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Pfizer
Presentation By Group 4
PRESENTERS
 PRAJAKTA JOSEPH 136
 PRATHAMESH GAWANE 137
 SNEHA DUBEY 138
 PRASHANSA MISHRA 139
 RUTUJA MULVEPARAB 140
About Pfizer
 Pfizer, Inc. is an American multinational pharmaceutical
corporation headquartered in New York City, and with its
research headquarters in Groton, Connecticut, United States.
 It is one of the world's largest pharmaceutical companies by
revenues.
 Provide access to safe, effective and affordable medicines and
related health care services to the people who need them.
 Leading portfolio of products and medicines that support
wellness and prevention, as well as treatment and cures for
diseases across a broad range of therapeutic areas
 Industry-leading pipeline of promising new products that have
the potential to challenge some of the most feared diseases of
our time, like Alzheimer's disease and cancer.
Mission Statement
 We will become the
world's most valued
company to patients,
customers, colleagues,
investors , business
partners, and the
communities where we
work and live.
Vision Statement
 Pfizer will strive to achieve
and sustain its leading place
as the world's premier
research-based
pharmaceutical company.
The company's continuing
success benefits patients,
customers , shareholders,
business partners, families
and the communities in
which they operate all
around the world. Pfizer's
mission is to become the
world's most valued company
to all of these people.
Pfizer Board of Directors
Dennis A. Ausiello M.D.
Our Director since 2006. Chair of our Science
and Technology Committee and member of our
Audit Committee, our Corporate Governance
Committee, and our Regulatory and
Compliance Committee.
W. Don Cornwell
Our Director since 1997. Chair of our Audit
Committee and member of our Compensation
Committee, our Regulatory and Compliance
Committee and our Science and Technology
Committee.
Frances D. Fergusson Ph.D.
Our Director since 2009. Chair of our
Regulatory and Compliance Committee and a
member of our Compensation Committee and
our Science and Technology Committee.
Helen H. Hobbs M.D.
Our Director since 2011. Member of our
Corporate Governance Committee and our
Science and Technology Committee.
Constance J. Horner
Our Director since 1993 and Lead
Independent Director from 2007 until
December 2010. Member of our Corporate
Governance Committee, our Regulatory and
Compliance Committee and our Science and
Technology Committee.
James M. Kilts
Our Director since 2007. Chair of our
Compensation Committee and member
of our Science and Technology
Committee.
Pfizer Board of Directors
George A. Lorch
Our Director since 2000 and
Chairman of the Board from
December 2010 to December 2011.
Lead Independent Director since
December 2011.
Shantanu Narayen
Our Director since 2013. Member of
our Corporate Governance Committee
and our Science and Technology
Committee.
Suzanne Nora Johnson
Our Director since 2007. Member of
our Audit Committee, our
Compensation Committee and our
Science and Technology Committee.
Ian C. Read Chairman of
the Board and Chief
Executive Officer
Our Director since December
2010.
Stephen W. Sanger
Our Director since 2009. Chair of our
Corporate Governance Committee
and a member of our Audit
Committee and our Science and
Technology Committee.
James C. Smith
Our Director since 2014. Member of
our Corporate Governance
Committee and our Science and
Technology Committee.Marc Tessier- Lavigne Ph.D.
Our Director since 2011. Member of our Regulatory
and Compliance Committee and our Science and
Technology Committee.
Senior management
Ian C. Read
Chairman of the Board and
Chief Executive Officer
Albert Bourla
Group President of Vaccines,
Oncology and Consumer
Healthcare
Frank D'Amelio
Executive Vice President,
Business Operations and
Chief Financial Officer
Mikael Dolsten, M.D.,
Ph.D.
President, Worldwide
Research & Development
Geno Germano
Group President, Global
Innovative Pharma
Business
Chuck Hill
Executive Vice President,
Worldwide Human Resources
Rady Johnson
Executive Vice President,
Chief Compliance and Risk
Officer
Doug Lankler
Executive Vice
President, General
Counsel
Freda C. Lewis-Hall,
M.D., DFAPA
Chief Medical Officer and
Executive Vice President
Anthony J. Maddaluna
Executive Vice President /
President, Pfizer Global
Supply
Laurie J. Olson
Executive Vice President,
Strategy, Portfolio and
Commercial Operations
Sally Susman
Executive Vice
President, Corporate
Affairs
John Young
Group President, Global
Established Pharma Business
CORPORATE GOVERNANCE PRINCIPLES OF
PFIZER
 The Pfizer Board understands and acts on the fundamental principle that
good corporate governance is critical to organizational success and the
protection of shareholder value. In 1994, the Pfizer Board took the
unprecedented step of creating a corporate governance committee of the
Board. The first act of the Committee was to issue a new set of principles
to govern the operation of the Board and its Committees.
