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BNSF Ethics and Compliance Program
Roger NoberExecutive Vice President Law and Secretary
July 13, 2011
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BNSF’s Ethics and Compliance BNSF’s Ethics and Compliance ProgramProgram
KEY COMPONENTS Tone of Management Program Design and
Implementation Employee
Communication and Training
Monitoring Effectiveness
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Culture of Compliance
Tone at the Top Leadership Model Vision and Values
AnnualPlan
Personal ObjectivesInitiative
s1-3 yearsStrategie
s3+ yearsVision & Values
and Leadership Model
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Tone at the Top
Tone at the top is a visible willingness by senior management to let values drive decisions to prioritize those values above other factors – including financial results, and to expect all others in the organization to do the same.
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Chief Compliance Officer Function Leadership ModelLeadership Model
AnnualPlan
Personal ObjectivesInitiative
s1-3 yearsStrategie
s3+ yearsVision & Values
and Leadership Model
LEADERSHIP MODEL • Create a Compelling Vision• Model the Way• Lead More; Manage Less• Communicate, Communicate,
Communicate• Make Development a Priority
VISION:
Our vision is to realize the tremendous potential of BNSF by providing transportation services that consistently meet our customer’s expectations.
VALUES:
Shared Values, Style, Community, Liberty, Equality, Efficiency
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Compliance Program Strategy
While primarily focused on preventative measures, a formal compliance and ethics program also:
Minimizes the impact of unethical behavior on company operations and financial performance;
Provides consistency in applications of higher standards of conduct company wide;
Enhances and safeguards the company’s reputation; Provides business and brand benefits; Builds customer trust and loyalty; Facilitates acquisition and retention of talent; and Demonstrates commitment to global responsibility.
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Compliance Program Compliance Program
Chief Compliance Officer Code of Conduct Company Policies Risk Assessment and Mitigation Design and Implementation of Compliance Plans Communication Training Monitoring Effectiveness / Internal Audit Coordination
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Code of ConductCode of Conduct
Highlights Employee’s Obligations and Expectations
Q&A to Reinforce Education Online Annual Certification Conflict of Interest and
Other Reporting Requirements
Links to Policies Leaders’ Guide
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Policy ManagementPolicy Management
Policy on Policies Review and Approval Process Annual Review Ensure consistency and clarity of policies Communicate employee obligations effectively Monitor Effectiveness through training and enforcement Document exceptions
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Communication and TrainingCommunication and Training
New Employee Orientation Learning Management System Online Annual Certification Web-Based Training Live Training Leaders’ Guide Policy Communications – BNSF News
Leaders’ GuideA guide to answer some common compliance and ethics-related questions
It takes 20 years to build a reputation and five minutes to ruin it. If you think about that, you’ll do things differently.
~ Warren Buffett
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Monitoring Effectiveness Monitoring Effectiveness
Assessing Risk – Enterprise Wide Risk AssessmentCorporate Audit Services – Annual Audit PlanFraud and Controls Meetings Employee HotlineConflict of Interest Reporting and Tracking
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Specific Compliance IssuesSpecific Compliance Issues
Acceptance and Giving of Gifts Political Contributions PAC Activities