Union Fishermen's Co-Operative Packing Company

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In tern Matrer oF UNION FISHERMEN’S CO-OPERATIVE PACKING COMPANY COMPLAINT, FINDINGS, AND ORDER IN REGARD TO THE ALLEGED VIOLATION OF SUBSEC. (c) OF SEC. 2 OF AN ACT OF CONGRESS APPROVED OCT. 15, 1914, AS AMENDED BY AN ACT APPROVED JUNE 19, 1936 Docket 5420. Complaint, Feb. 13, 1946—Decision, June 14, 1946 Where a corporation engaged in the packing and interstate sale and distribution of canned Columbia River salmon, tuna fish, and other sea-food products, selling such products (1) through legitimate intermediaries who acted as its agents and to whom it paid commissions and brokerage fees, and (2) to “direct buyers” who transmitted their purchase orders directly to it, and who although designating themselves as “brokers” were not such, but operated contrary to the manner in which a broker operates, purchasing and selling in their own names and for their own accounts, warehousing ~ and insuring the products ete., and taking title and assuming all risks incident to ownership— ; Paid or granted to such direct buyers, directly or indirectly, commissions, brokerage or other compensation or allowances or discounts in lieu thereof on their own purchases made in their own names and for their own accounts for resale: | : Held, That such paying and granting by it of commissions, etc., to direct buyers of its sea-food products, was in violation of subsection (c) of section 2 of the Clayton Act as amended.

Mr. Edward 8. Ragsdale for the Commission.

Norblad & Norblad, of Astoria, Oreg., for respondent. Complaint The Federal Trade Commission, having reason to believe the party respondent named in the caption hereof and hereinafter more particularly designated and described, since June 19, 1936, has violated and is now violating the provisions of subsection (c) of section 2 of the Clayton Act (U.S. C. title 15, sec. 13) as amended by the Robinson- Patman Act, approved June 19, 1936, hereby issues its complaint, stating its charges with respect thereto as follows: Paracrapn 1. Respondent Union Fishermen’s Co-Operative Packing Co., is a corporation, organized and existing under the laws of the State of Oregon, with its principal office and place of business located at Astoria, Oreg.

__ Par, 2. The respondent, since June 19, 1936, has been, and is now, engaged in the business of packing, selling, and distributing canned Columbia River salmon, canned Columbia River tuna fish, and other UNION FISHERMEN’S COOPERATIVE PACKING CO. 409 408 Complaint sea-food products (all of which are hereinafter designated as sea-food products) for its own account for resale.

Par. 3. The respondent sells and distributes its sea-food products by two separate and distinct methods. The first and principal method is by utilizing intermediaries or brokers who act as respondent’s agents im negotiating the sale of its sea-food products at respondent’s prices and on respondent’s terms and for which services to respondent such intermediaries or brokers are paid commissions or brokerage fees. This method of distributing respondent’s commodities is not challenged by this complaint.

The second method, which is challenged by this complaint, is by the sale by respondent of its sea-food products direct to buyers, who are paid by respondent, directly or indirectly, commissions or brokerage fees on such purchases. All such buyers referred to herein are “direct buyers.” In transactions between respondent and such buyers the respondent does not use intermediaries or brokers. Such direct buyers transmit their own purchase orders for such seafood products directly to the respondent. The respondent thereafter invoices and ships such commodities to such buyers from whom respondent collects the purchase price of the merchandise. Some such buyers, upon receipt of such sea-food products from respondent, warehouse such commodities in their own warehouses or in public warehouses, and insure the commodities at their own expense and in their own names and for their own account against contingent loss or damage. Some such direct buyers designate themselves as brokers but are not brokers in fact. Contrary to the manner in which a broker operates, such buyers purchase and resell for their own account taking title to and assuming all risk incident to ownership. Par. 4. The respondent, since June 19, 1936, in the course and conduct of its said business, has sold and distributed a substantial portion of its sea-food products through intermediaries or brokers to buyers and also directly to buyers located in States other than the State in which respondent is located and as a result of said sales and the respondent’s instructions such commodities have been shipped and are now shipped and transported across State lines to such buyers so located.

Par. 5. The respondent, since June 19, 1936, in connection with the interstate sale of its sea-food products has been, and is now, paying or granting, or has paid or granted, directly or indirectly, commissions, brokerage, or other compensation or allowances or discounts in lieu thereof to buyers on their own purchases of respondent’s sea-food products. Such buyers have purchased respondent’s sea-food prod- Findings 42¥F.T.C.

ucts in their own name and for their own respective accounts for resale.

