International Chamber of Shipping Limited and Maritime International Secretariat Services Limited Competition Law Compliance Policy
PRELIMINARY
本竞争法合规政策(“合规政策”)经ICS和Marisec董事会(统称“董事会”)认真考虑后批准并通过, and a copy has been circulated to all the members of ICS (the “Members”).
STATUS OF ICS AND MARISEC
理事会认识到，国际船东协会作为国家船东协会的国际协会的独特结构意味着国际船东协会的活动最不可能违反竞争法. 国际航运协会不参与任何商业市场的竞争，其活动的主要目的是在国际一级加强航运业的安全和技术标准. As such, ICS is not engaged in economic activity that would have any effect on competition in commercial markets.
ICS and Marisec recognise that Marisec does engage in commercial activities, including carrying on a publications business, and that those activities must comply with competition law. The Boards recognise the fundamental importance of compliance with competition law.
Accordingly, 董事会认为，通过本合规政策提醒ICS成员/ Marisec员工一般竞争法的基本原则，并强调可能与ICS和Marisec具体相关的领域是适当的.
Complying with competition law is the responsibility of every Member, director, employee, it is important that you:-
a. Read this policy;
b. Are aware of the key actions you should or should not do to be competition compliant.
c. Attend any competition compliance training organised by or on behalf of ICS / Marisec;
d. Refer to the policy in carrying out your activities. Speak with and take the advice and guidance from the ICS Legal team if you have any doubts or concerns.
If you have any questions or concerns please ask the Principle Director (Legal) via email here. They will discuss your questions or concerns in confidence.
COMPLIANCE CULTURE
Compliance with competition law is of primary importance to ICS and Marisec. As such, ICS和Marisec的政策是完全遵守所有适用的竞争法，包括但不限于在美利坚合众国颁布的此类法律和法规, the European Union and the United Kingdom, including the Sherman Antitrust Act 1890, Articles 101 and 102 of the Treaty on the Functioning of the European Union, the Competition Act 1998, the Enterprise Act 2002, the Enterprise and Regulatory Reform Act 2013 and all associated legislation, guidelines and notices. ICS and Marisec aim to foster a culture of competition law compliance and it is in this spirit that ICS and Marisec adopt this Compliance Policy. ICS和Marisec的活动不仅在形式上而且在实质上都必须遵守竞争法和本合规政策.
The Boards recognise that breach of competition law exposes ICS and its Members, and Marisec, to the risk of heavy fines, court orders and significant costs and bad publicity associated with a competition investigation. Individuals may also face criminal sanctions and director disqualification orders.
不遵守竞争法或本合规政策是一件严重的事情，任何导致不合规的行为引起我们的注意，都可能导致会员被开除.
In addition, breaching competition law is a breach of an employee’s employment contract with Marisec. It could lead to written warnings and possibly dismissal, and it could be treated as gross misconduct, especially if advice from the ICS Legal team had not been taken in advance of any action.
TRADE ASSOCIATIONS & COMPETITION LAW
竞争法对待行业协会的活动就像对待竞争者之间任何其他形式的合作一样:没有特别的竞争法制度. So, whilst trade associations often perform legitimate and valuable functions, like any other form of cooperation between competitors, the activities of trade associations are capable of breaching competition law. For competition law purposes decisions or recommendations of trade associations are treated as agreements between its Members. Competition law may be breached even when the decisions or recommendations of trade associations are not binding on the Members.
PROHIBITED AGREEMENTS & UNDERSTANDINGS
It is recognised that the following are serious breaches of competition law:
- Agreements with the object or effect of fixing prices, restricting discounts or rebates;
- Agreements limiting output or production, allocating markets or customers;
- Agreements to exchange current and specific information on price, capacity, costs and other commercially sensitive information;
- Collective boycotts or other coordinated measures intended to eliminate competitors; and
- Coordinated measures that slow technical development or otherwise exploit markets.
Accordingly, ICS must not serve as a means for Members to coordinate on any of these matters. 国际商会也不得用作促进达成或执行任何此类反竞争协议或谅解的讨论论坛.
Further Marisec should not undertake any activity that would be prohibited under competition law, in carrying out its commercial activities.
