Business Ethics Tathagat Varma Session 1/12: 17-‐Jul-‐09
Learning Rules • There are NO wrong quesAons or wrong answers in the class – I expect you to interact, quesAon and disagree – Don’t assume anything blindly! • Pedagogy: – 25% teaching (slides and references will be shared) – 25% classroom & online discussion (no slides for this !) – 25% self-‐study (your individual eﬀort !) – 25% seminar (working as a team) • I may not know everything. Let’s learn together
Course EvaluaAon Marks Due Ac2vity Remarks Class 10% Throughout Individual This is not just about class ParAcipaAon aXendance, but acAvely contribuAng to the class by sharing ideas, quesAoning, answering, etc. Quiz 20% Session 4-‐5 Individual MulAple-‐choice quesAons on basic concepts and simple applicaAons. Expect quesAons from outside what will be covered Seminar 20% Session 10-‐11 Group Case Study analysis, prepare report and make presentaAon. 50% for report (group), 50% for presentaAon (individual performance) End-‐term 50% Aaer session 12 Individual ApplicaAon of concepts in real-‐life situaAons. Expect quesAons from outside what will be covered
Greatest Business Scandals • Ponzi Scheme • Ivar Kreuger • Savings and Loan Debacle • Ivan Boesky • Worldcom • Tyoe • HealthSouth Corp • Martha Stewart • Enron • Madoﬀ
Ponzi Scheme • In the 1920s, Charles Ponzi tricked thousands of New Englanders into invesAng in his postage stamp business. In a pyramid scheme, Ponzi used new investors money to pay oﬀ earlier investors. Eventually his scheme collapsed, but his name sAll lives on, infamously.
Ivar Kreuger • As the "Swedish Match King," Ivar Kreuger was once one of the richest men in the world. From 1913 to 1932, he built a small match business into a $600 million global empire. Kreuger controlled 40 percent of the worlds match producAon. However, aaer his suicide in 1932, forensic auditors found that Kreuger had operated a giant pyramid scheme. His debts exceeded Swedens naAonal deﬁcit.
Savings and Loan Debacle • During the 1980s, a string of bad business decisions triggered more than 1,000 U.S. savings and loans insAtuAons to fail. Total S & L income was $781 million in 1980; the next year it fell to -‐$4.6 billion. Charles KeaAng, lea, a major player in the scandal, took advantage of small investors in the company, Lincoln Savings and Loan, and made risky investments under the protecAon of the KeaAng Five -‐ involving ﬁve senators who had received $300,000 from KeaAng during that Ame.
Ivan Boesky • Arbitrageur and investment banker Ivan Boesky was charged in 1986 with manipulaAng the stock market through insider trading. On November 14, 1986, also known as "Boesky Day," he paid $100 million to make up for insider trading proﬁts. He later spent Ame in jail following his plea-‐bargain,agreeing not to parAcipate in the markets. His acAviAes were the inspiraAon for the Gordon Gekko character in the ﬁlm "Wall Street."
Worldcom • In 2002, telecommunicaAons giant Worldcom commiXed the largest accounAng fraud in history. Bernard Ebbers, former Worldcom chairman, was later sentenced to 25 years in prison for orchestraAng an $11 billion scheme that drove his company into bankruptcy.
Tyco • That same year, former CEO L. Dennis Kozlowski and two other former employers used $600 million in bonuses and company loans to buy extensive personal luxuries like vacaAon homes, upscale apartments, jewlery and clothing.
HealthSouth Corp • Fiaeen employees at HealthSouth, once the largest U.S. operator of rehabilitaAon hospitals, pleaded guilty in 2004 to overstaAng earnings by $2.5 billion. CEO Richard Scrushy was acquiXed, but was convicted this year for arranging $500,000 in donaAons to former Alabama Governor Don Siegelman in exchange for a seat on a state hospital regulatory board.
