Talent Acquisitions and Lock-in Agreements: Antitrust Concerns

Legal Issues in the Digital Age. 2023. Vol. 4. No. 2. P. 46–77.

Ivanov A., Gavrilova O.

In recent years companies are paying more and more attention to the promising ideas and researchers within their  fields. In various pharmaceutical sectors, most part of the firms is buying talent but not a customer base and products. When a company is acquiring a controlling stake in a smaller research and development-focused firm, the vendor is often the leading researcher and she are retained by non-compete clauses, confidentiality clauses and other forms of obligations that will keep the person working exclusively for the target. Acquisitions and strategic collaborations with far-reaching lock-in effects have suffered from underenforcement of competition law, and that neither United States antitrust agencies nor the European Union Commission, nor the competition authorities of the BRICS countries have sufficiently addressed the innovation concerns raised in these regards. Our proposal, which we admit requires further analysis and development, is to view researchers and key individuals as innovation assets — and to recognise these assets on the input markets or R&D markets that they de facto are active on. This would enable analysis of whether large corporations are essentially vacuuming the relevant research and development markets and creating dead zones devoid of any new ideas. 

 

Keywords: acquisition, antitrust enforcement, Talents, innovation asset, competition law, research and development market, non-compete clause