Interlocking Directorate Antitrust Compliance Checklist

Summary

This checklist provides guidance on how to avoid officer and director interlocks between companies which compete in one or more of the same business lines, which may violate Section 8 of the Clayton Act. An interlock occurs when the same person (or possibly different people selected by another person) serves either as (1) a director on the Board of Directors of two competitors, or (2) an officer of two competitors. While there are exceptions and remedies to avoid Section 8 liability in the event there is an interlocking directorate, if an interlocking directorates issue arises, you should address it immediately to prevent potential investigations of your client. For more information on Section 8 of the Clayton Act, see the practice note Antitrust Claims: Identification and Analysis.