 In keeping with the Board's forward thinking and accountability to
shareholders, these Principles were published in Pfizer's proxy statement
almost a decade ago, well before NYSE mandated guidelines in 2003. The
Principles are a living document, reviewed at least annually and updated
periodically in response to changing regulatory requirements, evolving
best practices and concerns of our shareholder and all stakeholders.
Committees
Pfizer Board Committees & Charters
 The Pfizer Board maintains the following committees to assist it in
discharging its oversight responsibilities:
 The Audit Committee
 The Corporate Governance Committee
 The Compensation Committee
 The Regulatory and Compliance Committee
 The Science & Technology Committee
 The Executive Committee
AUDIT COMMITTEE
 The Audit Committee meets at least six times a year, including periodic
meetings held separately with management, the internal auditor and
the independent auditor.
 Audit Committee represents and assists the Pfizer Board with the
oversight of the integrity of the Company's financial statements and
internal controls, the Company´s compliance with legal and regulatory
requirements
CORPORATE GOVERNANCE COMMITTEE
 Under the terms of its Charter, the Corporate
Governance Committee is responsible for considering
and making recommendations to the Board concerning
the appropriate size, function and needs of the Board.
COMPENSATION COMMITTEE
 Under the terms of its Charter, the Compensation
Committee is directly responsible for establishing
annual and long-term performance goals and
objectives for our elected officers.
REGULATORY AND COMPLIANCE COMMITTEE
 Under the terms of its Charter, the Regulatory and
Compliance Committee is primarily responsible for
overseeing and reviewing the Company's health care law
compliance programs
 The status of compliance with laws, regulations and
internal procedures applicable to pharmaceutical sales
and marketing activities.
Science and Technology Committee
 Established in 2003.
 This Committee is responsible for periodically examining
management’s direction and investment in the Company’s
pharmaceutical Research & Development as well as in its
technology initiatives.
Executive Committee
Board Policies
Pfizer Board Policies:
 1.Lead Independent Director Charter:
 If the offices of Chairman of the Board and Chief Executive Officer are
held by the same person, the independent members of the Board of
Directors will annually elect an independent Director to serve in a
lead capacity (the Lead Independent Director).
 His or her service on outside boards is taken into consideration,
among other factors, due to the demands required of the role. The
Lead Independent Director is generally expected to serve for more
than one year
 The Lead Independent Director coordinates the activities of the other
non-management Directors, and performs such other duties and
responsibilities as the Board of Directors may determine.
1.The specific responsibilities of the Lead
Independent Director are as follows:
 Presides at Executive Sessions/Committee Meetings
 Calls Meetings of Independent Directors
 Leads Annual Evaluation of Chairman and CEO
 Functions as Liaison with the Chairman and CEO
 Approves appropriate provision of information to the Board such as
board meeting agendas and schedules
 Authorizes Retention of Outside Advisors and Consultants
 Shareholder Communication
2.Code of Business Conduct and Ethics
for Members of the Board of Directors
 CONFLICT OF INTEREST:
1. Relationship of Company with third
parties.
2. Compensation from non-Company
sources.
3. Gifts.
4. Protection and proper use of
Company assets.
 CORPORATE OPPORTUNITIES (Directors
are prohibited from)
1. (Taking for themselves personally or
companies with which they are affiliated
opportunities that are discovered through
the use of Company property, Company
assets, Company information or their
position as a director;
2. Using the Company’s property or
information or their position as a director
for personal gain; or
3. Competing with the Company for business
opportunities. However, if the Company’s
disinterested directors determine that
the Company will not pursue an
opportunity that relates to the Company’s
business, a director may then do so.
2.Code of Business Conduct and Ethics
for Members of the Board of Directors
 CONFIDENTIALITY
 COMPLIANCE WITH LAWS, RULES AND REGULATIONS; FAIR
DEALING
 ENCOURAGING THE REPORTING OF ANY ILLEGAL OR
UNETHICAL BEHAVIOR
 COMPLIANCE STANDARDS
 WAIVER OF CODE OF BUSINESS CONDUCT AND ETHICS
3.Board Policy on Pension Benefits for
Executives
 In December 2005, the Pfizer Board approved the adoption of a policy
relating to the payment of pension benefits for senior executives.
