S. 1059 — One Agency Act

This section states congressional findings that (1) it is U.S. policy to promote vigorous, effective, and efficient enforcement of the antitrust laws; (2) overlapping antitrust enforcement jurisdiction of the Department of Justice (DOJ) and Federal Trade Commission (FTC) wastes taxpayer resources, hampers enforcement, and causes uncertainty for businesses and consumers; and (3) primary federal responsibility for enforcing the antitrust laws should be assigned to a single entity, with DOJ best suited for that role.

This section defines nine terms for purposes of the Act: (1) “antitrust laws” as the Sherman Act (15 U.S.C. 1 et seq.) and Clayton Act (15 U.S.C. 12 et seq.); (2) “effective date” as the date described in section 7; (3) “FTC” as the Federal Trade Commission; (4) “FTC antitrust action” as any FTC investigation, litigation, administrative proceeding, or other action supervised by an FTC antitrust unit or relating to the antitrust laws or unfair methods of competition under section 5 of the Federal Trade Commission Act (15 U.S.C. 45), as in effect before the effective date; (5) “FTC antitrust assets” as electronic or tangible records, files, and certain physical assets or equipment owned and used by an FTC antitrust unit (excluding office space or leased facilities or equipment); (6) “FTC antitrust employee” as an individual employed by the FTC and assigned to an FTC antitrust unit before the effective date; (7) “FTC antitrust funding” as amounts appropriated to the FTC before the effective date and designated for an FTC antitrust unit; (8) “FTC antitrust unit” as the Bureau of Competition and designated divisions of the Bureau of Economics that work on FTC antitrust actions; and (9) “transition period” as the period beginning on the effective date and ending on the later of one year after the effective date or 180 days after that one-year date (extendable once by the Attorney General for an additional 180 days if necessary to protect U.S. interests or antitrust enforcement).

This section transfers all Federal Trade Commission (FTC) antitrust enforcement functions—including open investigations, litigations, personnel, assets, and funding—to the Department of Justice (DOJ) Antitrust Division on a date determined by the Attorney General between the effective date and the end of the transition period. The Attorney General must complete the transfer by the end of the transition period, in consultation with specified agencies; transferred personnel are assigned to the Antitrust Division (with temporary FTC office space use and post-transfer compensation); and the Attorney General may restructure the division. All unresolved FTC antitrust actions and consent decrees (i.e., those concerning antitrust laws or FTC Act section 5 unfair methods of competition) transfer to the DOJ, which gains sole post-transition authority over them; the FTC may deputize former employees, with DOJ consent, to assist in their continuation. This section further authorizes the Attorney General to require annual or special reports from businesses on competition matters (made under oath and filed within prescribed periods) and to publish non-confidential portions, make congressional reports, and issue decisions for public use (mirroring prior FTC authority under 15 U.S.C. 46). (Thus, the DOJ assumes sole responsibility for civil antitrust enforcement previously handled by the FTC.)

This section transfers from the Federal Trade Commission (FTC) to the Department of Justice (DOJ) or Attorney General (AG) agency consultation, concurrence, and premerger notification requirements relating to the antitrust laws or unfair methods of competition under section 5 of the FTC Act (15 U.S.C. 45)—which declares such methods unlawful in or affecting commerce and empowers the FTC to prevent them—as in effect on the day before the effective date. Specifically, the section (1) deems such requirements transferred to the DOJ or AG; (2) directs premerger notifications previously submitted to the FTC to the AG, with no change to existing notifications to the AG; (3) prohibits the AG from denying resources to the FTC or disrupting its ongoing litigation or appeals as of the day before the effective date; (4) preserves the AG's authority to enforce the antitrust laws; and (5) prohibits the FTC from initiating new investigations or enforcement actions relating to the antitrust laws or section 5 unfair methods of competition, except with AG approval for matters continuing ongoing investigations, litigation, appeals, or consent decrees as of the day before the effective date.

This section eliminates the Federal Trade Commission's (FTC) authority to enforce antitrust laws under the Clayton Act and section 5 of the Federal Trade Commission Act by (1) replacing FTC references with "Attorney General of the United States" in Clayton Act section 2(a) and (b) (i.e., Robinson-Patman Act provisions prohibiting discriminatory pricing that substantially lessens competition) and section 8(a)(5); (2) striking FTC jurisdiction and role from Clayton Act sections 7 and 7A (i.e., prohibitions on anticompetitive mergers and acquisitions and Hart-Scott-Rodino premerger notifications, respectively, thus confining merger review solely to the Department of Justice); (3) striking FTC antitrust references from the Charitable Gift Annuity Antitrust Relief Act of 1995 and Pension Funding Equity Act of 2004; and (4) amending the Federal Trade Commission Act by removing "unfair methods of competition" from section 5(a), striking related enforcement provisions throughout sections 5 and 6, and repealing section 7. (Thus, the FTC retains authority solely for unfair or deceptive acts or practices affecting consumers.)