATION
Avatar and all Avatar Parties shall ensure that they do not share or receive competitively sensitive information (“CSI”) in relation to all third parties, unless there is a legitimate purpose for sharing or receiving such CSI, and the sharing or receiving such CSI is required to meet that legitimate purpose, and is otherwise in accordance with competition law.  CSI is any information that could affect the market behaviour of the party receiving the information, including but not limited to information concerning sales, prices, discounts, rebates, promotions, contract negotiations, capacity utilisation, production, customer information, marketing or strategy.    

AVATAR’S OBJECTIVES

Avatar’s objectives are to work with industry to create and implement ground-breaking energy innovations and technologies for a low-carbon world. Avatar’s objectives rest purely in the public market, and all participants are required to discuss only this kind of information (public), in full compliance with antitrust and competition law. 

All of Avatar’s programming materials, speaker sessions, workshop sessions and content are recorded and available upon request.

ANTITRUST FOR SPONSORS AND PARTICIPANTS
All sponsors and participants involved in the Program are required to maintain strict compliance to this Policy and all applicable global antitrust and competition laws in all dealings with Avatar and the Program.  We at Avatar take this matter seriously and anyone found to be in violation with this requirement will be immediately removed from our programming. Participants and sponsors are prohibited from discussing CSI, and from discussing illegal arrangements or understandings pertaining to pricing, customers, markets, solicitation, remuneration, production and supply or any other area that may give rise to antitrust concerns. 

HOW TO AVOID ANTITRUST VIOLATIONS

Below is a list of behaviours and best-practices that Avatar Parties and sponsors and participants of the Program should follow to avoid violations of antitrust laws and regulations:

  • Make sure that decisions about where Avatar will or will not compete are taken by Avatar personnel only.

  • Make sure there is a legitimate and lawful reason for any discussion with a competitor, supplier or contractor.

  • Make sure not to discuss agreements with competitors about which suppliers or customers Avatar will not deal with.

  • Make sure not to discuss agreements with competitors on how to compete for certain customers or accounts, or in certain geographic areas.

  • Don’t share pricing information with a competitor unless the competitor is your customer or supplier. In that case, discuss only the terms of the particular deal you are involved in.

  • Don’t enter into an agreement or understanding, or share information, with a competitor about the customers or geographic markets you engage with.

  • In respect of the Program, make sure that discussions and information sharing are kept within Avatar’s objectives.

  • In respect of the Program, do not share or receive CSI.

  • In respect of the Program, do not discuss or arrive at an illegal arrangement or understanding (e.g. pricing, markets or customers, production or supply, bidding, employee remuneration or solicitation).

  • In respect of the Program, ensure that competition law compliant agendas for Program sessions are implemented, that meeting minutes are taken, and that a competition law reminder is read aloud prior to the start of each session.

Note that any agreement among competitors is likely to raise concern regarding possible antitrust violations. An ‘agreement’ exists where market players enter into an understanding as to their current or future conduct in the market. Usually, an understanding of this kind can be proved and can give rise to legal consequences even if one of the competitors does not intend to abide by the agreement, or if the agreement is never put into practice. As a result, the best-practices listed above are essential to protecting Avatar and its stakeholders.

Always recall that Avatar communicates with competitors only for legitimate and lawful reasons, and exchanges of information are limited to bona fide business purposes only. 

FAILURE TO COMPLY

Anyone employed by Avatar who violates this policy is subject to disciplinary action up to and including termination of employment or service for cause and prosecution if warranted.

Last updated: 31 August 2023