DOJ Requires Directors To Resign From Boards To Mitigate Antitrust Concerns

The Department of Justice announced on October 19 that seven directors resigned their positions from five corporate boards to mitigate antitrust concerns.¹ DOJ raised concerns that the directors' simultaneous service on two separate corporate boards potentially violated the Clayton Act's prohibition on interlocking directorates. Section 8 of the Clayton Act prohibits, subject to certain exceptions, a person from serving "as a director or officer in any two corporations . . . that are . . . competitors. . . ."²

This announcement follows a speech delivered earlier this year by Antitrust Division Assistant Attorney General Jonathan Kanter, who stated that DOJ is "ramping up efforts to identify violations . . . and [] will not hesitate to bring Section 8 cases to break up interlocking directorates."³