| name | antitrust-investigation-summary |
| language | en |
| description | Drafts privilege-protective, board-ready executive summary memoranda of internal antitrust investigation findings for UK/Scottish competition law. Covers abuse of dominant position (Competition Act 1998, Ch. II), anti-competitive agreements (Competition Act 1998, Ch. I), merger control (Enterprise Act 2002), CMA enforcement powers, DMCC Act 2024 digital markets regime, risk assessment, and remediation. Use when drafting competition investigation summaries, board memos on competition risk, or internal compliance investigation reports for UK/Scottish entities. [Atticus UK/Scots refined] |
| tags | ["SCOTS [SCOTS, scotland, uk, competition-law, CMA, antitrust, compliance, investigation]","SCOTS, UK, Scotland, legal, atticus, source-verification, evidence-matrix, hostile-review"] |
| atticus_refined | true |
| jurisdiction_focus | Scotland / UK, unless expressly classified otherwise |
| requires_live_source_verification | true |
| external_action_mode | prepare-only unless operator explicitly authorises filing/service/sending |
Competition Investigation Summary (UK/Scotland)
Atticus UK/Scots Legal Excellence Overlay
Use this skill as an autonomous legal-operations module for Scotland/UK work. Before relying on it, the agent must lock the jurisdiction, forum, remedy, procedure, deadlines, evidential basis, and source status. Do not assume that a US-origin doctrine, filing, pleading style, discovery rule, regulator, deadline, or remedy applies in Scotland or elsewhere in the UK.
Mandatory operating rules
- Jurisdiction lock. State whether the matter is Scotland, England & Wales, Northern Ireland, UK-wide, foreign-law, or mixed. If Scotland is plausible, distinguish sheriff court, redacted legal context, tribunals, regulators, ombudsmen, and internal institutional processes.
- Official-source hierarchy. Prefer legislation.gov.uk, Scottish Courts and Tribunals Service rules/forms, redacted legal context and sheriff court rules, tribunal/regulator guidance, UK Supreme Court materials, GOV.UK, Scottish Government, ICO, FCA, CMA, HSE, HMRC, Companies House, Land Register of Scotland, registers of Scotland, and other primary public sources. Treat secondary commentary as orientation only.
- Live verification. Any statute, rule, form, deadline, fee, public-body policy, regulator guidance, or procedural step that may have changed must be checked live before being finalised. Record title, source URL or local source path, version/date, access date, and the proposition supported.
- Evidence discipline. Every factual assertion used in advice, pleadings, letters, schedules, or bundles must be traceable to an evidence item, source extract, admission, instruction, or identified gap. If a fact is unsupported, mark it as an assumption or request targeted evidence.
- Element-by-element reasoning. Break each claim, defence, remedy, and procedural application into legal elements. Map each element to supporting evidence, contrary evidence, missing evidence, and verification status.
- Autonomous depth. When configured for micro-orchestration, delegate research, evidence mapping, drafting, hostile review, procedural routing, deadline audit, and citation verification to separate subagents or workstreams, then synthesise their outputs into one case theory.
- External-action boundary. Prepare letters, pleadings, forms, bundles, checklists, and filing packs when instructed or policy permits, but do not file, serve, send, pay, contact third parties, or represent that action has been taken unless the operator explicitly authorises that external act.
- Uncertainty handling. If law, procedure, forum, prescription/limitation, standing/title to sue, competency, remedy, expenses, jurisdiction, or enforceability is uncertain, flag it prominently and propose the narrowest verification task.
Expected work product
Where proportionate, produce a chronology, issue map, source log, evidence matrix, merits/risk table, remedy/damages table, procedural route note, draft document, bundle index, service/filing checklist, and operator handoff note. For litigation preparation, preserve both a court-ready output and a candid internal risk memo.
Produces a privilege-protective, board-ready memo synthesising internal competition investigation findings for UK- and Scotland-based companies under UK competition law.
Quick Start
Before drafting, collect:
- Investigation charter - directing authority, investigators, dates, privilege posture
- Factual record - triggering complaint, implicated contracts, internal comms, product decision docs, regulator correspondence
- Interview materials - Competition Act interview caution / statement-of-representations-summaries (role, topics, key assertions)
- Market context - products, monetisation, rivals, switching costs, network effects, prior assessments
- Remediation status - stop-gap steps, policy updates, product/contract changes
- Procedural posture - anticipated CAT proceedings, CMA investigation, merger review, preservation holds
If critical inputs are missing, request them: "To provide a competent risk assessment, I require [specific items]."
