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Code of Business Conduct and Ethics Manager’s Toolkit
Code of Business Conduct and Ethics
Manager’s Toolkit
Code of Business Conduct & Ethics Manager’s Toolkit
Introduction
This toolkit is intended to assist certain Bausch & Lomb managers in introducing our new
Code of Business Conduct and Ethics to employees. It contains guidelines, templates and
other resources to help present the Code to employees in a meaningful way, so they can
better understand the Code’s purpose and how it applies to each of them.
We are excited about the new Code and look forward to working with you as you
introduce the Code to your employees. As always, contact us with any questions.
Bausch & Lomb Compliance Department:
Susan A. Roberts: 585-338-5979 – [email protected]
Vice President Compliance
Jim Nortz: 585-338-8156 – [email protected]
Compliance Director
Courtney Barton: 585-338-8588 – [email protected]
Compliance Manager
Maggie Santos: 585-338-6514 – [email protected]
Sr. Global Compliance Administrator
Code of Business Conduct & Ethics Manager’s Toolkit
Table of Contents
Code Roll-Out Strategy – General Guidance and Options ............................................................. 1
Letter/Email Distribution/Communication Templates ................................................................... 3
Slides and Talking Points to Introduce Code to Employees ........................................................... 5
Small Group Facilitator’s Guide ................................................................................................... 13
Functional Group Implementation Aid ......................................................................................... 15
Frequently Asked Questions & Answers ...................................................................................... 17
Notice of Completion Form .......................................................................................................... 22
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Code Roll-Out Strategy – General Guidance and Options
General Guidance
The Company has issued the revised Code of Business Conduct and Ethics to serve as the
cornerstone of our continued efforts to build upon and sustain an ethical culture at Bausch &
Lomb. Promoting an ethical culture is not just a “nice” thing to do, it is vital to our continued
growth and success as a business. We must do this, not just to stay out of trouble but also to earn
the trust necessary to do what every business must do to succeed over the long term:
• Recruit, retain and motivate talented employees;
• Maintain the supplies of goods and services required to operate;
• Be our customers’ supplier of choice;
• Earn and maintain investor confidence; and
• Be a good neighbor in the communities in which we work and live.
Managers at Bausch & Lomb should use their best judgment in determining how to use the Code
to promote an ethical culture with respect to their teams. However, at a minimum, managers
should:
• take the steps necessary to introduce the Code to their team;
• help them understand the relevance of the Code to their jobs; and
• use the Code as a tool both now and on an on-going basis to discuss ways to improve
team performance and the work environment.
To get started, we recommend managers take the following steps:
1. Distribute the Code to Employees
You can deliver or send the Code to employees with a cover letter signed by you, using
one of the templates in this toolkit or by developing your own.
Or
You can have a group meeting with employees at which you can distribute and then
introduce the Code to employees. If you distribute the Code at a meeting, be sure to track
who received their copy and follow up with those who couldn’t attend.
2. Introduce the Code to Employees
After you have distributed the Code, we suggest you take some time to familiarize
employees with the Code and answer their questions. There are sample slides and talking
points in this toolkit for you to use at a meeting or during a conference call. The
distribution and introduction of the Code to employees should be completed by
February 15, 2008.
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3. Follow-up Discussions regarding the Code with Employees
After the Code has been distributed and introduced to employees, make arrangements to
have scheduled follow-up, facilitated meetings of small groups of your employees so
there can be a good discussion about what the Code says and how it applies directly to
them. Try to bring teams together so the discussion can be used as a team-building
exercise. We recommend these follow-up discussions take place in the first and second
quarters of 2008. This toolkit contains a small group facilitator’s guide for you and
others to use.
If you head-up a functional group (HR, IT, Finance, Regulatory, Quality, EHS or
Procurement) your employees are likely to receive their Code at their facility/location.
We suggest that there be a letter from you to your team members to reinforce your
support of the Code. If you send such a letter or email, give some careful thought about
the message you want to send to your team about your group’s special role in the
Company and how you all might use the Code to better accomplish your mission. There
are letter templates in this toolkit for your consideration as well as a Functional Group
Implementation Aid to give you ideas about how your group might use the Code to
advance your department’s strategic goals.