Martha Stewart • ImClone Systems founder Sam Waksal Apped domesAc diva Martha Stewart that the FDA would not approve their new cancer drug. Stewart sold about $228,000 in stocks right before ImClone dropped 18 percent. Although she ﬁrst claimed she was innocent, Stewart took a plea bargain deal and served several months in prison aaer she was convicted of four counts of obstrucAng jusAce and lying to invesAgators.
Enron • InﬂaAng proﬁts, hiding a billion dollars in debt and manipulaAng the energy market are only a few crimes Enron has on its list. In 2001, Enron declared bankrupcy, along with many of the companys investors. This month, aaer being convicted, former CEO Ken Lay died of a heart aXack. Jeﬀ Skilling, former CEO, was found guilty of fraud and conspiracy; his trial is scheduled for Oct. 23.
Nick Leeson • Year made public: 1995 EsAmated Losses: $1.4 billion In the early 1990s, Leeson, a trader who worked for BriAsh investment bank Barings, made numerous risky moves on the Singapore InternaAonal Money Exchange (SIMEX), hiding his losses from the ﬁrm in a secret account. By the Ame Barings discovered the ruse, it was too late: The bank was $1.3 billion in debt and had to shut its doors. Leeson, who served more than six years in prison, publicly owned up to his wrongdoing in two books about the scandal and its fallout.
Michael W. Berger • Year made public: 2000 EsAmated Losses: $393 million ManhaXan Capital Management, started in 1996 by Michael W. Berger, lost $400 million. But according to SEC documents, Berger failed to report the losses to investors. Instead he masked them by doctoring ﬁnancial data in clients accounts. Berger pleaded guilty to securiAes fraud in federal court but ﬂed before his sentencing in 2002. He was caught in Austria in 2007.
Madoﬀ • Year made public: 2008 EsAmated Losses: $65 billion • Madoﬀ was sentenced on June 29 to 150 years in prison, aaer pleading guilty on March 12 to federal charges that include fraud and money laundering. He lured many high-‐proﬁle investors by promising to beat the market through a slow and steady investment strategy. But Madoﬀ actually engaged in an elaborate Ponzi scheme. As the markets tumbled late last year, alarmed investors asked to pull their money out. Madoﬀ couldnt come close to providing the $7 billion requested and was turned in by his sons
Allen Stanford • Year made public: 2009 EsAmated Losses: $8 billion • Stanford, founder of Stanford Financial Group and the AnAgua-‐based Stanford InternaAonal Bank, was a trusted ﬁgure among elite investors. The SEC, FBI, and IRS had inquired for years about his company, which promised high-‐yielding returns on cerAﬁcates of deposit. In mid-‐February, the SEC ﬁled a civil case against Stanford and two associates, accusing the Houston-‐based company of "orchestraAng" a massive fraud.
Jerome Kerviel • Year made public: 2008 EsAmated Losses: $8 billion • Société Générale trader Kerviel is said to have made tens of millions worth of futures trades without the knowledge of his superiors. Once the French bank discovered his acAons, it realized that his trades had already generated tremendous losses. Kerviel is awaiAng trial and if convicted, faces up to three years in prison.
Ralph Cioﬃ and MaXhew Tannin • Year made public: 2008 EsAmated Losses: $1.6 billion • Bear Stearns hedge fund managers Cioﬃ and Tannin allegedly lied to investors about the health of their funds, which were heavily backed by subprime mortgages. The funds were struggling, but their alleged falsehoods lured further investment, according to the federal indictment. The funds buckled in June 2008, cosAng investors $1.6 billion. Cioﬃ and Tannin were both charged with conspiracy and fraud; both pleaded not guilty and are awaiAng trial.
Edward Strafaci • Year made public: 2002 EsAmated Losses: $350 million According to court documents, Strafaci, execuAve vice-‐president of New York-‐based Lipper Holdings, told investors in reports that their investments into two Lipper hedge funds were growing at up to 15% annually. In reality the funds were losing money. In 2004, Strafaci pleaded guilty in federal court to securiAes fraud and was sentenced to six years in prison.