Output Structure
The memo contains seven sections in order.
1. Privilege Header
Every page:
PRIVILEGED AND CONFIDENTIAL, LEGAL PROFESSIONAL PRIVILEGE
Prepared at the direction of counsel to provide legal advice regarding
competition law compliance and potential exposure. Intended solely for [Company]
senior leadership and the Board of Directors. Do not forward outside
those who need to know for purposes of receiving legal advice.
2. Executive Summary
BLUF format. Frame each finding as: Issue → Key Facts → Legal Significance → Risk Level → Recommended Action
Anchor three risk pillars:
- Legal Liability - strength of potential claims under CA98 / Enterprise Act 2002 / DMCC Act 2024
- Regulatory Scrutiny - CMA enforcement probability
- Reputational Impact - downstream effects on partners, developers, public
3. Investigation Scope & Methodology
Cover: triggering event, time period, products/units, conduct categories, document sources, custodian/interview counts, analyses performed, known gaps. Be specific without creating a discovery roadmap.
4. Key Findings
Organise by issue, not witness or chronology. Map each finding to:
| Theory | Statute | Key Elements |
|---|
| Abuse of dominant position | Competition Act 1998, Ch. II (s.18) | Dominant position + conduct amounting to abuse [VERIFY CMA guidance and case law] |
| Anti-competitive agreements | Competition Act 1998, Ch. I (s.2) | Agreement or concerted practice + appreciable restriction of competition [VERIFY CMA guidance] |
| Merger control | Enterprise Act 2002 (ss.22, 33) | Relevant merger situation + substantial lessening of competition (SLC) [VERIFY current CMA Merger Assessment Guidelines] |
| CMA enforcement / market investigations | Enterprise Act 2002 (Part 4) / CA98 | Broader market references; reaches conduct with adverse effect on competition [VERIFY CMA procedures] |
[SCOTS: Note] The table above maps the primary UK statutory theories. For businesses operating in Scotland, proceedings may be heard in the redacted legal context (Outer House) for damages claims, or before the Competition Appeal Tribunal (CAT, London) for CMA appeal and follow-on actions. The CAT has UK-wide jurisdiction.
Tech-platform / digital markets issue checklist (see also DMCC Act 2024):
[SCOTS: Note] The DMCC Act 2024 creates a new digital markets regime with SMS designation, conduct requirements, and pro-competition interventions, distinct from the general CA98 prohibitions. Where a company may qualify for SMS designation, specialist DMCC Act advice is required.
For each finding: (1) conduct, (2) record evidence including hot documents, (3) pro-competitive rationale, (4) contrary evidence, (5) uncertainties.
5. Risk Assessment
Three layers:
| Layer | Question |
|---|
| Legal | Plausible statutory theory under CA98 / EA02 / DMCC Act? |
| Factual | Evidence strength? Discovery exposure? |
| Enforcement | CMA likely to prioritise? [VERIFY current CMA Annual Plan and enforcement priorities] |
Also address: relevant market definition, key pivots, counterfactual analysis. Avoid pseudo-quantification ("70% chance") - use risk drivers.
6. Remediation Recommendations
Frame as strategic risk mitigation, not admission. Three tiers:
| Tier | Timeframe | Examples |
|---|
| Immediate | 0 to 30 days | Stop-gap changes, messaging, engagement with CMA if appropriate |
| Structural | 1 to 6 months | Policy/contract revisions, approval pathways |
| Monitoring | Ongoing | Audits, training, metrics |
Tie each to a finding. Assign ownership and timeline. Use advisory language: "revise provisions that could be characterised as having the object or effect of restricting competition" not "cease illegal anti-competitive agreement."
7. Regulatory Exposure & Readiness
Cover: pending CMA inquiries, likely theories mapped to facts [VERIFY CMA priorities], key risk documents/witnesses, preparedness status, strategic options.