 Pfizer Board Policy on Pension Benefits for Executives
 The Board will seek shareholder approval prior to the payment to any
senior executive from the Company's defined benefit pension plans if his
or her benefit, computed as a single life annuity, will exceed 100% of the
senior executive's final average salary, as calculated at the discretion of
the Company's Compensation Committee. This policy will apply
prospectively, for all benefit accruals after January 1, 2006. For purposes
of this policy, "final average salary" means the average of the highest five
calendar years' earnings, where earnings includes salary earned during
the year and annual cash incentives (or bonus) earned for the year.
4.Related Persons Transactions
 This policy applies to any transaction or series of transactions in
which Pfizer Inc. and/or one or more of its subsidiaries is a
participant, the amount involved exceeds $120,000, and a
Related Person has a direct or indirect material interest (a
“Related Person Transaction” or “Transaction”).
 It is the responsibility of the Corporate Governance Committee
to administer this policy.
 Company management will be responsible for determining
whether a transaction is a Related Person Transaction requiring
review under this policy, including whether the Related Person
has a material interest, based on a review of all facts and
circumstances
5.Criteria for Selection of a
Compensation Committee Consultant
 Degree of independence
 Familiarity with the business environment
 References from current clients where the consultant acts in an advisory role
similar to the role desired by the Pfizer Compensation Committee
 Expertise
 No Conflict of interest
6.Pfizer Board Policy: Prohibition of
Pledging of Pfizer Stock
 In 2013, the Pfizer Board adopted a policy prohibiting Board members
and elected officers of the Company from pledging Pfizer stock.
 No Pledging Policy
 Members of the Board and elected officers of the Company (and
others, including family members, whose Pfizer securities they are
deemed to beneficially own) are prohibited from holding Pfizer
securities in a margin account and from maintaining or entering into
any arrangement that, directly or indirectly, involves the pledge of
Pfizer securities or other use of Pfizer securities as collateral for a
loan.
7.Quality Policy
 Pfizer is committed to the delivery of safe and effective products to patients and
consumers, a fundamental element of our Company’s Purpose and Mission.
 As part of Pfizer’s commitment to Quality:
1. Pfizer’s business is conducted in compliance with applicable quality regulations, codes and
standards;
2. Division leaders are accountable to ensure procedures are in place that adequately define
the expectations for work that supports, or directly affects, product quality, product
registration and/or data that supports product quality and patient or consumer safety;
3. All Colleagues and Contingent Workers have the appropriate education, training, skills and
experience to carry out their work competently, in accordance with applicable regulations
and Pfizer policies and procedures;
4. Records, documentation and data are managed in accordance with applicable regulations.
Processes for escalating issues to ensure product integrity and patient and consumer safety
are in place and consistently used; and
5. There is effective oversight of any third party carrying out work on behalf of Pfizer.
Corporate Social Responsibility
 U.S. Patient Assistance Programs
 Access to medicines is a cornerstone of Pfizer's commitment to health care.
For more than 25 years, Pfizer has offered an array of prescription assistance
programs to help eligible patients get access to their Pfizer medicines.
 Today, this assistance is provided through Pfizer RxPathways
 In the last five years (2009-2013), Pfizer has helped over 3 million uninsured
and underinsured patients get access to more than 37 million Pfizer
prescriptions, valued at more than $7.3 billion
 Pfizer also provides charitable donations to independent non-profit charitable
organizations which support eligible patients who require help paying their
out-of-pocket expenses, including co-pays or co-insurance. In 2013, Pfizer
donated $7.1 million to co-pay foundations dedicated to helping patients
obtain the life-saving medicines they need.
CONCLUSION
 Corporate governance is a system of rules,
practices and processes by which a company is
directed and controlled. It essentially involves
balancing the interests of the many stakeholders
in a company - these include its shareholders,
management, customers, suppliers, financiers,
government and the community.
THANK YOU

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Pfizer - Corporate governance

  • 2. PRESENTERS  PRAJAKTA JOSEPH 136  PRATHAMESH GAWANE 137  SNEHA DUBEY 138  PRASHANSA MISHRA 139  RUTUJA MULVEPARAB 140
  • 3. About Pfizer  Pfizer, Inc. is an American multinational pharmaceutical corporation headquartered in New York City, and with its research headquarters in Groton, Connecticut, United States.  It is one of the world's largest pharmaceutical companies by revenues.  Provide access to safe, effective and affordable medicines and related health care services to the people who need them.  Leading portfolio of products and medicines that support wellness and prevention, as well as treatment and cures for diseases across a broad range of therapeutic areas  Industry-leading pipeline of promising new products that have the potential to challenge some of the most feared diseases of our time, like Alzheimer's disease and cancer.