Tom PeXers • Year made public: 2008 EsAmated Losses: At least $1 billion PeXers, a money manager who ran PeXers Group Worldwide in Minnesota, was indicted in December by a federal grand jury on 20 counts of money laundering, conspiracy, and wire and mail fraud. He is alleged to have duped investors from 1995 to 2008. According to court documents, PeXers allegedly received over $1 billion from investors and subsequently provided them with false reports claiming that his ﬁrm was using their money to buy and resell wholesale consumer goods for proﬁt. The complaint alleges that these transacAons never took place. PeXers, who pleaded not guilty, is awaiAng trial.
Kazutsugi Nami • Year made public: 2009 EsAmated Losses: $1.4 billion According to authoriAes in Japan, Nami, chairman of Japanese bedding linen company L&G, claimed he could get a 36% annual return on investments in a ﬁcAonal currency he created and dubbed Enten, meaning "divine yen." Nami allegedly took $1.4 billion from roughly 37,000 investors by convincing them that aaer the worlds economies collapsed, his digital Enten currency would make them wealthy. Investors grew frustrated when Nami allegedly began repaying them in Enten. In February he and 21 former execuAves of the company were arrested and charged with fraud in Tokyo.
Paul Greenwood and Stephen Walsh • Year made public: 2009 EsAmated Losses: $554 million According to SEC documents, New Yorkers Greenwood and Walsh ran a fraudulent commodiAes trading company, WG Trading Investors. Instead of pursuing a "stock index arbitrage strategy," Greenwood and Walsh allegedly used the funds as their own "piggy bank," starAng in 1996. The ﬁrms assets have been frozen and the SEC has ﬁled a civil complaint in federal court in ManhaXan charging the men with fraud. They also face criminal charges.
Sample Code of Ethics • IEEE: Among oldest (125 ys old) technical professional body • PMI: Larget professional body in the ﬁeld of Project Management • Wal-‐Mart: largest company in the world • Tata: Oldest business house in India, immaculate reputaAon of business ethics • Infosys: the posterchild of new India; unblemished reputaAon
IEEE Code of Ethics We, the members of the IEEE, in recogniAon of the importance of our technologies in aﬀecAng the quality of life throughout the world, and in accepAng a personal obligaAon to our profession, its members and the communiAes we serve, do hereby commit ourselves to the highest ethical and professional conduct and agree: 1. to accept responsibility in making decisions consistent with the safety, health and welfare of the public, and to disclose promptly factors that might endanger the public or the environment; 2. to avoid real or perceived conﬂicts of interest whenever possible, and to disclose them to aﬀected parAes when they do exist; 3. to be honest and realisAc in staAng claims or esAmates based on available data; 4. to reject bribery in all its forms; 5. to improve the understanding of technology, its appropriate applicaAon, and potenAal consequences; 6. to maintain and improve our technical competence and to undertake technological tasks for others only if qualiﬁed by training or experience, or aaer full disclosure of perAnent limitaAons; 7. to seek, accept, and oﬀer honest criAcism of technical work, to acknowledge and correct errors, and to credit properly the contribuAons of others; 8. to treat fairly all persons regardless of such factors as race, religion, gender, disability, age, or naAonal origin; 9. to avoid injuring others, their property, reputaAon, or employment by false or malicious acAon; 10. to assist colleagues and co-‐workers in their professional development and to support them in following this code of ethics.
Tata Group Code of Conduct This comprehensive document serves as the ethical road map for Tata employees and companies, and provides the guidelines by which the group conducts its businesses. • Clause:1 -‐ Na2onal interest The Tata group is commiXed to beneﬁt the economic development of the countries in which it operates. No Tata company shall undertake any project or acAvity to the detriment of the wider interests of the communiAes in which it operates. • A Tata company’s management pracAces and business conduct shall beneﬁt the country, localiAes and communiAes in which it operates, to the extent possible and aﬀordable, and shall be in accordance with the laws of the land. • A Tata company, in the course of its business acAviAes, shall respect the culture, customs and tradiAons of each country and region in which it operates. It shall conform to trade procedures, including licensing, documentaAon and other necessary formaliAes, as applicable.