It’s important to discuss and agree with your supervisor and your colleagues on the
management team as to what approach you’re going to take with respect to distribution,
introduction and follow up discussions so as to assure our activities are properly
coordinated. For example, if you’re in GO&E, be sure to talk not only with your team
but also with the commercial managers in your region and vice versa.
Regardless of what procedure is used to distribute, introduce and reinforce the Code to
your employees, it is important not to lose sight of the primary objective – which is to set
the right “tone at the top” by clearly communicating that we care about our people and
we conduct our business with integrity. The driving force in achieving and sustaining an
ethical culture is not a nice looking code – it is leadership. Specifically, your leadership
in making sure that everyone on your team not only understands what the Code says, but
that we are serious about putting its principles into practice at every level, everywhere in
the organization.
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Letter/Email Distribution/Communication Templates
In the event that you want to attach your own letter to copies of the Code that are distributed to
employees or send an electronic letter about the Code, you are welcome to consider using the
following templates. You’re also welcome to draft your own message to employees or to modify
these.
Attached Letter Template
Dear Employees, [Date]
Attached is your personal copy of Bausch & Lomb’s revised Code of Business Conduct and
Ethics. Great care was taken in preparing this document to make it interesting to read, user
friendly and focused on issues that are important to every employee and the future success of our
business.
We will be scheduling group meetings over the coming weeks to review the Code, discuss what
it means to the Company and to our team in particular and answer any questions you may have
about the Code. Please take some time prior to the meeting to read the Code so you can
participate in these discussions. My hope is that these meetings will be an opportunity for all of
us to not only discuss the contents of the Code but also to talk with one another about ways we
can strengthen our teams, improve our work environment and get our jobs done more effectively.
Bausch & Lomb is beginning an exciting new chapter in our distinguished history and we can all
take pride in the fact that we work for a Company that has taken the time to clearly express what
we stand for and what it means to be a Bausch & Lomb employee. When you read this Code and
participate in the group meetings, please do your part by sharing your ideas about things we can
do to live up to these standards everyday.
Sincerely
[Manager Name]
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Email Communication Template
Dear Employees, [Date]
As you may know, the Company has revised its Code of Business Conduct and Ethics. This
document is being posted on our internal and public websites in multiple languages and paper
copies are being distributed to every employee worldwide. If you have not already received
yours, you should be receiving it in the near future.
Great care was taken in preparing the Code to make it interesting to read, user friendly and
focused on issues that are important to every employee and the future success of our business.
We will be scheduling group meetings over the coming weeks and months to review the Code,
discuss what it means to the Company and our team in particular and answer any questions you
may have about it. Please take some time prior to the meeting to read the Code so you can
participate in these discussions. My hope is that these meetings will be an opportunity for all of
us to not only discuss the contents of the Code but also to talk with one another about ways we
can strengthen our teams, improve our work environment and get our jobs done more effectively.
[Functional heads might consider substituting the following paragraph for the one above in their
communication to engage their team in a discussion about how to put the Code to use in
accomplishing the function’s mission.]
Our function [e.g. the Human Resources Function or the Regulatory Group] plays both a
unique and a vital role for the Company. Everyone is counting on us to [Summarize your
function’s mission/continuing contribution to the Company.] When you read the Code, think
of ways we can use this document to help us achieve our function’s mission. Take the time to
write these ideas down and forward them to me. We will be scheduling group meetings over the
coming weeks and months to review the Code and discuss what it means to the Company and
our function in particular. When you attend this meeting, we will also discuss any ideas you may
have about how we can put the Code to use in a very practical and meaningful way, both for our
function and for the Company.
Bausch & Lomb is beginning an exciting new chapter in our distinguished history and we can all
take pride in the fact that we work for a Company that has taken the time to clearly express what
we stand for and what it means to be a Bausch & Lomb employee. When you read this Code and
participate in the group meetings, please do your part by sharing your ideas about things we can
do to live up to these standards everyday.
Sincerely
[Manager Name]
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Slides and Talking Points to Introduce Code to Employees
Slide 1
Our Code of Business Conduct and Ethics
Welcome! We’re here today to talk about Bausch & Lomb’s new Code of Business Conduct and Ethics. [You have
each been given a copy of it on your way in.] or [All of you should have received your copy of the Code already].
