Business ethics are an integral part of ABB s way of doing business

Transcription

1 Business Ethics Business ethics are an integral part of ABB s way of doing business a

2 Contents 3 4 Foreword: ABB on business ethics ABB business ethics and integrity This booklet is a reference document compiled for the use of companies within the ABB Group. It does not create, nor shall it be construed to create, directly or implicitly, any rights, duties or obligations of ABB Ltd, or any of its affiliates to any person, body or legal entity. This booklet is published in several languages. The English version is the original.

3 ABB business ethics standards Conflicts of interest Confidentiality and protection of assets Insider trading Bribery and corruption Intermediaries Political contributions Antitrust compliance Disclosure and records Lender s and export credit compliance Violations of corporate policies Responsibility and implementation 1

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5 ABB on business ethics Integrity is key to our company s reputation in the marketplace. Ethics and standards are central to ABB, how we work inside the company, with our customers and other business partners and in the communities and nations where we operate. The smallest infraction has a serious impact. In our businesses around the world, we simply must maintain the highest ethical standards. It is clear that ABB fully complies with all international laws and regulations, and also with often stricter rules we have set ourselves, which apply in all markets around the world. We enforce zero tolerance of illegal or unethical behavior. Our customers, employees and other stakeholders have the right to expect that ABB and its employees uphold and respect the highest standards of business ethics. ABB s Business Ethics is essential to our way of doing business. These guidelines outline the principles and standards to be applied to our business practice, and provide a clear framework of regulations for us all to work within. These standards apply to all ABB companies and employees. Their implementation needs to be monitored rigorously, and managers should ensure that all employees are aware of them and abide by them. Jürgen Dormann Chairman and CEO, ABB Ltd 3

6 ABB business ethics and integrity High business ethics and integrity ensures our credibility. All ABB companies and employees shall conform to the relevant laws and regulations of the countries in which they operate and fulfil their obligations in a reliable manner. They must insist on honesty and fairness in all aspects of their business and expect the same from their partners. ABB shall also responsibly comply with the business principles guiding our company activities and relationships worldwide. The ABB Group subscribes to the basic principles in the International Chamber of Commerce, ICC, Rules of Conduct, 1999 Revised Edition and the OECD Convention from

7 Business ethics ABB expects all its employees to uphold the highest standards of ethical behavior and integrity. We believe that ethical and economic values are interdependent and that the business community must always strive to operate within the accepted norms established by national and international authorities. Guidelines Apply zero tolerance in assuring strict adherence to local and international laws and regulations, as well as to ABB Group ethical standards. Ensure all ABB business transactions are fully and fairly recorded according to the company s accounting principles. Ensure continuous training and awareness for employees on how to handle ethical issues, as well as timely advice and guidance. Regularly monitor ethical conduct and ensure that accessible systems are in place for employees or others to report potential violations. 5

8 Conflicts of interest ABB employees shall avoid entering into any situation in which their personal or financial interests may conflict with those of the ABB Group. No ABB employee shall seek or accept any payment, personal gift or entertainment which might reasonably be believed to influence business transactions or which are not within the bounds of customary business hospitality. ABB expects from its employees a sound level of allegiance to the Group. This includes adherence to the Group s non-competition policy by persons possessing significant confidential information. Confidentiality and protection of assets Trade secrets and other proprietary information about ABB, its business activities, technology, other intellectual property, financial position or personnel, as well as information about ABB s customers, suppliers and partners, must be treated as confidential. Such information may not be disclosed to persons outside the Group or to employees without proper authority. The obligation to preserve ABB s confidential information continues after employment ends. The proper handling of information includes the prevention of any misuse or destruction of the information. 6

9 Insider trading ABB Ltd, as a publicly held company, has entered into agreements regarding disclosure of information with stock exchanges on which its shares are listed. Legislation designed to preserve public confidence in and the integrity of the securities markets is also enacted in many countries. The ABB Group has set mandatory policies on trading for insiders. ABB also has strict routines for dissemination of information that may influence the market valuation of our securities. Bribery and corruption No ABB company or employee shall offer or provide an undue monetary or other advantage to any person or persons, including public officials or customer employees, in violation of laws and the officials or employees legal duties, in order to obtain or retain business. Intermediaries Agreements with consultants, brokers, sponsors, agents or other intermediaries shall not be used to channel payments to any person or persons, including public officials or customer employees and thereby circumvent ABB policies regarding bribery and corruption. These agreements are strictly subject to the requirements set forth in the corresponding Group directive. 7

10 Political contributions Contributions to political parties or committees, or to individual politicians, should not in principle be given. Any exceptions to this rule must be cleared in advance with Group Function Legal and Compliance (GF-LC). Antitrust compliance ABB is committed to fair and open competition in markets around the world. ABB companies and employees shall under no circumstances engage in any anti-competitive practices such as illegal fixing of prices, sharing of markets or other actions which prevent, restrict or distort competition in violation of applicable antitrust laws. Disclosure and records All ABB business transactions must be fully and fairly recorded in accordance with ABB s accounting principles and other appropriate requirements. Improper or fraudulent documentation or reporting is contrary to the requirements and ABB policy. Lender s and export credit compliance ABB will disclose all responsible material facts for obtaining financing from an export credit agency (ECA) or other governmental lenders. It is also our policy to disclose all material facts that would be responsive to any prospective lender s analysis. Certificates issued by ABB as an ECA supplier or exporter must be signed in accordance with ABB s compliance regulations and standards. 8

11 Violations of corporate policies Each employee is responsible for ensuring that his or her conduct and the conduct of anyone reporting to the employee fully complies with the policies governing the company s business dealings. Compliance, both personal and by subordinates, will be a factor in periodic performance appraisals. Violations of our policies will result in appropriate action, up to and including, discharge from employment. An individual or individuals may also face civil or criminal penalties. Responsibility and implementation ABB is a decentralized group and ABB companies have a wide freedom to take their own independent decisions on various business issues. However, the standards addressed in ABB Business Ethics represent the core of our group culture and commitment; Group-wide and uniform compliance is essential every employee is responsible for upholding these principles. ABB s Board of Directors and the Executive Committee have designated Group Function Legal and Compliance (GF-LC) to implement and oversee ABB Business Ethics. 9

12 a ABB Ltd Legal and Compliance P.O. Box 8131 CH-8050 Zurich Switzerland Phone +41 (0) Fax +41 (0) Contact us at January 2003 Copyright 2003 ABB. All rights reserved.