Readiness checklist:
Drafting Rules
Privilege-protective:
- Advisory language throughout ("evidence could be interpreted as…" not "the company fixed prices")
- Separate facts from analysis from recommendations, Never make conclusory admissions, use "potential theories," "enforcement risk," "facts that could be argued to support"
- Privilege framework: Legal Professional Privilege (LPP) - advice privilege and litigation privilege, as recognised under English and Scottish law; see Three Rivers (No. 6) and Scottish procedural rules on privilege [VERIFY current LPP case law]
- Note: Scotland recognises LPP on the same general principles as England, but specific procedural protections differ. The redacted legal context rules apply in Scottish competition damages proceedings.
Adversarial resilience:
- Draft as if the CMA will read despite privilege claims, Test every sentence: quoted out of context in a Statement of Objections, would it be damaging?
- Address hot documents directly, acknowledge, contextualise, assess, Balance exclusionary findings against pro-competitive benefits, Note: CMA dawn raids (s.28 CA98) may image devices and capture drafts: ensure work-product labelling is robust
Anti-hallucination (non-negotiable):
- Every citation and doctrinal statement must be verified or marked
[VERIFY]
- Every factual assertion traceable to a document, interview, or dataset, Separate verified facts from counsel's assessment, Confirm the record supports characterisations like "systematic" or "widespread"
Scope and Ethics
- UK/Scottish competition law only - flag private follow-on damages (CAT or redacted legal context), criminal cartel offence (Enterprise Act 2002, s.188 - individuals may face imprisonment), and international exposure (EU, US, other) for specialist follow-up
- [SCOTS: Note] US-specific laws not covered here: HSR Act premerger notification, class action procedure, state AG enforcement, Bluebook legal citation, these remain US-specific and are not part of UK/Scottish competition practice. Consult US competition counsel where US exposure exists.
- Present risk in UK-law terms; where Scots law diverges from English law (e.g., procedural rules, privilege, limitation periods), flag for Scots-law specialist input, Counsel represents the organisation (Law Society of Scotland Practice Rules / SRA Rules on organisational clients), not individuals
- Scottish solicitors and advocates must review all output - this is a drafting aid, not legal advice, Do not input unnecessary personal data; follow organisation's secure AI workflow, Where the matter involves conduct wholly or partly in Scotland, note that the CMA has concurrent jurisdiction and the Crown Office and Procurator Fiscal Service (COPFS) may prosecute the criminal cartel offence in Scotland
Scotland/UK Adaptation
This skill has been adapted from its original US federal antitrust law context for UK and Scottish competition law practice.
Key statutory replacements
| US Statute | UK/Scottish Equivalent |
|---|
| Sherman Act § 2 (monopolisation) | Competition Act 1998, Ch. II (s.18 - abuse of dominant position) |
| Sherman Act § 1 (restraints) | Competition Act 1998, Ch. I (s.2 - anti-competitive agreements) |
| Clayton Act § 7 (merger control) | Enterprise Act 2002 (ss.22, 33 - merger control / SLC test) |
| FTC Act § 5 (unfair methods) | CMA powers under CA98 / Enterprise Act 2002 Part 4 (market investigations) / EA02 merger control |
| DMA (Digital Markets Act) | DMCC Act 2024 (Digital Markets, Competition and Consumers Act) - SMS designation regime |
| EU Art. 102 (abuse) | Retained EU competition law / UK equivalents (post-Brexit); s.60A CA98 |
Key institutional replacements
| US Institution | UK/Scottish Equivalent |
|---|
| DOJ Antitrust Division | CMA (Competition and Markets Authority) |
| FTC (Federal Trade Commission) | CMA |
| State AG | CMA (UK regulator); COPFS (criminal cartel in Scotland) |
| Federal court system | CAT (Competition Appeal Tribunal, London); redacted legal context (Scotland); High Court (England & Wales) |
| US Model Rule 1.13 (organisation as client) | Law Society of Scotland Practice Rules / SRA Standards and Regulations on organisational clients |
Other adaptations
- Interview cautions: Replace Upjohn warnings with UK Competition Act interview caution / statement-of-representations procedure (s.26 CA98 formal interviews). Individuals should be advised of their right to legal representation and the potential for criminal prosecution under s.188 Enterprise Act 2002.
- Privilege: Replace Fed. R. Civ. P. 26(b)(3) and Fed. R. Evid. 501 with Legal Professional Privilege (LPP) under English and Scottish law, advice privilege (Three Rivers (No. 6)) and litigation privilege. Scottish courts follow the same general principles but with distinct procedural rules.