As you can see, the Code clearly states our Company’s commitment to acting with integrity and sets forth minimum
standards of conduct for all of us to make that commitment real.
This commitment is not new. But the fact that it is now written clearly in a single document gives us an opportunity
to talk about what we should be doing both individually and together to comply with the law, behave ethically and
sustain strong, productive teams.
The Code covers a number of subjects that are vital to our business and we’ll have an opportunity to discuss them
in greater detail later. Right now, I’d like to focus on three key points that are made in the Code that everyone
should always keep in mind.
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Slide 2
Three Key Messages
• The Bausch & Lomb Tradition – Helping
People See
The first key message in the Code we want to focus on is the fact that our Company is special.
What we do has a direct impact on people’s lives.
There are countless stories of men, women and children who we have helped see or see better. (Speaker should
feel free to mention stories you or your team are familiar with to make this real for your employees).
Regardless of what each one of us does at Bausch & Lomb, we each play a direct role in carrying on this great
Bausch & Lomb tradition – a tradition we can all be proud to be a part of.
But, this tradition of helping people see comes with significant responsibility. In order to consistently develop,
produce and deliver products for use in people’s eyes, we all must hold ourselves to high standards of conduct.
This idea and what it means for all of us is captured well in the second key message in the Code we’d like to
focus on (next slide) – “Everyone. Everyday. Everywhere.”
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Slide 3
Three Key Messages
• The Bausch & Lomb Tradition – Helping People See
• Everyone. Everyday. Everywhere.
These three words say a lot about what is written in this Code and what we are each expected to do to live up to
its standards.
“Everyone.” Reminds us that we are all in this together. This Code applies equally to everyone in the Company
including our Board of Directors, our senior managers, our researchers, our sales and marketing teams, our
manufacturing teams and every member of every department. Our Company’s reputation and our ability to fulfill
our mission to help people see depends directly upon what each of us says and does.
“Everyday.” Reminds us that it is not good enough to do the job right some of the time, but that we must
maintain high standards of conduct all of the time. One mistake can have serious adverse consequences for our
customers, our employees and our Company.
“Everywhere.” Reminds us that these standards are the same for B&L employees all around the world. There
are 13,000 of us all around the world – people like me and you – and we all are relying upon each other. No
matter where we live or work, each one of us has a responsibility to do our jobs in the right way.
The third key message we would like to discuss, is a simple but powerful statement made at the end of the Code
– “You Make a Difference.”
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Slide 4
Three Key Messages
• The Bausch & Lomb Tradition – Helping People See
• Everyone. Everyday. Everywhere.
• You Make a Difference
Because we are a large Company, sometimes it’s hard to see the impact our work actually has on our business
or on people’s lives.
But this message reminds us that even though it may be hard to see, we really do each make a difference not
just for our customers but for each other, by what we do and say at Bausch & Lomb. (Speaker should use
examples of how the employees in the audience make a difference. The following are a few examples that may
be considered.) You make a difference when you:
Treat your co-workers with professional courtesy;
Identify a quality issue that prevents defective products from reaching the market;
Set a good example by doing what the Code says – even when it is hard or unpopular;
Learn and follow the policies and procedures related to your job;
Help a customer find the product that is right for them or their patients;
Identify and address safety issues;
Complete your compliance and ethics training on time;
Are honest and trustworthy;
Raise issues and concerns about things that can be improved; or
When you volunteer to help a co-worker who needs assistance to get the job done.
As these examples illustrate, you can and do make a difference because the success of any Company depends
upon the individual performance of its employees.
Together, these three messages are a call to action for each of us. In order for everyone of us to make a
difference, everyday and everywhere and to carry on B&L’s great tradition of helping people see, we must each
take on the responsibility of living up to the standards we have set for ourselves in this Code.
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Slide 5
Questions?
The speaker can open the floor up to questions. Review the Frequently Asked Questions in the Tool Kit
so you are prepared to answer questions that may be asked.
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Slide 6
Our Responsibility
• Read the Code
• Think of three things you can do to make a
difference for your team and for yourself.
• Write these three ideas down, share them with
others and exhibit the discipline to do them.
