Antitrust Compliance

INTERNATIONAL MOLYBDENUM ASSOCIATION
ANTITRUST COMPLIANCE POLICY

The following Guidelines are meant to minimize risk and ensure compliance with respect to the antitrust/competition laws of the United States , European Union, and other jurisdictions. Association meetings are recognized as being lawful under the antitrust/competition laws. Because competitors often come together at such meetings, associations and their members must be particularly careful to ensure compliance with the antitrust/competition laws. Any member who has questions about these Guidelines should contact the Secretary-General or legal counsel for IMOA (K&L Gates LLP).

Conduct at IMOA Meetings

Pricing Competitors attending IMOA meetings should not discuss or agree on current or future pricing, including pricing methods, discounting, and price strategies. It is IMOA’s policy that no price information shall be discussed at any IMOA meeting or social gatherings at any IMOA meeting. Any member who wishes to discuss pricing information should contact the Secretary-General or legal counsel before raising such topics at any IMOA activity.

Production Levels Competitors attending IMOA meetings should not discuss or agree on current or future output levels or anticipated market shares. It is IMOA’s policy that no future output levels or anticipated market shares shall be discussed at any IMOA meeting or social gatherings at any IMOA meeting. Any member who wishes to discuss future output levels or anticipated market shares should contact the Secretary-General or legal counsel before raising such topics at any IMOA activity.

Customers Participants at IMOA meetings should not discuss or agree with other members regarding their business relationships with specific customers, including terms and conditions of sales to those customers.

Informal Discussions When engaging in informal, social, or “cocktail party” discussions in connection with IMOA meetings, these Guidelines apply as though the informal discussions were part of official IMOA meetings.

Member’s Responsibility If any discussion arises on the above topics, it is important that members immediately disengage from the conversation. If such discussions do occur, members should promptly advise the Secretary-General and/or IMOA ’s legal counsel.

Agenda
Each IMOA meeting will have an official agenda that is reviewed by IMOA’s legal counsel and Secretary-General prior to the meeting. Any amendments to the agenda must be approved by the Secretary-General and legal counsel before the meeting. Legal counsel will be present at IMOA Executive Committee, Management Committee, Market Development Committee, and Annual General meetings. Legal counsel will be present at Health, Safety and Environment Committee and other committee meetings as appropriate.

Minutes Minutes for each IMOA meeting will be prepared after the meeting and reviewed by legal counsel prior to dissemination to IMOA members.

Nothing in these Guidelines is intended to prevent IMOA members from engaging in legitimate commercial transactions or discussions occurring in the context of a bona fide purchase or sale transaction.