Clause:2 -‐ Financial reporAng &records • A Tata company shall prepare and maintain its accounts fairly and accurately and in accordance with the accounAng and ﬁnancial reporAng standards which represent the generally accepted guidelines, principles, standards, laws and regulaAons of the country in which the company conducts its business aﬀairs. • Internal accounAng and audit procedures shall reﬂect, fairly and accurately, all of the company’s business transacAons and disposiAon of assets, and shall have internal controls to provide assurance to the company’s board and shareholders that the transacAons are accurate and legiAmate. All required informaAon shall be accessible to company auditors and other authorised parAes and government agencies.There shall be no willful omissions of any company transacAons from the books and records, no advance-‐income recogniAon and no hidden bank account and funds. • Any willful, material misrepresentaAon of and / or misinformaAon on the ﬁnancial accounts and reports shall be regarded as a violaAon of the Code, apart from inviAng appropriate civil or criminal acAon under the relevant laws. No employee shall make, authorise, abet or collude in an improper payment, unlawful commission or bribing.
Clause:3 -‐ CompeAAon • A Tata company shall fully support the development and operaAon of compeAAve open markets and shall promote the liberalisaAon of trade and investment in each country and market in which it operates. Speciﬁcally, no Tata company or employee shall engage in restricAve trade pracAces, abuse of market dominance or similar unfair trade acAviAes. • A Tata company or employee shall market the company’s products and services on their own merits and shall not make unfair and misleading statements about compeAtors’ products and services. Any collecAon of compeAAve informaAon shall be made only in the normal course of business and shall be obtained only through legally permiXed sources and means.
Clause:4 -‐ Equal opportuniAes • employer A Tata company shall provide equal opportuniAes to all its employees and all qualiﬁed applicants for employment without regard to their race, caste, religion, colour, ancestry, marital status, gender, sexual orientaAon, age, naAonality, ethnic origin or disability. • Human resource policies shall promote diversity and equality in the workplace, as well as compliance with all local labour laws, while encouraging the adopAon of internaAonal best pracAces. • Employees of a Tata company shall be treated with dignity and in accordance with the Tata policy of maintaining a work environment free of all forms of harassment, whether physical, verbal or psychological. Employee policies and pracAces shall be administered in a manner consistent with applicable laws and other provisions of this Code, respect for the right to privacy and the right to be heard, and that in all maXers equal opportunity is provided to those eligible and decisions are based on merit.
Clause:5 -‐ Gias and donaAons • A Tata company and its employees shall neither receive nor oﬀer or make, directly or indirectly, any illegal payments, remuneraAon, gias, donaAons or comparable beneﬁts that are intended, or perceived, to obtain uncompeAAve favours for the conduct of its business. The company shall cooperate with governmental authoriAes in eﬀorts to eliminate all forms of bribery, fraud and corrupAon. • However, a Tata company and its employees may, with full disclosure, accept and oﬀer nominal gias, provided such gias are customarily given and / or are of a commemoraAve nature. Each company shall have a policy to clarify its rules and regulaAons on gias and entertainment, to be used for the guidance of its employees.
Clause:6 -‐ Government agencies • A Tata company and its employees shall not, unless mandated under applicable laws, oﬀer or give any company funds or property as donaAon to any government agency or its representaAve, directly or through intermediaries, in order to obtain any favourable performance of oﬃcial duAes. A Tata company shall comply with government procurement regulaAons and shall be transparent in all its dealings with government agencies.
Clause:7 -‐ PoliAcal non-‐alignment • A Tata company shall be commiXed to and support the consAtuAon and governance systems of the country in which it operates. • A Tata company shall not support any speciﬁc poliAcal party or candidate for poliAcal oﬃce. The company’s conduct shall preclude any acAvity that could be interpreted as mutual dependence / favour with any poliAcal body or person, and shall not oﬀer or give any company funds or property as donaAons to any poliAcal party, candidate or campaign.