Thank you for all of your questions. I’m sure you will have more as you read through the Code. Part of my job is
to help you find answers to those questions, so please contact me if any further questions arise. For now though,
I’d like to let you know my expectations about what each of you can do now to “make a difference” by putting the
words in this Code into practice: [Speaker can read from the slide.]
(Speaker could share what they are planning on doing themselves to make a difference. For example: “I’ve read
the Code – I’m going to keep it in my work area or office as a reference document to refer to if I have questions or
when someone asks me a question I’m not sure about.” “I’m going to work hard to set a good example for
others.” “I’m going to make sure that I complete all my training on time.” “I’m going to review the policies and
procedures that apply to what I do – even though I think I know them – just to be sure I’m not missing anything.”
“I’m going to continue to work hard to promote a positive work environment.” “We’re going to talk about various
Code topics at some of our staff meetings– to be sure we know the rules but also how to apply the rules.”)
(Speaker could also solicit ideas from members of the group about what they are thinking about doing to use this
as an opportunity for the group to share their ideas with one another. Although there is nothing wrong with
suggestions about what the Company or “others” can do better, the speaker should do their best to get the
participants to think of what each person can do individually to put the principles of the Code into practice.)
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Slide 7
Our Responsibility
• Each of us committing individually and
together will help us carry on Bausch &
Lomb’s great tradition and ensure that Bausch
& Lomb is both a great place to work and a
great company to do business with.
Here’s one final message I’d like to leave with you. [speaker can read from the slide]
The bottom line is that, by itself, the Code is not going to change anything. It’s up to us to make a
difference by putting its words into action. Just as you are counting on me, as your leader, to do this, I’m
counting on you all to do the same.
Thank you.
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Slide 8
Helping People See
Everyone. Everyday. Everywhere.
You Make a Difference
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Small Group Facilitator’s Guide
When preparing to facilitate a small group discussion about the Code, take time to consider who
will be attending and what sections of the Code are most applicable to them. Read those sections
of the Code very carefully before attending the meeting and:
• Make sure you understand what they say;
• Think about how they may apply to those who will be participating in the group
discussion; and
• Think about how you might use the opportunity to bring out into the open issues that
the team should discuss to help it function better.
During the meeting you might consider beginning by asking them if they have questions about
the Code or reviewing the Q&A Handout in this toolkit. If you don’t know the answer to a
particular question, just make a note of it and tell the group that you’ll get back to them with an
answer. You can then get answers to such questions by calling the Compliance Department.
Contact information for the Compliance Department is provided in the Introduction Section of
this Toolkit.
Once you have answered any questions or reviewed the Q&A’s, go through each section of the
Code you’ve identified by either asking them to read it to themselves or by reading it aloud.
Then get a group discussion going by asking the group the following questions:
• Does this section apply to anything each of us does on the job?
[Facilitators should note that many people may find it difficult to recognize the
connection between the Code sections and their jobs even though the Code was
specifically designed to focus on subjects that affect the most employees in the
Company. Take time before conducting the session to think carefully about which
sections apply to the group you will be speaking with and plan on providing the
assistance needed to help them see the connection between the various sections of the
Code and their jobs.]
• If this section does apply, how does it apply? If not, who in the Company might this
section apply to?
[Even if a Code section does not apply directly to the group you are speaking with,
take a moment to help them understand who it does apply to and to be confident that
the Company is setting high standards for all employees in all functions at all levels
of the organization.]
• For those sections that do apply directly to the group members, you might ask: “Do
you understand what the section says?”
• Are we living up to this standard? Are there any obstacles that prevent us from doing
what is called for in this Code section?
• Do you have any ideas about how we might improve as a team by putting the Code
principles into practice?
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When asking these questions and conducting the group discussion, have someone take notes for
ideas for improvement or good thoughts. Ideally this should be done on an easel or white board
where all can see if you’re in the same room.
Try to keep the discussion positive/constructive. Resist the temptation to be defensive of
yourself, management or the Company because it will tend to shut discussion down and reduce
the candor of comments being made. If people are critical of some aspects of management’s or
the Company’s performance, this can be a good sign that employees have a desire to do better
and are willing to share their ideas about how we can get better. However, do not allow the
meeting to turn into a “gripe” session and try to keep the focus on what they rather than others
can do to improve performance.