- Monetary amounts: Replace USD figures with GBP throughout. CMA fining guidance (CMA73) provides for penalties up to 10% of worldwide group turnover for CA98 infringements; individual criminal penalties of up to 5 years' imprisonment for the cartel offence.
- HSR: The US HSR Act premerger notification regime has no direct UK equivalent. The UK operates a voluntary (non-suspensory) notification system for mergers under EA02, with limited exceptions for certain regulated sectors. The CMA may investigate completed or anticipated mergers that meet the relevant thresholds.
- Class actions: US class action procedure does not apply in the UK. Private competition claims may be brought as follow-on or standalone actions in the CAT (opt-out collective proceedings for competition claims introduced by the Consumer Rights Act 2015) or in the redacted legal context in Scotland.
- Citations: Replace Bluebook legal citation with UK standard, use OSCOLA or Scottish court citation conventions (e.g., [year] CAT [number]; 2025 SLT [page]; or neutral citation format).
Practice notes for Scotland-specific matters
- The CMA has concurrent competition powers with sectoral regulators in Scotland (e.g., Ofcom, Ofgem, the Payment Systems Regulator, their powers apply UK-wide, including Scotland)
- The criminal cartel offence (s.188 Enterprise Act 2002) applies in Scotland. The CMA investigates; COPFS prosecutes. Individuals may face imprisonment of up to 5 years and/or unlimited fines, Scottish competition damages claims may be brought in the redacted legal context (Outer House). The CAT has jurisdiction for follow-on damages claims throughout the UK, The Scotland Act 2016 transferred additional consumer and competition powers to the Scottish Parliament, including the right of Scottish Ministers to refer markets to the CMA for investigation, The Law Society of Scotland publishes guidance on competition law for practitioners, and the Scottish Competition Forum provides a network for competition law professionals in Scotland
Downloaded reference materials (Scots forms directory)
The following CMA guidance documents have been downloaded to scots-forms/ for reference:
| File | Content |
|---|
CMA210con-leniency-no-action-guidance.pdf | Applications for leniency and no-action in cartel cases |
CMA8-CA98-investigation-procedures.pdf | CMA investigation procedures in Competition Act 1998 cases |
CMA2-mergers-guidance-2025.pdf | Mergers: guidance on the CMA's jurisdiction and procedure (Oct 2025) |
merger-notice-template.pdf | Merger notice template under s.96 Enterprise Act 2002 |
CMA19-quick-guide-complying.pdf | Quick Guide to Complying with Competition Law |
CMA194-digital-markets-guidance.pdf | Digital Markets Competition Regime Guidance (DMCC Act 2024) |
CMA73-penalty-guidance.pdf | Guidance on the appropriate amount of a penalty |
CMA-consumer-approach-2025.pdf | The CMA's approach to consumer protection (Apr 2025) |
Foreign-Law / US-Origin Guardrail
This skill may contain inherited US terminology. For Scotland/UK use, translate rather than copy. Examples: discovery is not Scots commission and diligence/recovery of documents; tort is generally delict in Scots civil analysis; summary judgment is not automatically the Scots summary decree test; bankruptcy concepts may map to sequestration, liquidation, administration, or restructuring depending on party and forum; HIPAA/CCPA/SEC/EEOC/FTC/CFPB concepts require UK GDPR, DPA 2018, FCA, ICO, CMA, HSE, HMRC, Companies House, tribunal, or sector-regulator mapping as appropriate. If the matter is genuinely US or foreign-law, quarantine the foreign-law analysis and warn that local counsel/source verification is required.
Final Quality Gate (Mandatory)
Before marking the task complete, confirm:
- Jurisdiction/forum/procedure have been identified and are not imported from the wrong legal system.
- Current law, rules, forms, fees, deadlines, and public-body guidance have been verified from official sources where necessary.
- Every material factual assertion is tied to evidence, a source, an admission, an instruction, or a clearly labelled assumption.
- Prescription, limitation, time bar, appeal periods, service rules, competency, standing/title to sue, expenses/costs exposure, and enforcement have been considered where relevant.
- The output separates client-facing conclusions from internal risk analysis.
- Drafts include placeholders only where evidence or instructions are genuinely missing; no fabricated citations, authorities, quotes, dates, forms, or procedural steps are allowed.
- A hostile reviewer could reconstruct the reasoning from the evidence matrix and source log.
