Antitrust Counseling and Compliance

Antitrust Counseling & Compliance

Practical antitrust advice from lawyers who have sat in many seats — in-house, at the enforcement agencies, and in the courtroom.

At Bona Law, we view our role as not only protecting your business but enabling it. Clients rarely call to ask why they can't do something — they want to know how they can accomplish their objective. Only a narrow range of conduct is flatly prohibited under the antitrust and competition laws. By understanding your business rationale first, we find the path that achieves the goal while managing the risk, and we deliver it as clear recommendations and frank assessments.

Our counseling practice is led by lawyers who have done this job from the client's — and the government's — side of the table. Steve Cernak spent more than twenty years as in-house antitrust counsel at General Motors, with global responsibility for antitrust compliance, and wrote the book on antitrust — Antitrust in Distribution and Franchising (LexisNexis). Pat Pascarella was Chief Antitrust Counsel at AT&T for over a decade and served with the United States Department of Justice Antitrust Division before that. Luis Blanquez is an international antitrust and competition law attorney with fifteen years of experience at the European Commission’s DG Competition and major international law firms across the European Union. And Paul Moore enforced the competition laws as a Senior Deputy Attorney General in the California Attorney General's office. Because Bona Law litigates antitrust cases every day — on both sides of the “v.” — our counseling reflects how conduct gets attacked by enforcers and plaintiffs, not just how it reads in the guidelines.

What We Do

Antitrust compliance programs and training — risk assessment, policy design, implementation, monitoring, and lawyer-led training, built to the standards in the DOJ Antitrust Division's compliance-program guidance, the FTC's expectations, and, increasingly important, with the State Attorneys General in mind.
Pricing and distribution counseling — minimum advertised price (MAP) programs, resale price maintenance and Colgate policies, exclusive dealing, loyalty and bundled discounts, distributor terminations, and Robinson-Patman questions — from both manufacturer and retailer perspectives.
Trade associations and information exchange — meeting counsel and association antitrust policies, benchmarking and competitor data exchanges, standard setting, and the antitrust risks of algorithmic and AI pricing tools.
Joint ventures and competitor collaborations — structuring, negotiating, and providing ongoing counsel to ventures among rivals.
Labor-market antitrust and restrictive covenants — no-poach and wage-fixing compliance for employers and HR teams, and drafting, negotiating, and advising on non-compete and non-solicitation agreements.
Merger and acquisition counseling — pre-deal antitrust risk assessment, HSR strategy, and gun-jumping and information-sharing rules during diligence and integration planning. Learn more about our Mergers & Acquisitions practice.
Investigation readiness and response — what to do before, and the moment, the DOJ, FTC, or a state attorney general calls. Learn more about our Government Investigations practice.
Specialized regimes — Capper-Volstead agricultural cooperatives and other Agriculture and Food industry issues, state licensing boards and state-action questions, Certificate of Need laws, and online marketplace and Amazon-seller issues.

Representative Experience

A selection of Bona Law's antitrust and competition counseling matters. Most counseling clients are confidential, so descriptions are generalized.

Compliance Programs and Ongoing Counsel

Design, implementation, and assessment of antitrust compliance programs — training, policy development, and audit support — for clients ranging from startups to Fortune 10 companies, across price-fixing, bid-rigging, monopolization, and information-exchange risk areas.
Negotiation and ongoing antitrust counsel for joint ventures, information exchanges, and benchmarking among automotive and other rivals — including serving as counsel to a joint venture among competitors for more than a decade.

Trade Associations and Information Exchange

Antitrust compliance counsel to a leading global manufacturer of sustainable paper-based packaging in connection with its trade-association participation.
Counsel to an agricultural trade association on information exchanges among members, member interactions, and association governance.
Counseling companies, consultants, and associations on benchmarking, competitor information exchanges, and standard-setting activity.

Pricing and Distribution

Antitrust counsel on minimum advertised price programs, other pricing policies, distributor relations, and distribution structures for manufacturers and retailers across consumer products and e-commerce.
Counsel to brands and sellers on Amazon marketplace issues — pricing-policy enforcement, MAP and distribution policies, and the interplay between brand-protection programs and antitrust risk.

Government-Facing Counseling and Investigations

Represented a client before the U.S. Department of Justice and multiple state attorneys general in a Sherman Act Section 1 and Section 2 matter arising from the governance and control of critical internet infrastructure.
Defended a third-party subpoena recipient in a state attorney general antitrust litigation alleging price fixing of real-estate rents.
Representation of corporate clients in DOJ Antitrust Division and FTC investigations across multiple industries, including civil investigative demand, third-party subpoena, and second-request responses.
Submitted an FTC comment on behalf of a leading online contact-lens retailer on competition and consumer-choice issues in contact-lens distribution.