Clause:8 -‐ Health, safety and environment • A Tata company shall strive to provide a safe, healthy, clean and ergonomic working environment for its people. It shall prevent the wasteful use of natural resources and be commiXed to improving the environment, parAcularly with regard to the emission of greenhouse gases, and shall endeavour to oﬀset the eﬀect of climate change in all spheres of its acAviAes. • A Tata company, in the process of producAon and sale of its products and services, shall strive for economic, social and environmental sustainability.
Clause:9 -‐ Quality of products and services • A Tata company shall be commiXed to supply goods and services of world class quality standards, backed by aaer-‐sales services consistent with the requirements of its customers, while striving for their total saAsfacAon. The quality standards of the company’s goods and services shall meet applicable naAonal and internaAonal standards. • A Tata company shall display adequate health and safety labels, caveats and other necessary informaAon on its product packaging.
Clause:10 -‐ Corporate ciAzenship • A Tata company shall be commiXed to good corporate ciAzenship, not only in the compliance of all relevant laws and regulaAons but also by acAvely assisAng in the improvement of quality of life of the people in the communiAes in which it operates. The company shall encourage volunteering by its employees and collaboraAon with community groups. • Tata companies are also encouraged to develop systemaAc processes and conduct management reviews, as stated in the Tata ‘corporate sustainability protocol’, from Ame to Ame so as to set strategic direcAon for social development acAvity. • The company shall not treat these acAviAes as opAonal, but should strive to incorporate them as an integral part of its business plan.
Clause:11 -‐ CooperaAon of Tata companies • A Tata company shall cooperate with other Tata companies including applicable joint ventures, by sharing knowledge and physical, human and management resources, and by making eﬀorts to resolve disputes amicably, as long as this does not adversely aﬀect its business interests and shareholder value. • In the procurement of products and services, a Tata company shall give preference to other Tata companies, as long as they can provide these on compeAAve terms relaAve to third parAes.
Clause:12 -‐ Public representaAon of the company and the group • The Tata group honours the informaAon requirements of the public and its stakeholders. In all its public appearances, with respect to disclosing company and business informaAon to public consAtuencies such as the media, the ﬁnancial community, employees, shareholders, agents, franchisees, dealers, distributors and importers, a Tata company or the Tata group shall be represented only by speciﬁcally authorised directors and employees. It shall be the sole responsibility of these authorised representaAves to disclose informaAon about the company or the group.
Clause:13 -‐ Third party representaAon • ParAes which have business dealings with the Tata group but are not members of the group, such as consultants, agents, sales representaAves, distributors, channel partners, contractors and suppliers, shall not be authorised to represent a Tata company without the wriXen permission of the Tata company, and / or if their business conduct and ethics are known to be inconsistent with the Code. • Third parAes and their employees are expected to abide by the Code in their interacAon with, and on behalf of, a Tata company. Tata companies are encouraged to sign a non-‐disclosure agreement with third parAes to support conﬁdenAality of informaAon.
Clause:14 -‐ Use of the Tata brand • The use of the Tata name and trademark shall be governed by manuals, codes and agreements to be issued by Tata Sons. The use of the Tata brand is deﬁned in and regulated by the Tata Brand Equity and Business PromoAon agreement. No third party or joint venture shall use the Tata brand to further its interests without speciﬁc authorisaAon.
Clause:15 -‐ Group policies • A Tata company shall recommend to its board of directors the adopAon of policies and guidelines periodically formulated by Tata Sons.
Clause:16 -‐ Shareholders • A Tata company shall be commiXed to enhancing shareholder value and complying with all regulaAons and laws that govern shareholder rights.The board of directors of a Tata company shall duly and fairly inform its shareholders about all relevant aspects of the company’s business, and disclose such informaAon in accordance with relevant regulaAons and agreements.