If you cannot cover the entire document in one meeting, schedule several shorter meetings as
time permits, but do take the time to at least touch upon each subject area in the Code. You
might consider taking one section at a time at the beginning of regularly scheduled group
meetings or calls until you get through the whole Code. You could also assign each team
member to lead the discussion around a particular Code section at these meetings.
When discussing sections of the Code that have limited applicability to the group, mention that
although the section may not apply to them it is good to know that such high standards of
business conduct are being set for those to whom the sections do apply. High standards of
business conduct in such critical areas make it less likely that the Company will engage in
conduct that may damage its reputation or result in costly government enforcement actions.
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Functional Group Implementation Aid
For those who lead functional groups like Human Resources, Finance, Procurement, Regulatory,
Quality, Information Technology, Environmental, Health and Safety, give some consideration as
to how your group might use this Code as a tool to accomplish your group’s mission. You can
begin this process by engaging your team in a discussion to solicit ideas for this purpose. The
following are examples of ideas that might arise during such a brainstorming session:
Human Resources
• Use the Code in periodic employee meetings with local HR representatives to discuss
what might be done at specific locations to learn of potential issues concerning
employees and to improve productivity and team performance.
• Use the Code to help managers and employees identify meaningful “Commitment to
an Ethical Culture” goals in their PMP documentation.
• Use the Code as a coaching tool to help employees and managers be more effective
at their jobs.
• Incorporate the Code into the interview process to make sure prospective employees
understand what will be expected of them if they join the Company.
• Incorporate a discussion about the Code in the on-boarding process with every new
employee to help them understand the standards by which we conduct our business.
Also, use the Code to help new employees understand in practical terms what their
role is in promoting an ethical culture.
• Use the Code as a training aid in HR educational sessions.
• Incorporate the Code into leadership development programs.
Finance
• Use the Code to emphasize the key role that individuals play in maintaining sound
financial controls – it’s not just the systems that count, but the discipline of those
implementing the systems.
• Use the Code to make sure all members of the Finance & Accounting teams know
what to do when they feel pressured to bend or break a rule or see evidence of
potential fraudulent activities.
• Incorporate training on key Code sections into every internal training program –
emphasizing our unyielding commitment to complete and accurate financial
statements.
• Use the Code to have a conversation about what could be done to improve
communication and teamwork in the office.
• Use the Code as a training aid in financial controls training for employees outside the
department.
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Regulatory, Quality, Environmental, Health & Safety
• Use the Code to engage your teams in a discussion about what specific steps can be
taken to put the principles in the Code relevant to your function’s mission into
practice.
• Use the Code to emphasize that we do not compromise on quality or on our
commitment to conduct our business in full accordance with all applicable regulatory
standards.
• Use the Code as a training aid at the plant level to emphasize each employee’s role in
ensuring our product quality and creating and sustaining a “quality culture”
throughout the Company.
• Use the Code as a tool to spur discussion about what we can do to create and sustain a
safe work environment.
• Use the Code as a tool to remind our research and development and production teams
about how we and our customers are counting on them to act with the utmost integrity
everyday.
Information Technology
• Use to Code to discuss with your team existing strengths and weaknesses of our
systems to manage critical compliance issues like financial controls, data privacy,
intellectual property theft and maintenance of the Company’s confidential
information.
• Use your discussions about the Code as an opportunity to talk about how
communication can be enhanced in your organization and in the Company.
• Use the Code as a training aid to provide employees with a better understanding of
their ethical and legal obligations in using Company owned information technology.
• Reference key sections of the Code to support Information Technology initiatives
related to enhancing the Company’s ethics and compliance performance.
Procurement
• Use your discussions about the Code with your teams as an opportunity to discuss
the strengths and weaknesses of our current control systems that are intended to
ensure we get the best supplies at the best price.
• Use the Code as a tool to support your efforts to effectively manage change to ensure
consistent product quality.
• Use the Code as a tool to encourage all members of your team to be candid about
potential conflicts of interest and to set up systems to effectively manage those
conflicts.
• Use the Code to reinforce our gift and entertainment policies.
These ideas are provided merely as examples of the kinds of things you and your team may
decide to do and you should feel free to use them or not, as you see fit. However, keep in mind
that the idea is to think about ways to use the Code as a tool in achieving your team’s objectives.