Cross-Border and Emerging Markets

Advised a cryptocurrency exchange expanding across Latin America on potential U.S. antitrust claims against a dominant global payments network — including Foreign Trade Antitrust Improvements Act reach, market definition, and Section 1 and Section 2 theories.
Counseled a blockchain infrastructure operator, after its acquisition of a controlling stake in a software vendor serving a competitor, on Section 2 refusal-to-deal and vertical-foreclosure exposure.
U.S. and cross-border merger-clearance counseling across multiple transactions, including parallel HSR filings and coordination with the European Commission, the UK CMA, and other authorities.

Specialized Regimes

Advised agricultural producer and dairy cooperatives on the scope and limits of the Capper-Volstead Act antitrust exemption and compliance considerations for cooperative members.
Counseled numerous licensed professionals on antitrust issues arising from state licensing-board conduct — drawing on the firm's leading state-action immunity practice.
Advised a university seeking to establish a medical center on antitrust and constitutional challenges to state Certificate of Need laws and incumbents' use of them to block entry.
Advised a U.S. cable company on exclusion from an industry organization affecting a critical sales channel — group-boycott, essential-facilities, and trade-association theories.
Advised multiple litigation finance companies on the strength and risks of potential antitrust claims, including liability theories, market definition, and damages.

Outside Antitrust Counsel — On Demand

Most companies do not need a full-time antitrust lawyer. They need one on call — before the trade-association meeting, when the pricing team proposes a new program, when a deal term looks aggressive, when a competitor's lawyer sends a letter. Bona Law serves as outside antitrust counsel: a direct line to a senior antitrust lawyer, quick-turn reviews, annual training, and deal triage. Bona Law also serves as the first-phone call antitrust counsel to law firms that don’t have an antitrust practice when their clients face a prospective antitrust issue.

Antitrust Compliance Programs

A compliance program is not a binder; it is the difference between an early internal catch and a grand-jury subpoena — and, if the government ever comes calling, it can drive charging, leniency, and penalty decisions. The DOJ Antitrust Division now formally evaluates the design, implementation, and effectiveness of antitrust compliance programs. We build and assess programs to those standards, through every phase:

Risk assessment tailored to your industry, market position, and contact points with competitors.
Antitrust and competition policy development.
Program design and implementation.
Employee education and training — lawyer-led and privileged, live or on demand, from board level to sales teams.
Monitoring, detection, and audit support — including reviews of pricing tools and data exchanges.
Program evaluation and modification as guidance, enforcement priorities, and your business change.

Why Bona Law for Antitrust Counseling

In-house and enforcement DNA. Our counselors ran antitrust compliance at General Motors for two decades, served as Chief Antitrust Counsel at AT&T, enforced the competition laws in the California Attorney General's office, and worked inside the European Commission. We know what advice looks like when it has to work in a real company — and what enforcers look for.
Litigation-informed advice. We defend and prosecute antitrust cases — class actions, DOJ and FTC investigations, criminal matters, and the appeals that follow. Our counseling reflects where risk actually crystallizes, because we see it crystallize.
We wrote the book. Steve Cernak is the author of Antitrust in Distribution and Franchising (LexisNexis) and a longtime leader in the ABA Antitrust Law Section.
Predictable fees. Fixed-fee compliance audits, training packages, and policy reviews, and retainer arrangements for ongoing counsel.
Thought leadership. The Antitrust Attorney Blog is read by in-house counsel and antitrust enforcers worldwide.

Frequently Asked Questions

Can our employees ever talk to competitors? Yes — competitors lawfully interact all the time, at trade associations, in benchmarking groups, in joint ventures, and in standard setting. What matters is the subject and the safeguards: pricing, output, customers, wages, and competitively sensitive strategy are off-limits, and information exchanges need structure and careful guidance. We train teams on exactly where the lines are.

Is a minimum advertised price (MAP) policy legal? Generally yes, if properly designed and administered — but the details (unilateral versus agreed, advertised versus resale price, state-law wrinkles in California and elsewhere, and enforcement consistency) determine the risk. We design, review, and defend MAP programs.

What does an antitrust compliance program include — and cost? The core elements are risk assessment, a written policy, training, monitoring, and periodic evaluation, scaled to your size and risk profile. We offer fixed-fee program audits and builds so you know the cost before we start.

Do we need to file HSR for our deal? It depends on transaction size, the parties, and exemptions — and the thresholds change annually. We advise on reportability, timing, and strategy, and we prepare filings. Start with our HSR resources or call us early in the deal.

When should we call antitrust counsel? Before the meeting, the policy, or the deal — not after the subpoena. An hour of counseling is the cheapest antitrust product we sell; an investigation defense is the most expensive.

Counseling Resources

Selected practical guidance from The Antitrust Attorney Blog and our Legal Resources. For more, browse the blog's Antitrust Counseling category.

Compliance programs

Pricing and distribution

Trade associations and information exchange

Labor markets and exemptions

Mergers and HSR

Types of Antitrust Claims — Explained

Counseling starts with understanding the conduct. These plain-English explainers from our Legal Resources and The Antitrust Attorney Blog cover the claim types we counsel on most:

Contact Us

The best time to call an antitrust lawyer is before the meeting, the pricing program, or the deal — not after the subpoena. Whether you need a compliance program, an answer to a single hard question, or outside antitrust counsel.