Clause:17 -‐ Ethical conduct • Every employee of a Tata company, including full-‐Ame directors and the chief execuAve, shall exhibit culturally appropriate deportment in the countries they operate in, and deal on behalf of the company with professionalism, honesty and integrity, while conforming to high moral and ethical standards. Such conduct shall be fair and transparent and be perceived to be so by third parAes. • Every employee of a Tata company shall preserve the human rights of every individual and the community, and shall strive to honour commitments. • Every employee shall be responsible for the implementaAon of and compliance with the Code in his / her environment. Failure to adhere to the Code could aXract severe consequences, including terminaAon of employment.
Clause:18 -‐ Regulatory compliance • Employees of a Tata company, in their business conduct, shall comply with all applicable laws and regulaAons, in leXer and spirit, in all the territories in which they operate. If the ethical and professional standards of applicable laws and regulaAons are below that of the Code, then the standards of the Code shall prevail. • Directors of a Tata company shall comply with applicable laws and regulaAons of all the relevant regulatory and other authoriAes. As good governance pracAce they shall safeguard the conﬁdenAality of all informaAon received by them by virtue of their posiAon.
Clause:19 -‐ Concurrent employment • Consistent with applicable laws, an employee of a Tata company shall not, without the requisite, oﬃcially wriXen approval of the company, accept employment or a posiAon of responsibility (such as a consultant or a director) with any other company, nor provide freelance services to anyone, with or without remuneraAon. In the case of a full-‐Ame director or the chief execuAve, such approval must be obtained from the board of directors of the company.
Clause:20 -‐ Conﬂict of interest • An employee or director of a Tata company shall always act in the interest of the company, and ensure that any business or personal associaAon which he / she may have does not involve a conﬂict of interest with the operaAons of the company and his / her role therein. An employee, including the execuAve director (other than independent director) of a Tata company, shall not accept a posiAon of responsibility in any other non-‐Tata company or not-‐for-‐proﬁt organisaAon without speciﬁc sancAon. • The above shall not apply to (whether for remuneraAon or otherwise): – NominaAons to the boards of Tata companies, joint ventures or associate companies. – Memberships / posiAons of responsibility in educaAonal / professional bodies, wherein such associaAon will beneﬁt the employee / Tata company. – NominaAons / memberships in government commiXees / bodies or organisaAons. – ExcepAonal circumstances, as determined by the competent authority. • Competent authority, in the case of all employees, shall be the chief execuAve, who in turn shall report such excepAonal cases to the board of directors on a quarterly basis. In case of the chief execuAve and execuAve directors, the Group Corporate Centre shall be the competent authority. • An employee or a director of a Tata company shall not engage in any business, relaAonship or acAvity which might conﬂict with the interest of his / her company or the Tata group. A conﬂict of interest, actual or potenAal, may arise where, directly or indirectly… – An employee of a Tata company engages in a business, relaAonship or acAvity with anyone who is party to a transacAon with his / her company. – An employee is in a posiAon to derive an improper beneﬁt, personally or to any of his / her relaAves, by making or inﬂuencing decisions relaAng to any transacAon. – An independent judgement of the company’s or group’s best interest cannot be exercised. • The main areas of such actual or potenAal conﬂicts of interest shall include the following: – An employee or a full-‐Ame director of a Tata company conducAng business on behalf of his / her company or being in a posiAon to inﬂuence a decision with regard to his / her company’s business with a supplier or customer where his / her relaAve is a principal oﬃcer or representaAve, resulAng in a beneﬁt to him / her or his / her relaAve. – Award of beneﬁts such as increase in salary or other remuneraAon, posAng, promoAon or recruitment of a relaAve of an employee of a Tata company, where such an individual is in a posiAon to inﬂuence decisions with regard to such beneﬁts. – The interest of the company or the group can be compromised or defeated. • Notwithstanding such or any other instance of conﬂict of interest that exist due to historical reasons, adequate and full disclosure by interested employees shall be made to the company’s management. It is also incumbent upon every employee to make a full disclosure of any interest which the employee or the employee’s immediate family, including parents, spouse and children, may have in a family business or a company or ﬁrm that is a compeAtor, supplier, customer or distributor of or has other business dealings with his / her company. • Upon a decision being taken in the maXer, the employee concerned shall be required to take necessary acAon, as advised, to resolve / avoid the conﬂict. • If an employee fails to make the required disclosure and the management of its own accord becomes aware of an instance of conﬂict of interest that ought to have been disclosed by the employee, the management shall take a serious view of the maXer and consider suitable disciplinary acAon against the employee.