AREAS OF SPECIFIC RELEVANCE TO ICS
- Coordination with other Trade Associations on Terms of Membership
ICS must not coordinate with other shipowners’ trade and employers’ associations or similar bodies on membership fees, services offered to members or any other terms of membership liable to affect competition between associations. Discussions that take place between associations must avoid such commercially sensitive subjects. - Terms of Membership
已从竞争法的角度对ICS成员的接纳规则和成员条件进行了审查，以确保其透明, proportionate, non-discriminatory and based on objective standards. Procedures for expelling Members from ICS should be based on reasonable and objective standards. - Commercial Negotiations
ICS should not engage in joint buying or selling on behalf of Members. Coordination on buying and selling is only permissible in competition law when the combined market share of the parties is very low. ICS可代表其成员就价格、数量、市场或开展经济活动的地域等竞争参数进行磋商或不涉及谈判的讨论. - Information Exchange
Information relating to the parameters of competition, such as price, 产能或成本不应在成员之间交换，除非这种交换具有足够的历史意义或已经累积，使竞争对手无法辨别彼此的商业战略.交换汇总的数据，以便将足够数量的独立企业合并在一起，从而不可能识别个别竞争者，原则上并不违反竞争法. Even so, ICS must not be used for the exchange of capacity forecasts not based on publicly available information, even in aggregated form.Similarly exchange of historic data does not in principle breach competition law. 尽管在很大程度上取决于个人情况——关键在于所交换的信息是否仍然与会员当前或未来的商业战略相关——但不到一年的个性化商业数据通常不被视为具有历史意义. The more frequently data is exchanged the more likely it is to breach competition law.
In addition to the exchange of historical and/or sufficiently aggregated data, 交换已经在公共领域的信息或与诸如技术或环境标准等竞争参数无关的信息不太可能引起竞争法问题.
- Technical Standards, Codes of Conduct and Recommendations
ICS的协调活动(ICS会员之间以及ICS与其他行业协会之间)不太可能引起竞争法方面的关注，因为这种协调的唯一目标和效果是执行技术协定或实现技术合作. Likewise, coordination that relates to the implementation of environmental standards will not usually infringe competition law. Conversely, ICS must not be used for competitors to coordinate on price, capacity or any other parameter of competition.Codes of conduct or other forms of guidance for the shipping industry must not be used as a means of competitive coordination. 如果它们涉及技术和安全标准，而不包括对价格或市场/客户分配等竞争事项的指导，它们不太可能引起竞争法方面的关注. - Standard Terms and Conditions
Standard terms and conditions are more likely to breach competition law when Members are obliged to contract on those terms. Members should therefore remain free to adopt different terms and conditions if they wish, while acknowledging that in marine industries standard forms of contract are the norm, they are usually applied on different commercial terms for each transaction.Standard terms and conditions must not establish uniform price tariffs; this is the equivalent to an agreement to fix prices and one of the most serious infringements of competition law. Even recommended prices may breach competition law if this leads to the coordination of price behaviour.标准条款和条件还可能通过在其他竞争要素上建立协调而影响竞争，从而降低成员在非价格因素上竞争的能力或动机. Standard terms and conditions that benefit customers, for example by making it easier for customers to compare terms offered by Members may be justified. In no case must the standard terms and conditions be more restrictive than necessary to achieve a legitimate objective.
- “Off the agenda” discussions
会员或其代表不得利用ICS作为在ICS正式业务之外从事反竞争行为的机会. ICS should diligently prepare an agenda for any meetings, circulate this agenda prior to any meetings of ICS, accurate minutes of discussions should be taken, including of any other business that may be raised, and delegates reminded at the outset of all meetings of the importance of competition law compliance.
RISK MANAGEMENT
Each member of staff of ICS / employee of Marisec must make every effort to act in full accordance with competition law. Committee chairpersons have particular responsibility to ensure that the activities of ICS committees do not breach competition law. Committee chairpersons should immediately report any actual or suspected breach of competition law to the Secretary General and the Chairman. ICS秘书处成员/ Marisec雇员如怀疑或发现任何违反竞争法的行为，应向秘书长/常务董事报告，由常务董事向主席报告.
If, in the course of its activities with other trade organisations, ICS一旦意识到反竞争行为，就必须采取积极措施，明确表示反对这种行为:在会议上保持沉默是不够的. In the event of an investigation the burden of proof will be on ICS to show this disapproval, therefore ICS must make sure that these objections are accurately documented, and it should retain copies of relevant documents.
ICS should conduct regular internal competition law compliance audits in order to identify and address any areas of concern. As part of the audit individuals should be invited to report any knowledge or suspicions of anti-competitive behaviour occurring within ICS. If ICS has doubts as to the competition law compliance of its conduct it should seek specialist legal advice.