Foreword
Competitive conduct
Rules on competitive conduct
In 2004 we tightened up our “Program for Legal Compliance and Corporate Responsibility.” This code of conduct explicitly states: “The company is unreservedly committed to the principle of free competition and to ensuring that contracts with its business partners are entered into on fair terms. We expect others to show a similar commitment. Anti-competitive practices that are illegal per se include: joint price-fixing with competitors, agreements on market shares, agreements on production capacities, market divisions, customer divisions and agreements to dictate or control a customer’s resale price. Any kind of concerted actions, informal talks or gentlemen’s agreements that are intended to restrict competition, or may have the effect of doing so, are prohibited. Employees must not even give the appearance of being party to any such conspiracy.”
Cases in the past that violated this code seriously damaged our reputation and resulted in hefty fines. Expenses for antitrust proceedings alone came to EUR336 million in 2005. We sincerely regret these infringements of the law. Employees who knowingly violate our regulations and harm the Bayer Group through their actions can expect harsh sanctions, including dismissal.
The Program for Legal Compliance and Corporate Responsibility also contains clear statements on blackmail and corruption: “No personal favors of any kind shall be offered or rendered to any domestic or foreign public official or to an employee of another company.” The only exceptions to this rule are the usual gifts and giveaways of low value. Moreover, it is company policy not to make donations to politicians, political parties or institutions connected with them.
In the United States there are independent organizations that collect funds to finance election campaigns. One of these is the “Bayer Corporation Political Action Committee (BAYPAC).” BAYPAC is not supported by either Bayer AG or by Bayer Corporation. Employees at Bayer Corporation made private donations of around US$ 122,000 in 2005.
Bayer’s political activities: Showing our position
Bayer regards itself as a member of society. From that it derives a duty and a right to play a competent role in shaping political opinion. At the same time, Bayer is one of the companies that is regularly impacted by new regulations. We therefore have an interest in ensuring that statutory and other regulations are based on the actual situation.
Bayer has liaison offices in Berlin (Germany), Brussels (Belgium and the E.U.) and Washington (United States) to engage in dialog with politicians. A Policy Coordination Circle spanning all subgroups meets once a month to discuss relevant political issues and agree on Bayer’s position on planned legislation. The Community Council on Political Activities, which comprises representatives of the subgroups, service companies and relevant Corporate Center departments, is responsible for general coordination of all activities in this field.
In 2004/2005 our political activities centered on proposed legislation on energy policy (trading in emissions allowances), the review of European Chemicals legislation (REACH) and genetic engineering (biopatents). Our efforts to protect our interests were not always successful. However, the draft reach Regulation shows that our endeavors to achieve a more practical structure have been helpful.
We also take a stance through membership of a number of industry associations, professional initiatives and organizations that work towards sustainable development and corporate responsibility, including the United Nations Global Compact Network, the Global Reporting Initiative, the World Business Council for Sustainable Development (WBCSD) and the German sustainability forum “econsense.”
Clear rules for employees who hold public officers
We maintain a database with the names of all employees who are actively involved in industry and professional associations and similar bodies. The database also includes German employees who are elected members of parliaments and local councils. We specifically welcome their willingness to accept such offices. To prevent conflicts of interest, in July 2005 we issued an “Officeholders Directive.” This states: “Bayer unreservedly respects the independence of its employees in the performance of such duties.” It also contains clear rules on the compensation of employees who continue to work for the company while holding full-time offices of this type: “The compensation to be paid must be commensurate with the scope of the work agreed upon and actually performed. No compensation will be paid unless such work is performed.”
Responsibility for regional development: Bayer’s role in the local economy
As well as being a strong global player, Bayer plays a key role in the economy in the regions around its sites. We actively promote these regions and invest in our sites because we are convinced that they offer attractive conditions and high innovative potential. Above all, our presence in such regions helps us keep in touch with our markets.
Cases in the past that violated this code seriously damaged our reputation and resulted in hefty fines. Expenses for antitrust proceedings alone came to EUR336 million in 2005. We sincerely regret these infringements of the law. Employees who knowingly violate our regulations and harm the Bayer Group through their actions can expect harsh sanctions, including dismissal.
The Program for Legal Compliance and Corporate Responsibility also contains clear statements on blackmail and corruption: “No personal favors of any kind shall be offered or rendered to any domestic or foreign public official or to an employee of another company.” The only exceptions to this rule are the usual gifts and giveaways of low value. Moreover, it is company policy not to make donations to politicians, political parties or institutions connected with them.
In the United States there are independent organizations that collect funds to finance election campaigns. One of these is the “Bayer Corporation Political Action Committee (BAYPAC).” BAYPAC is not supported by either Bayer AG or by Bayer Corporation. Employees at Bayer Corporation made private donations of around US$ 122,000 in 2005.
Bayer’s political activities: Showing our position
Bayer regards itself as a member of society. From that it derives a duty and a right to play a competent role in shaping political opinion. At the same time, Bayer is one of the companies that is regularly impacted by new regulations. We therefore have an interest in ensuring that statutory and other regulations are based on the actual situation.
Bayer has liaison offices in Berlin (Germany), Brussels (Belgium and the E.U.) and Washington (United States) to engage in dialog with politicians. A Policy Coordination Circle spanning all subgroups meets once a month to discuss relevant political issues and agree on Bayer’s position on planned legislation. The Community Council on Political Activities, which comprises representatives of the subgroups, service companies and relevant Corporate Center departments, is responsible for general coordination of all activities in this field.
In 2004/2005 our political activities centered on proposed legislation on energy policy (trading in emissions allowances), the review of European Chemicals legislation (REACH) and genetic engineering (biopatents). Our efforts to protect our interests were not always successful. However, the draft reach Regulation shows that our endeavors to achieve a more practical structure have been helpful.
We also take a stance through membership of a number of industry associations, professional initiatives and organizations that work towards sustainable development and corporate responsibility, including the United Nations Global Compact Network, the Global Reporting Initiative, the World Business Council for Sustainable Development (WBCSD) and the German sustainability forum “econsense.”
Clear rules for employees who hold public officers
We maintain a database with the names of all employees who are actively involved in industry and professional associations and similar bodies. The database also includes German employees who are elected members of parliaments and local councils. We specifically welcome their willingness to accept such offices. To prevent conflicts of interest, in July 2005 we issued an “Officeholders Directive.” This states: “Bayer unreservedly respects the independence of its employees in the performance of such duties.” It also contains clear rules on the compensation of employees who continue to work for the company while holding full-time offices of this type: “The compensation to be paid must be commensurate with the scope of the work agreed upon and actually performed. No compensation will be paid unless such work is performed.”
Responsibility for regional development: Bayer’s role in the local economy
As well as being a strong global player, Bayer plays a key role in the economy in the regions around its sites. We actively promote these regions and invest in our sites because we are convinced that they offer attractive conditions and high innovative potential. Above all, our presence in such regions helps us keep in touch with our markets.
Sustainability indices
Bayer is included in various indices and in investment funds that highlight companies with a responsible corporate policy. These include the Storebrand Principle Funds, Advanced Sustainable Performance Indices (ASPI) Eurozone, the Dow Jones Sustainability Indices and the FTSE4Good index series.
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