Legal counsel for the Rhode Island Mortgage Bankers ("RIMBA") reminds all RIMBA members that certain topics are not proper subjects for discussion and consideration at any RIMBA meeting of members, officers, directors, or committees, whether formal or informal.

While it is entirely appropriate to meet as a trade association to discuss common problems and areas of interest, it must be kept in mind that the members are competitors and any action taken to eliminate, restrict, or govern competition among members is a violation of the antitrust laws. If there is any discussion at RIMBA meetings relating to significant factors of competition among our members, an inference may be raised that such a discussion among competitors is for the purpose of agreeing upon a common course of business conduct.

Rationale

To ensure RIMBA's compliance with federal regulations and guard against liabilities members should remember that RIMBA's only proper interests under the antitrust laws are:

To prevent any situation from which collusion, anti-competitive activity, or concerted action can fairly be inferred.

To keep members fully informed and oriented regarding RIMBA's compliance with antitrust laws.

To promote individual determinations regarding company policies. Any policies which members have adopted as their company policies must never be referred to as an "association" policy, even through it may be recognized as common practice in the industry.

To avoid referring nonmembers of RIMBA as "the competition". Members' competition is any firm, whether inside RIMBA or not, competing for the same business.

To avoid member complaints about companies going direct, price cutting or other trade policies which complaints should not be aired or permitted at any meeting of RIMBA.

To avoid discussion of members' and nonmembers' selling practices which should not be discussed at trade or professional association meetings where competitors are in attendance.

To discourage gossip and careless talk matters that have to do with competitors.

To be of assistance to RIMBA members and our industry, including providing useful business information, statistics, opportunities for members to network and lawfully exchange information, and to promote their businesses and industry.

General Procedures

All RIMBA members must adhere to the following procedures.

"Price" is a forbidden subject at any RIMBA meeting. This includes terms and discounts, because these are substantial elements of price structure. To avoid any problems, members of our RIMBA should not participate in any meeting for the purpose of discussing methods of fixing, establishing, maintaining, or discounting prices, or terms or conditions of sale, for services or products. Should such discussion start, members should to their best to stop them; if they continue, they should get up and walk out.

Among the subjects which should never be discussed at RIMBA meetings are conditions, terms and prices of service, allocating or sharing of customers, and refusing to deal with a particular provider or customer. Agreements among competitors relating to any of these subjects are per se violations of the antitrust laws, and can lead to severe and civil penalties.

Territorial limitations are not be discussed at any RIMBA meeting. No arrangements where one company agrees to confine its sales to its own city or county, if a neighboring company agrees to follow similar limitation, must be discussed or considered. What a company does individually is its own business. A trade or professional association has no interest in that subject, and members should not, therefore, enter into such discussion.

No rules or regulations should exist which in any way affect the freedom of any member to adopt any company policy so desired and to choose those with whom it wants or doesn't want to deal. Members should avoid such "policy" discussion at RIMBA meetings.

Members must compete in every sense of the word under the American system of competitive enterprise. Members should not wait for a RIMBA meeting to see what others are going to do. That could involve concerted action which is forbidden by the antitrust laws when such action restrains trade. Members should strive to give the best service possible at a price as determined by their own business judgment. Members should recognize that one reason for association membership is to use it as a medium through which they can become a tougher competitive by becoming more efficient.

Members should not encourage others not to do business with certain providers nor enter into any agreement to boycott any provider or customer, nor should they ever discuss such an activity at any RIMBA meeting.

The RIMBA Antitrust Statement is included in essential RIMBA information.