Notice2024-31763
Planned Companies; Analysis of Agreement Containing Consent Order To Aid Public Comment
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Metadata and text below are from the Federal Register, a public-domain U.S. government work. Always verify the official published version before relying on it for any legal matter.
Published
January 6, 2025
Issuing agencies
Federal Trade Commission
Abstract
The consent agreement in this matter settles alleged violations of Federal law prohibiting unfair methods of competition. The attached Analysis of Proposed Consent Order to Aid Public Comment describes both the allegations in the complaint and the terms of the consent order--embodied in the consent agreement--that would settle these allegations.
Full Text
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<title>Federal Register, Volume 90 Issue 3 (Monday, January 6, 2025)</title>
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[Federal Register Volume 90, Number 3 (Monday, January 6, 2025)]
[Notices]
[Pages 649-651]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2024-31763]
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FEDERAL TRADE COMMISSION
[File No. 241 0082]
Planned Companies; Analysis of Agreement Containing Consent Order
To Aid Public Comment
AGENCY: Federal Trade Commission.
ACTION: Proposed consent agreement; request for comment.
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SUMMARY: The consent agreement in this matter settles alleged
violations of Federal law prohibiting unfair methods of competition.
The attached Analysis of Proposed Consent Order to Aid Public Comment
describes both the allegations in the complaint and the terms of the
consent order--embodied in the consent agreement--that would settle
these allegations.
DATES: Comments must be received on or before February 5, 2025.
ADDRESSES: Interested parties may file comments online or on paper by
following the instructions in the Request for Comment part of the
SUPPLEMENTARY INFORMATION section below. Please write: ``Planned
Companies; File No. 241 0029'' on your comment and file your comment
online
[[Page 650]]
at <a href="https://www.regulations.gov">https://www.regulations.gov</a> by following the instructions on the
web-based form. If you prefer to file your comment on paper, please
mail your comment to the following address: Federal Trade Commission,
Office of the Secretary, 600 Pennsylvania Avenue NW, Mail Stop H-144
(Annex N), Washington, DC 20580.
FOR FURTHER INFORMATION CONTACT: Erik Herron (202-326-3535), Bureau of
Competition, Federal Trade Commission, 400 7th Street SW, Washington,
DC 20024.
SUPPLEMENTARY INFORMATION: Pursuant to section 6(f) of the Federal
Trade Commission Act, 15 U.S.C. 46(f), and FTC Rule Sec. 2.34, 16 CFR
2.34, notice is hereby given that the above-captioned consent agreement
containing a consent order to cease and desist, having been filed with
and accepted, subject to final approval, by the Commission, has been
placed on the public record for a period of 30 days. The following
Analysis of Agreement Containing Consent Order to Aid Public Comment
describes the terms of the consent agreement and the allegations in the
complaint. An electronic copy of the full text of the consent agreement
package can be obtained from the FTC website at this web address:
<a href="https://www.ftc.gov/news-events/commission-actions">https://www.ftc.gov/news-events/commission-actions</a>.
The public is invited to submit comments on this document. For the
Commission to consider your comment, we must receive it on or before
February 5, 2025. Write ``Planned Companies; File No. 241 0029'' on
your comment. Your comment--including your name and your State--will be
placed on the public record of this proceeding, including, to the
extent practicable, on the <a href="https://www.regulations.gov">https://www.regulations.gov</a> website.
Because of the agency's heightened security screening, postal mail
addressed to the Commission will be delayed. We strongly encourage you
to submit your comments online through the <a href="https://www.regulations.gov">https://www.regulations.gov</a>
website. If you prefer to file your comment on paper, write ``Planned
Companies; File No. 241 0029'' on your comment and on the envelope, and
mail your comment by overnight service to: Federal Trade Commission,
Office of the Secretary, 600 Pennsylvania Avenue NW, Mail Stop H-144
(Annex N), Washington, DC 20580.
Because your comment will be placed on the publicly accessible
website at <a href="https://www.regulations.gov">https://www.regulations.gov</a>, you are solely responsible for
making sure your comment does not include any sensitive or confidential
information. In particular, your comment should not include sensitive
personal information, such as your or anyone else's Social Security
number; date of birth; driver's license number or other State
identification number, or foreign country equivalent; passport number;
financial account number; or credit or debit card number. You are also
solely responsible for making sure your comment does not include
sensitive health information, such as medical records or other
individually identifiable health information. In addition, your comment
should not include any ``trade secret or any commercial or financial
information which . . . is privileged or confidential''--as provided by
section 6(f) of the FTC Act, 15 U.S.C. 46(f), and FTC Rule Sec.
