Brief

"On January 10, 2025, the Federal Trade Commission issued an update regarding FTC Announces 2025 Jurisdictional Threshold Updates for Interlocking Directorates. The revised thresholds under Section 8 of the Clayton Act are $51,380,000 and $5,138,000 for Sections 8(a)(1) and 8(a)(2)(A), respectively, triggering prohibitions on certain interlocking memberships on corporate boards."

Tags:

Competition
Bureau of Competition
Interlocking directorates

The Federal Trade Commission has approved revised jurisdictional thresholds for Section 8 of the Clayton Act, which prohibits interlocking directorates, which is an arrangement that occurs when an officer or director of one firm simultaneously serves as an officer or director of a competing firm.For 2025, thresholds under Section 8 of the Act that trigger prohibitions on certain interlocking memberships on corporate boards of directors are $51,380,000 for Section 8(a)(l) and $5,138,000 for Section 8(a)(2)(A).The thresholds for Section 8 of the Clayton Act become effective upon their publication in the Federal Register. A complete listing of current thresholds can be found on the FTC’s website, and will be updated closer to the time they become effective.The vote approving the Federal Register notice announcing the threshold revisions was 5-0.

The Federal Trade Commission works to promote competition, and protect and educate consumers. The FTC will never demand money, make threats, tell you to transfer money, or promise you a prize. You can learn more about how competition benefits consumers or file an antitrust complaint. For the latest news and resources, follow the FTC on social media, subscribe to press releases and read our blog.

Contact Information

Media Contact

Victoria Graham

Office of Public Affairs

415-848-5121

Highlights content goes here...

Purpose
The Federal Trade Commission (FTC) has approved revised jurisdictional thresholds for Section 8 of the Clayton Act, which prohibits interlocking directorates. This update aims to redefine the monetary limits that trigger prohibitions on certain interlocking memberships on corporate boards of directors.

Effects on Industry
The revised thresholds under Section 8 of the Act will impact various industries and companies with significant revenue levels. The updated figures for 2025 are $51,380,000 for Section 8(a)(1) and $5,138,000 for Section 8(a)(2)(A), indicating a substantial increase in the monetary thresholds compared to previous years. This change may influence the way businesses structure their board memberships and potentially lead to adjustments in corporate governance practices.

Relevant Stakeholders
The revised jurisdictional thresholds primarily affect businesses with significant revenue levels, specifically those within the range of $51,380,000 and $5,138,000 for Section 8(a)(1) and (2)(A), respectively. These changes may have implications for companies in various industries, including but not limited to, technology, finance, and healthcare.

Next Steps
To comply with the revised thresholds, businesses within the affected revenue ranges should reassess their corporate governance structures, particularly regarding interlocking directorates. This may involve reviewing board memberships, evaluating potential conflicts of interest, and ensuring compliance with Section 8 of the Clayton Act. Businesses are advised to consult relevant regulatory bodies or legal counsel for guidance on implementing these changes.

Any Other Relevant Information
The revised thresholds will become effective upon publication in the Federal Register. The FTC’s website provides a list of current and historical jurisdictional thresholds for reference. Stakeholders can also reach out to the FTC’s Office of Public Affairs (415-848-5121) or contact Victoria Graham, Media Contact, for additional information on this update and related matters.

Federal Trade Commission

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