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Business Ethics
1. BUSINESS ETHICS 1
3 Responsibilities of Board of Directors
◆ Management
◆ Planning
◆ Legal
2. BUSINESS ETHICS 2
Legal Responsibilities
◆ Safeguard assets
◆ Provide annual and interim reports
◆ Allocate resources (investment/dividends)
◆ Arrange meetings
◆ Ensure compliance with company law
3. BUSINESS ETHICS 3
Moral Responsibilities ?
◆ Utility
◆ Rights
◆ Equity
◆ Common Good
◆ Virtue
4. BUSINESS ETHICS 4
◆ Corporate
Governance, conflict of interest
Mergers, acquisitions & takeovers
Corporate Social Responsibility
◆ Finance & Accounting
Accounting fraud, corruption, taxation
Insider trading, securities fraud
Executive compensation
◆ Human Resources
Discrimination, bullying, retaliation
Employment contracts, employee rights
Health & safety, working conditions
5. BUSINESS ETHICS 5
◆ Sales and Marketing
Pricing, bribery
Anti-competitive practises
Strategies: greenwashing, viral, spam, advertizing…
◆ Production and Supply Chain
Dangerous products
Environmental damage
Harmful technologies: GM, cellular…
Product testing: animals, disadvantaged groups...
◆ Globalization
Offshoring, call centres, modern slavery…
Pariah states
Fair trade
6. BUSINESS ETHICS 6
Drivers of Compliance
◆ Increased scrutiny
State and supra-state enforcement agencies
Activist NGOs
◆ Total visibility
24/7 news
Social media make scandals go viral
◆ Public scepticism
Generation of hyper-aware consumers
Political correctness
Anti-corporate bias
7. BUSINESS ETHICS 7
Mitigate Risk
◆ Employees
Employee code of conduct
Ensure compliance in hiring and employment issues
◆ Suppliers
Supplier code of conduct
Include compliance requirements in contracts
◆ Enforcement
Assign managers to enforce codes of conduct
Ensure business partner integrity
Set up due diligence procedures
8. BUSINESS ETHICS 8
Big Pharma
◆ Revenue
Over $1 trillion in 2015
$432 billion : top 10 companies
◆ Power
Governments and state agencies
Contributes heavily to budget of FDA
National health care systems
◆ Lobbying
Over 1,200 paid lobbyists on Capitol Hill
1998-2014 : $3 billion in lobbying expenses
2013-14 : $15 million in campaign contributions
9. BUSINESS ETHICS 9
Johnson & Johnson
◆ Credo (1943)
” We believe our first responsibility is to the doctors, nurses
and patients, to mothers and fathers and all others who use
our products and services.”
◆ Recent scandals
Illegally promoted Risperdal antipsychotic drug
Used methylene chloride in baby shampoo
Phantom recall of Motrin
Kickbacks to Omnicare Inc. ” educational funding ”
Paid $2.2 bn. to end civil and criminal investigations