Contact the Compliance Department if you would like any assistance with this process.
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Code of Business Conduct and Ethics
Frequently Asked Questions & Answers
The following are answers to some of the questions you may have regarding Bausch & Lomb’s
Code of Business Conduct and Ethics
1. Q. Is this Bausch & Lomb’s first code of conduct?
A. No. Bausch & Lomb issued a code of conduct in 2002 that was in effect until the
board of directors approved this revised version of the Code.
2. Q. Why is the Company issuing a revised version of the Code?
A. Although the Company’s 2002 code met all legal requirements, the Company
decided it would be helpful to have a Code that was more user friendly and more
effective in communicating the Company’s standards of conduct. One of the
many ways the revised Code does this is by including questions and answers to
help employees understand how the Code applies in real-life situations.
3. Q. Who wrote this Code?
A. We wrote this Code together. Hundreds of employees from every region in the
world, in all functions and at all levels of the Company participated in the drafting
of this document. Although this process took some time, it was well worth the
effort. Now we can say with confidence that what is written in our Code
represents what our own employees say about how we should conduct our
business.
4. Q. Do I have to read every section of the Code or just those sections that apply
to my job?
A. While it is most important for you to make sure you read and understand the
sections relating directly to your job, you should take the time to read every
section. It is important that you at least be aware of standards that apply more
directly to other employees’ jobs so you can be confident that the Company is
setting high standards for conducting its business around the world. The most
important thing is not just to read the Code, but also to think about what you can
do personally to improve our work environment by putting the Code’s words into
action.
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5. Q. Will we be receiving any training regarding the Code?
A. Yes. All employees will be receiving periodic training regarding the Code. This
training may be delivered in the form of a group discussion about the Code,
formal presentations on the Code or various topics covered in the Code. The
Company is also developing an on-line, internet based training program for the
Code that will be provided in multiple languages around the world later in the
year.
6. Q. Will I have to certify that I have read, understand and will follow the Code?
A. Yes. Every employee and all the members of our Board of Directors will be
asked to certify that they have read, understand and will follow the Code. This
certification will be made electronically as part of the on-line training program for
the Code.
7. Q. What should I do if I know that the Company or an employee is not
currently doing what the Code requires?
A. An important reason for the Code is to raise awareness about minimum standards
of conduct. If after reading the Code, you think that the Company or an employee
is not doing what the Code requires, you should raise this issue with your
manager or with one of the other resources listed in the “Seeking Help, Raising
Concerns” section of the Code. Even though bringing up such issues may be
difficult, it is important that you do so because if we don’t know about issues, we
can’t resolve them and improve as individuals and as a Company. Don’t assume
that someone else will do it. Take the initiative and raise your concern as soon as
possible with the right people so it can be addressed.
8. Q. Is it OK to give copies of the Code to our customers, suppliers, distributors
or other interested individuals?
A. Yes. The Company encourages you to share this document widely with our other
stakeholders because it will help them understand what we stand for and the
importance we place on conducting our business properly. If you don’t have
enough paper copies to distribute, contact the Corporate Compliance Department
in Rochester at 585-338-6514. You can also direct interested parties to our web
site www.bausch.com for an electronic copy of the Code or send them an
electronic copy of the Code by email.
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9. Q. Is the Code going to be translated into languages other than English?
A. Yes. The Company is translating the Code into multiple languages for posting on
our web site and world-wide distribution. This will ensure that every employee
can read and understand the Code. Notices will be sent out as these translations
are completed.
10. Q. If there is a local law that differs from what the Code requires, which one
should I follow, the Code or local law?
A. You should follow local law. In the “Applicability, Accountability and Waiver of
this Code” section, the Code states: “In the event that a part of the Code conflicts
with local laws, local laws will apply.”
11. Q. What happens if someone is caught violating the Code?
A. Disciplinary action taken against individuals for violations of the Code will vary
depending upon the circumstances of the case, local law and the Company’s
Human Resources policies.
12. Q. Why do we need a code of conduct? Don’t we already have policies and
procedures that cover all of these subjects?