Par. 6. The acts and practices of the respondent, Union Fishermen’s Co-Operative Packing Co., a corporation, in promoting the sale of its sea-food products by paying to buyers, directly or indirectly, commissions, brokerage, or other compensation or allowances or discounts in lieu thereof as set forth above are in violation of subsection (c) of section 2 of the Clayton Act as amended. Report, Frnprne¢s as TO THE Facts, AND ORDER Pursuant to the provisions of an act of Congress entitled “An act to supplement existing laws against unlawful restraints and monopolies, and for other purposes,” approved October 15, 1914 (the Clayton Act), as amended by an act of Congress approved June 19, 1936 (the Robinson-Patman Act), and by virtue of the authority vested in the Federal Trade Commission by the aforesaid act, the Federal Trade Commission on February 18, 1946, issued and subsequently served its complaint in this proceeding upon the respondent, Union Fishermen’s Co-Operative Packing Co., a corporation, charging it with a violation of subsection (c) of section 2 of the Clayton Act as amended by the Robinson-Patman Act. After the issuance of said complaint, the respondent filed an answer thereto admitting all the material allegations of fact set forth in said complaint and waiving intervening procedure and further hearing as to said facts. Thereafter, this proceeding regularly came on for final hearing before the Commission upon said complaint and answer thereto, and the Commission, having duly considered the matter and being now fully advised in the premises, finds that this proceeding is in the interest of the public and makes this its findings as to the facts and its conclusion drawn therefrom: FINDINGS AS TO THE FACTS ParacrarH 1. Respondent Union Fishermen’s Co-Operative Packing Co. is a corporation organized and existing under the laws of the State of Oregon, with its principal office and place of business located at Astoria, Oreg.

Par. 2. The respondent, since June 19, 1936, has been, and is now, engaged in the business of packing, selling, and distributing canned Columbia River salmon, canned Columbia River tuna fish, and other sea-food products (all of which are hereinafter designated as seafood products) for its own account for resale. Respondent causes said food products when sold by it to be trans- || ported from its aforesaid place of business in the State of Oregon to | UNION FISHERMEN’S COOPERATIVE PACKING CO.’ 411 408 Conclusion purchasers thereof located in various other States of the United States. Respondent maintains and at all times mentioned herein has maintained a course of trade in said food products in commerce among and between the various States of the United States. — Par. 3. Respondent sells said sea-food products through legitimate intermediaries who act as his agents and to whom commissions and brokerage fees are paid for the services so rendered. In addition, respondent has sold its sea-food products direct to buyers who were paid by respondent, directly or indirectly, commissions or brokerage fees on such purchases. All such buyers referred to herein are “direct buyers.” In transactions between respondent and such buyers the respondent did not use intermediaries or brokers. Such direct buyers transmitted their own purchase orders for such sea-food products directly to the respondent. The respondent thereafter invoiced and shipped such commodities to such buyers from whom respondent collected the purchase price of the merchandise. Some of such buyers upon receipt of such sea-food products from respondent warehoused such commodities in their own warehouses or in public warehouses and insured the commodities at their own expense and in their own names and for their own accounts against contingent loss or damage. Some of such direct buyers designated themselves as brokers but were not brokers in fact. Contrary to the manner in which such a broker operates, such buyers purchased and sold for their own accounts taking title to and assuming all risks incident to ownership.

Par. 4. The respondent, since June 19, 1936, in connection with the sale of its sea-food products in interstate commerce, has sold its sea-food products to direct buyers who purchased respondent’s seafood products in their own names and for their own accounts for resale. During the time mentioned herein respondent has paid or granted to such direct buyers, directly or indirectly, commissions, brokerage, or other compensation or allowances or discounts in lieu thereof, on their own purchases made in their own names and for their own accounts for resale.

CONCLUSION The paying and granting by the respondent, directly or indirectly, of commissions, brokerage, or other compensation and allowances, or discounts in lieu thereof, to buyers of its sea-food products who purchased such sea-food products in their own names and for their own accounts for resale, as hereinabove found, are in violation of subsection (c) of section 2 of the Clayton Act, as amended. 412: FEDERAL TRADE COMMISSION DECISIONS Order — 42F.T.C. ORDER TO CEASE AND DESIST This proceeding having been heard by the Federal Trade Commission upon the complaint of the Commission and answer of the respondent, which answer admits all the material allegations of fact set forth in said complaint and waives all intervening procedure and further hearing as to said facts, and the Commission having made its findings as to the facts and its conclusion that said respondent has violated the provisions of subsection (c) of section 2 of the act of Congress entitled “An act to supplement existing laws against unlawful restraints and monopolies, and for other purposes,” approved October 15, 1914 (the Clayton Act), as amended by an act of Congress approved June 19, 1936 (the Robinson-Patman Act) : It is ordered, That the respondent Union Fishermen’s Co-Operative Packing Co., a corporation, and its officers, agents, representatives, and employees, directly or through any corporate or other device, in connection with the sale and distribution of canned Columbia River salmon, canned Columbia River tuna fish, and other sea-food products in commerce, as “commerce” is defined in the aforesaid Clayton Act, do forthwith cease and desist from:

Paying or granting, directly or indirectly, to any buyer, anything of value as a commission or brokerage, or any compensation, allowance or discount in lieu’ thereof, upon purchases made for such buyer’s own account.

It is further ordered, That the respondent shall, within 60 days after service upon it of this order, file with the Commission a report in writing, setting forth in detail the manner and form in which it has complied with this order. | PHILIP SHLANSKY & BRO., INC., ET AL. 413 Syllabus