4.10(a)(2), 16 CFR 4.10(a)(2)--including competitively sensitive
information such as costs, sales statistics, inventories, formulas,
patterns, devices, manufacturing processes, or customer names.
Comments containing material for which confidential treatment is
requested must be filed in paper form, must be clearly labeled
``Confidential,'' and must comply with FTC Rule Sec. 4.9(c). In
particular, the written request for confidential treatment that
accompanies the comment must include the factual and legal basis for
the request and must identify the specific portions of the comment to
be withheld from the public record. See FTC Rule Sec. 4.9(c). Your
comment will be kept confidential only if the General Counsel grants
your request in accordance with the law and the public interest. Once
your comment has been posted on <a href="https://www.regulations.gov">https://www.regulations.gov</a>--as legally
required by FTC Rule Sec. 4.9(b)--we cannot redact or remove your
comment from that website, unless you submit a confidentiality request
that meets the requirements for such treatment under FTC Rule Sec.
4.9(c), and the General Counsel grants that request.
Visit the FTC website at <a href="https://www.ftc.gov">https://www.ftc.gov</a> to read this document
and the news release describing this matter. The FTC Act and other laws
the Commission administers permit the collection of public comments to
consider and use in this proceeding, as appropriate. The Commission
will consider all timely and responsive public comments it receives on
or before February 5, 2025. For information on the Commission's privacy
policy, including routine uses permitted by the Privacy Act, see
<a href="https://www.ftc.gov/site-information/privacy-policy">https://www.ftc.gov/site-information/privacy-policy</a>.
Analysis of Agreement Containing Consent Order To Aid Public Comment
I. Introduction
The Federal Trade Commission (``Commission'') has accepted for
public comment, subject to final approval, an Agreement Containing
Consent Order (``Consent Agreement'') with Planned Building Services,
Inc., Planned Lifestyle Services Inc., Planned Security Services, Inc.,
and Planned Technologies Services, Inc. (collectively and separately,
``Planned'' or ``Respondents''). The proposed Decision and Order
(``Order''), included in the Consent Agreement and subject to final
Commission approval, is designed to remedy the anticompetitive effects
that have resulted from Respondents' use of restrictive covenants in
some of their contracts with building owners and managers that limit
the ability of those building owners and managers to solicit or hire
Respondents' employees (``No-Hire Agreements''). The term No-Hire
Agreement refers to a term in an agreement between two or more
companies that restricts, imposes conditions on, or otherwise limits a
company's ability to solicit, recruit, or hire another company's
employees, during employment or afterwards, directly or indirectly,
including by imposing a fee or damages in connection with such conduct,
or that otherwise inhibits competition between companies for each
other's employees' services.
The Consent Agreement settles charges that Respondents have engaged
in unfair methods of competition in violation of section 5 of the FTC
Act, as amended, 15 U.S.C. 45, by entering into No-Hire Agreements with
customers. Respondents' No-Hire Agreements constitute unreasonable
restraints of trade that are unlawful under section 1 of the Sherman
Act, 15 U.S.C. 1, and are thus unfair methods of competition in
violation of section 5 of the FTC Act. Independent of the Sherman Act,
Respondents' use of the No-Hire Agreements constitutes an unfair method
of competition with a tendency or likelihood to harm competition,
consumers, and employees in the building services industry, in
violation of section 5.
The proposed Order has been placed on the public record for 30 days
in order to receive comments from interested persons. Comments received
during this period will become part of the public record. After 30
days, the Commission will again review the Consent Agreement and the
comments received and will decide whether it should withdraw from the
Consent Agreement
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and take appropriate action or make the proposed Order final.
II. The Respondents
Respondents, Planned Building Services, Inc. (``PBS''), Planned
Lifestyle Services Inc. (``PLS''), Planned Security Services, Inc.
(``PSS''), and Planned Technologies Services, Inc. (``PTS''), are
divisions of Planned Companies Holdings, Inc. Planned Companies
Holdings, Inc., is a non-wholly owned, loosely controlled subsidiary of
FirstService Corporation, a publicly traded Canadian company and one of
the largest property management companies in North America. PBS
provides cleaning and maintenance services at residential and
commercial buildings; PLS provides doorperson and concierge services at
residential buildings; PSS provides security guard services at
residential and commercial buildings; and PTS provides technology
related services. Respondents are headquartered in New Jersey and
employ more than 3,000 building services workers, primarily in the
Northeast and Mid-Atlantic, but also in the metro regions of Boston,
the District of Columbia, Atlanta, San Francisco, and Florida. The
complaint focuses on Respondents' conduct in New York and New Jersey.