A. First, there is a legal requirement to have a code of conduct. But more
importantly, a code of conduct serves several important business purposes that
other Company policies and procedures do not do as effectively. Specifically, a
code:
• Raises awareness about key compliance and ethics risks;
• Provides guidance about how to make difficult decisions, seek help, raise
concerns and report misconduct;
• Communicates to all of our stakeholders what we stand for and how we will
conduct our business globally;
• Serves as a management tool to build upon and sustain high standards of
conduct; and
• Generates pride in the Company.
13. Q. How were the topics that are covered in the Code selected?
A. The Compliance Department worked with the Law Department, Company
leaders, and hundreds of employees in every region of the world to make sure the
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topics included in the Code were ones that were important to employees
everywhere.
14. Q. Does the Code apply to temporary and contract employees?
A. Yes. The Code applies to temporary and contract employees. This means that a
copy of the Code should be given to all such employees and to new temporary
and contract employees as part of their orientation. It is important that they know
what’s expected of them from the start.
15. Q. Much of the Code seems to simply state common sense notions like, “set a
good example,” “keep promises,” “tell the truth,” “treat others the way we
would want to be treated,” and “help each other get the job done.” Why do
we have to write down the obvious in a Code?
A. One of the basic objectives of any code of conduct is to set forth the kinds of
behavior that are vital to our success. It should not be surprising then that many
of these things include lessons we have been taught our entire lives. Also, it is
important to consider the fact that common sense is not always common practice.
Reaching a consensus about what is important and writing it down in a Code
helps us all by reminding us of these important common sense lessons and
encouraging us to put principle into practice.
16. Q. What if abiding by the Code will result in a lost business opportunity? What
should I do, follow what the Code says or get the business?
A. You should always follow what the Code says, even if this will result in a lost
business opportunity. The Code does not just set forth expected standards of
behavior in circumstances where it is easy to do so. It also tells us what we must
do even when it is hard. There is always the temptation to cut corners or not play
by the rules in order to get an advantage over our competition, but our Code
requires us all to follow the rules all of the time, regardless of the business
consequences. Getting more business or better results is never an excuse for
violating any provision of the Code. Both our character and reputation, and that
of the Company’s, are defined by how we make hard choices.
17. Q. A lot of subjects in the Code don’t seem to apply to me, so which sections
should I focus on?
A. The Code covers a broad list of topics relating to our most significant legal and
ethical risks. Some of these may have more applicability to your job than others.
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However, if you look closely, many sections covered in the Code do apply to
every employee, regardless of their job. Your manager should explain to you and
your co-workers specifically which sections apply to you and what you do.
18. Q. Who do I talk to if I have questions about the Code?
A. No matter what your question is, there is always a place you can go to get an
answer. If you have questions about the Code, you should begin by speaking with
your manager. If they can’t answer your question, they should be able to help you
find someone who does. If you’re not comfortable asking your manager, review
the “Seeking Help, Raising Concerns and Reporting Misconduct” section of the
Code for additional resources you may use.
19. Q. Why should we abide by a strict code of conduct when many of our
competitors do not?
A. Regardless of what our competitors do, we have decided as a Company that we
will conduct our business in full accordance with the law and with the highest
ethical standards. Other companies may elect to take a different course to gain a
competitive advantage, but we are confident that the best business strategy is one
that focuses on playing by the rules and providing the best products and services
in the world.
20. Q. What should I do with my paper copy of the Code after I have read it?
A. You should keep your copy of the Code as long as you are a Bausch & Lomb
employee and refer to it on occasion to make sure you remain familiar with what
it says. If you lose your copy of the Code, just ask your supervisor or the Human
Resources Department for another.
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Notice of Completion Form
Once the Code has been distributed and introduction sessions have been completed, send the
following Notice of Completion to Susan Roberts, Vice President Compliance via email, fax,
hand delivery or by mailing it to the following address:
Susan Roberts
Vice President, Compliance
One Bausch & Lomb Place
Rochester, NY 14604-2701
Phone: (585) 338-5979
Fax: (585) 338-8706
I [Manager Name] have distributed the Code of
Business Conduct and Ethics as of [Date] to all Bausch & Lomb
employees, including temporary and contract employees, in
[Facility/Location/Country/Function] and introductory session(s) regarding the Code have
been held.
[Country Manager Signature] [Date]