Clause:21 -‐ SecuriAes transacAons and • conﬁdenAal informaAon An employee of a Tata company and his / her immediate family shall not derive any beneﬁt or counsel, or assist others to derive any beneﬁt, from access to and possession of informaAon about the company or group or its clients or suppliers that is not in the public domain and, thus, consAtutes unpublished, price-‐sensiAve insider informaAon. • An employee of a Tata company shall not use or proliferate informaAon that is not available to the invesAng public, and which therefore consAtutes insider informaAon, for making or giving advice on investment decisions about the securiAes of the respecAve Tata company, group, client or supplier on which such insider informaAon has been obtained. • Such insider informaAon might include (without limitaAon) the following: – AcquisiAon and divesAture of businesses or business units. – Financial informaAon such as proﬁts, earnings and dividends. – Announcement of new product introducAons or developments. – Asset revaluaAons. – Investment decisions / plans. – Restructuring plans. – Major supply and delivery agreements. – Raising of ﬁnances. • An employee of a Tata company shall also respect and observe the conﬁdenAality of informaAon pertaining to other companies, their patents, intellectual property rights, trademarks and invenAons; and strictly observe a pracAce of non-‐disclosure.
Clause:22 -‐ ProtecAng company assets • The assets of a Tata company shall not be misused; they shall be employed primarily and judiciously for the purpose of conducAng the business for which they are duly authorised. These include tangible assets such as equipment and machinery, systems, faciliAes, materials and resources, as well as intangible assets such as informaAon technology and systems, proprietary informaAon, intellectual property, and relaAonships with customers and suppliers.
Clause:23 -‐ CiAzenship • The involvement of a Tata employee in civic or public aﬀairs shall be with express approval from the chief execuAve of his / her company, subject to this involvement having no adverse impact on the business aﬀairs of the company or the Tata group.
Clause:24 -‐ Integrity of data furnished • Every employee of a Tata company shall ensure, at all Ames, the integrity of data or informaAon furnished by him/her to the company. He/she shall be enArely responsible in ensuring that the conﬁdenAality of all data is retained and in no circumstance transferred to any outside person/party in the course of normal operaAons without express guidelines from or, the approval of the management.
Clause:25 -‐ ReporAng concerns • Every employee of a Tata company shall promptly report to the management, and / or third-‐party ethics helpline, when she / he becomes aware of any actual or possible violaAon of the Code or an event of misconduct, act of misdemeanour or act not in the company’s interest. Such reporAng shall be made available to suppliers and partners, too. • Any Tata employee can choose to make a protected disclosure under the whistleblower policy of the company, providing for reporAng to the chairperson of the audit commiXee or the board of directors or speciﬁed authority. Such a protected disclosure shall be forwarded, when there is reasonable evidence to conclude that a violaAon is possible or has taken place, with a covering leXer, which shall bear the idenAty of the whistleblower. • The company shall ensure protecAon to the whistleblower and any aXempts to inAmidate him / her would be treated as a violaAon of the Code. Note: The TCoC does not provide a full, comprehensive and complete explanaAon of all the rules that employees are bound to follow. Employees have a conAnuing obligaAon to familiarise themselves with all applicable laws, company policies, procedures and work rules.
References • Advice from Aristotle • A History of Business Ethics • Business Ethics Primer • How are Ethics and Excellence related ? (my blog post) • Business Ethics from Knowledge@Wharton • Modern Ethics