III. The Complaint
The complaint alleges that Respondents sell building services to
building owners and property management companies, primarily consisting
of the labor of janitors, security guards, maintenance workers, and
concierge desk workers who are directly employed by Respondents. These
employees perform their work at residential and commercial buildings in
various States, but predominantly in New York City and Northern New
Jersey.
The complaint also alleges that Respondents and their building
owner and property manager customers are direct competitors in labor
markets for building services workers. These include the markets for
workers to perform concierge, security, janitorial, maintenance, and
related services.
As alleged in the complaint, Respondents use standard-form
agreements with their customers that include No-Hire Agreements. The
No-Hire Agreements restrict the ability of Respondents' customers to
(1) directly hire workers employed by Respondents, and (2) indirectly
hire workers employed by Respondents through a competing building
services contractor after the competitor wins the customers' business
away from Respondents. These restrictions apply during the term of
Respondents' contracts and for six months thereafter. Earlier versions
of the No-Hire Agreements applied not just to Respondents' employees
staffed to provide services for a particular customer, but to all of
Respondents' building services employees.
The complaint alleges that Respondents' No-Hire Agreements are
facially anticompetitive because they are horizontal agreements among
competitors not to compete. Respondents and their customer building
owners and property managers are competitors for the labor of building
services workers like Respondents' employees. The No-Hire Agreements
are horizontal agreements that prohibit buildings and property
management companies from hiring building services workers, thereby
undermining competition for labor, reducing worker bargaining power,
and suppressing wages. For these reasons, the complaint alleges that
the No-Hire Agreements constitute unreasonable restraints of trade that
are unlawful under section 1 of the Sherman Act, 15 U.S.C. 1, and are
thus unfair methods of competition in violation of section 5 of the FTC
Act, as amended, 15 U.S.C. 45.
Independent of the Sherman Act, the complaint alleges that
Respondents' conduct constitutes an unfair method of competition with a
tendency or likelihood to harm competition, consumers, and employees in
the building services industry, in violation of section 5 of the FTC
Act. According to the complaint, the No-Hire Agreements limit the
ability of building owners and managers to hire Respondents' employees.
This harms Respondents' employees because it limits their ability to
negotiate for higher wages, better benefits, and improved working
conditions. Employees may suffer further hardship if the building they
work at brings services in-house because the No-Hire Agreements force
them to leave their jobs in some circumstances. The complaint further
alleges that the No-Hire Agreements harm building owners and managers
because they may be foreclosed from bringing services in-house due to
the prospect of losing long-serving workers with extensive, building-
specific experience.
IV. Proposed Order
The proposed Order seeks to remedy Respondents' unfair methods of
competition. Section II of the proposed Order prohibits Respondents
from entering into, maintaining, or enforcing a No-Hire Agreement, or
communicating to a customer or any other person that any Planned
employee is subject to a No-Hire Agreement.
Paragraph III.A of the proposed Order requires Respondents to
provide written notice to customers that are subject to No-Hire
Agreements that (i) the restriction is null and void, and (ii) any
customer or a subsequent building services contractor for a customer is
no longer subject to the restrictions or penalties related to the No-
Hire Agreements in Respondents' contracts.
Paragraph III.B of the proposed Order requires Respondents to
provide written notice to employees who are subject to a No-Hire
Agreement. Paragraph III.C requires that Respondents post clear and
conspicuous notice that employees are not subject to No-Hire Agreements
and may seek or accept a job with the building directly, or any company
that wins the building's business.
Paragraphs IV.A and IV.B of the proposed Order provide a timeline
according to which the obligations enumerated in Section III must be
met. Paragraphs IV.C-E set forth Respondents' ongoing compliance
obligations.
Other paragraphs contain standard provisions regarding compliance
reports, requirements for Respondents to provide notice to the FTC of
material changes to their business, and access for the FTC to documents
and personnel. The term of the proposed Order is ten years.
The purpose of this analysis is to facilitate public comment on the
Consent Agreement and proposed Order to aid the Commission in
determining whether it should make the proposed Order final. This
analysis is not an official interpretation of the proposed Order and
does not modify its terms in any way.
By direction of the Commission.
April J. Tabor,
Secretary.
[FR Doc. 2024-31763 Filed 1-3-25; 8:45 am]
BILLING CODE 6750-01-P
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</html>Indexed from Federal Register on January 6, 2025.
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