Service Corporation International

1. Title of report: Service Corporation International and Plantsbrook Group (MMC - Cm 2880)

2. Date of report: 28 April 1995 Published: 25 May 1995

3. Orders: N/A

4. Date of original undertakings: 18 December 1996

5. Companies giving undertakings: Service Corporation International

6. Details of undertakings: Divestment undertakings

Behavioural undertakings

(i) Within six months of the date of the undertakings, Service Corporation International ('SCI') to complete the sale to person or persons not under its control of:

(a) the five SCI branches acquired from Plantsbrook and listed in schedule 1 of the undertakings and such number of SCI branches in five other locations specified in the schedule necessary to reduce SCI's share of the local supply of funeral directing services in each of those localities to no more than 25% (as calculated in accordance with criteria set out in the undertakings) (together these disposals are referred to as 'the businesses');

(b) provided that, in relation to Chiswick, SCI shall be deemed to comply with the requirements of the undertakings if it sells either of the two SCI branches listed at schedule 3 of the undertakings;

(c) having given the Director General at least 10 working days notice of the identity of the person or persons to whom any of the businesses are to be sold and the Director General having given written consent to such a sale.

(ii) Except with prior written consent, SCI:

(a) shall not, directly or indirectly, hold or acquire an interest in (or in any part of) the businesses, any other company or undertaking carrying on or having control of (or any part of) the businesses, or any assets of the businesses;

(b) shall use its best endeavours to procure that none of its directors or employees holds any directorship or managerial position in any company or other undertaking having control of the businesses (or any part) and shall not nominate any person to any such directorship or managerial position;

(c) shall not participate in the formulation or making of, or influence or attempt to influence, the policy of any person carrying on or having control of the businesses or any part thereof;

(d) shall not co-operate or attempt to co-operate with any person carrying on or having control of the businesses (or any part) with respect to any matter except in certain specified circumstances;

(e) shall not enter into or carry out any Agreement if to do so is intended to or may result in any associated person doing any of the matters set out at (a) to (d) above.

(iii) SCI shall not acquire an interest in any funeral directing business in the localities listed at schedule 1 unless the Director General has given his prior written consent. Except that by a variation to the undertakings, SCI was permitted to acquire Birkbeck Securities Ltd on condition that, within six months of the acquisition, it disposed of the funeral directing business carried on by H Copeland & Son Ltd and during the intervening period SCI was not to be involved in the management or control of the funeral directing business;

(iv) SCI to ensure that the nature of its interest in any SCI branch situated in the Area, as defined, is disclosed prominently, at the premises of that branch, in all documentation provided to customers and potential customers of that branch, and in all advertisements and other promotional material used in connection with that branch.

(v) SCI to ensure that each SCI branch situated within 20 miles of an SCI crematorium displays prominently at its premises certain information relating to other crematorium within 20 miles of that branch being: their names and addresses; the facilities they offer; and the fact that the branch can provide a list of the prices charged by those crematoria for their services.

(vi) SCI shall not discriminate in any manner in the prices charged for crematorium services between SCI branches and other funeral directing businesses.

(vii) SCI to ensure that each SCI branch which is within the area, as defined, and within 20 miles of an SCI crematoria provides customers and potential customers with a list of the prices charged by other crematoria within 20 miles of that SCI branch.

7. Date of amendments: 3 November 1997

8. SIC code: 93.03 (Funeral and related activities.)

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