Purpose

Elekta firmly believes in fair trade and honest competition based on integrity, product quality, price and customer service. This Policy sets out how Elekta shall compete vigorously and fairly in full compliance with competition or antitrust laws as well as the rules surrounding public procurement or public tender processes. The policy is designed to enhance and provide further guidance to the standards of conduct regarding the way we should behave in the marketplace as set out in the Elekta Code of Conduct.

The main purpose of competition laws is to protect and foster the efficient operation of a free market by assuring the preservation of competition among companies at all levels of trade. Competition laws thus prohibit agreements, practices and conduct which have a damaging effect on competition, such as agreement between competitors or abuse of market power, both of which can lead to a decrease in business efficiency, restrict innovation and technical development and may lead to higher prices or lower quality or output on the market.

Similarly, public procurement laws are designed to protect open and fair competition with focus on the public marketplace. and to ensure equitable and fair distribution of information without the public buyers getting inappropriately influenced in their decision-making.

Failure to comply with competition or public procurement rules may have severe consequences for Elekta or its employees. It could result in loss of business, substantial fines, reputational damage and in some cases, imprisonment.

Requirements

In relations with our competitors

In principle, any discussions and/or Agreements with a competitor to Elekta, or even discussions, are prohibited where they pertain to the following subjects:

  • Prices: or discounts, rebates, credit terms, pricing methods or the timing of price increases
  • Division of markets, territories or customers or certain customer categories.
  • Bid rigging, i.e. agreements or discussions with competitors as to who will bid or not bid for a particular tender; discussions or understandings between competitors regarding prices prior to tendering or during tenders and; discussions of terms and conditions to be submitted in response to a bid request.
  • Limitation of production, capacity or output, or commitments to comply with production or capacity levels.
  • Boycotts e.g. agreeing with one or more competitors not to sell to or buy from a particular customer or supplier, or class thereof.

Exchange of information and meetings with competitors

The mere exchange of information with a competitor could be unlawful, if it may influence the independent determination of a competitor’s commercial policies or strategies. For example, information regarding sales quantities, prices, cost structure, price changes or discounts and other trading conditions or credit terms, or information relating to individual customers and/or suppliers. Never discuss with competitors any other company-specific business plan, market initiatives or market share data and any other confidential information.

Meetings with competitors should only occur for legitimate reasons and only where strictly necessary. Before an Elekta Professional attends a meeting with competitors, they should ensure there is a clear agenda and a logical rationale for the meeting.

Elekta’s participation in trade associations is legitimate, but all Elekta Professionals must ensure that their conduct at trade associations is legal and that the meetings are not a forum for collusion or exchanging of sensitive information such as mentioned previously.

Dealings with our customers, suppliers and distributors

There are certain practices or trading terms with our suppliers, distributors or customers that could harm competition and thus be illegal under competition laws (always contact the compliance or legal department), such as:

  • Resale price maintenance: All distributors who resell our products must remain free to determine their own resale prices.
  • Exclusivity agreements with customers or suppliers, could be unlawful unless both parties’ market shares are below 30 % of the relevant market and the duration of the exclusivity is not excessive, e.g. five years or less, with no automatic prolongation. However, variations occur between jurisdictions.
  • Restriction on resale or use e.g. preventing or otherwise hindering business representatives located in countries in the European Union from exporting to, or importing Elekta products from, other EU countries.

Abuse of dominance

A company with such a strong market position that it is able to determine its commercial strategies (particularly pricing) without concern for the reaction of competitors, purchasers, suppliers or customers, is considered “dominant”. In the US, such a position is called having “monopoly power”. High market shares held over time can indicate dominance. If Elekta is deemed dominant in a market, the following are examples of a practices that could be abusive and unlawful:

  • Tying or bundling: to force or encourage a customer wanting to buy a product from Elekta, e.g. a brachytherapy system, if they also buy another product, e.g. a Versa HD - even though the two products can easily be used without each other
  • Exclusivity or fidelity rebates: granting rebates as a reward for customers buying all or most of their products or services from Elekta
  • Exclusive dealing or non-compete obligations: to prevent a customer from using or buying a competitor’s products or services, or to impose obligations on suppliers not to sell to Elekta’s competitors
  • Price discrimination: granting different terms and conditions (such as prices or rebates) to customers who meet the same requirements, without any legitimate reasons such as differences in tax treatments, freight costs or where a customer performs additional services.

Investigations and dawn raids

Authorities, such as the police or competition authorities, enforce the laws regulating fair competition and public tenders and regularly conduct investigations of companies to detect illegal behavior. Such investigations may often begin with an unannounced inspection of the company’s premises, known as a “dawn raid”. In the event of a dawn raid, all Elekta Professionals must follow our detailed Dawn Raid Instructions and Checklist, referenced herein.

Mergers and acquisitions

Mergers and acquisitions, such as the sale of any Elekta assets or shares, purchase of a third-party business (whether assets or shares), or establishment of a joint venture relationship, are conducted according to Elekta’s M&A Process, which requires Elekta’s Legal Function’s involvement at an early stage.

 

Specific guidelines for participating in public tenders

The general purpose of public procurement rules is to encourage open competition in public market. A public buyer must never get inappropriately influenced in their decision-making during a public tender, and it is strictly forbidden to offer or promise to a public buyer in a tender process any kind of value or benefit, in order to induce, facilitate or remunerate their decision or the fulfillment of an act of their office.

To ensure the above, a public procurement /tender process must be carried out in accordance with the following:

  • Contact contracting authorities only as permitted in the procedure through official and transparent ways
  • Allow contracting authorities to formulate open and objective technical specifications without interference
  • Recognize that contracting authorities have only limited possibilities to exempt themselves from public tendering procedures
  • Respect the principle of equal treatment of bidders when acting as independent consultant for a contracting authority
  • Recognize that during or after the tendering procedure, contracting authorities have limited possibilities to make changes to tender documents or scope of supply
  • Share the responsibility to comply with applicable laws and the Elekta Code of Conduct with our distributors who may participate in public tenders on our behalf.

In a public procurement /tender process, do not do the following:

  • Influence or reward a decision by a Health Care Professional that benefits Elekta (for example, to purchase, order, or recommend Elekta products or services)
  • Provide technical and product information to contracting authorities that aims to unjustifiably exclude competitors from the tendering procedure or that aims to unduly favor one supplier
  • Assist contracting authorities to illegally bias technical specifications
  • Provide award/weighting criteria to contracting authorities, unless explicitly requested to do so and in compliance with applicable laws
  • Encourage contracting authorities to unduly seek exemptions from public tendering procedures
  • If any Elekta Professional believes a tender is not being conducted fairly then this should be reported immediately to Elekta’s compliance or legal department to determine if further action should be taken.

Contact Investor Relations

Cecilia Ketels

Head of Investor Relations

cecilia.ketels@elekta.com

Kristin Westberg

IR Manager

kristin.westberg@elekta.com