  • 4. Mission Statement  We will become the world's most valued company to patients, customers, colleagues, investors , business partners, and the communities where we work and live. Vision Statement  Pfizer will strive to achieve and sustain its leading place as the world's premier research-based pharmaceutical company. The company's continuing success benefits patients, customers , shareholders, business partners, families and the communities in which they operate all around the world. Pfizer's mission is to become the world's most valued company to all of these people.
  • 5. Pfizer Board of Directors Dennis A. Ausiello M.D. Our Director since 2006. Chair of our Science and Technology Committee and member of our Audit Committee, our Corporate Governance Committee, and our Regulatory and Compliance Committee. W. Don Cornwell Our Director since 1997. Chair of our Audit Committee and member of our Compensation Committee, our Regulatory and Compliance Committee and our Science and Technology Committee. Frances D. Fergusson Ph.D. Our Director since 2009. Chair of our Regulatory and Compliance Committee and a member of our Compensation Committee and our Science and Technology Committee. Helen H. Hobbs M.D. Our Director since 2011. Member of our Corporate Governance Committee and our Science and Technology Committee. Constance J. Horner Our Director since 1993 and Lead Independent Director from 2007 until December 2010. Member of our Corporate Governance Committee, our Regulatory and Compliance Committee and our Science and Technology Committee. James M. Kilts Our Director since 2007. Chair of our Compensation Committee and member of our Science and Technology Committee.
  • 6. Pfizer Board of Directors George A. Lorch Our Director since 2000 and Chairman of the Board from December 2010 to December 2011. Lead Independent Director since December 2011. Shantanu Narayen Our Director since 2013. Member of our Corporate Governance Committee and our Science and Technology Committee. Suzanne Nora Johnson Our Director since 2007. Member of our Audit Committee, our Compensation Committee and our Science and Technology Committee. Ian C. Read Chairman of the Board and Chief Executive Officer Our Director since December 2010. Stephen W. Sanger Our Director since 2009. Chair of our Corporate Governance Committee and a member of our Audit Committee and our Science and Technology Committee. James C. Smith Our Director since 2014. Member of our Corporate Governance Committee and our Science and Technology Committee.Marc Tessier- Lavigne Ph.D. Our Director since 2011. Member of our Regulatory and Compliance Committee and our Science and Technology Committee.
  • 7. Senior management Ian C. Read Chairman of the Board and Chief Executive Officer Albert Bourla Group President of Vaccines, Oncology and Consumer Healthcare Frank D'Amelio Executive Vice President, Business Operations and Chief Financial Officer Mikael Dolsten, M.D., Ph.D. President, Worldwide Research & Development Geno Germano Group President, Global Innovative Pharma Business Chuck Hill Executive Vice President, Worldwide Human Resources Rady Johnson Executive Vice President, Chief Compliance and Risk Officer Doug Lankler Executive Vice President, General Counsel Freda C. Lewis-Hall, M.D., DFAPA Chief Medical Officer and Executive Vice President Anthony J. Maddaluna Executive Vice President / President, Pfizer Global Supply Laurie J. Olson Executive Vice President, Strategy, Portfolio and Commercial Operations Sally Susman Executive Vice President, Corporate Affairs John Young Group President, Global Established Pharma Business
  • 8. CORPORATE GOVERNANCE PRINCIPLES OF PFIZER  The Pfizer Board understands and acts on the fundamental principle that good corporate governance is critical to organizational success and the protection of shareholder value. In 1994, the Pfizer Board took the unprecedented step of creating a corporate governance committee of the Board. The first act of the Committee was to issue a new set of principles to govern the operation of the Board and its Committees.  In keeping with the Board's forward thinking and accountability to shareholders, these Principles were published in Pfizer's proxy statement almost a decade ago, well before NYSE mandated guidelines in 2003. The Principles are a living document, reviewed at least annually and updated periodically in response to changing regulatory requirements, evolving best practices and concerns of our shareholder and all stakeholders.
  • 10. Pfizer Board Committees & Charters  The Pfizer Board maintains the following committees to assist it in discharging its oversight responsibilities:  The Audit Committee  The Corporate Governance Committee  The Compensation Committee  The Regulatory and Compliance Committee  The Science & Technology Committee  The Executive Committee
  • 11. AUDIT COMMITTEE  The Audit Committee meets at least six times a year, including periodic meetings held separately with management, the internal auditor and the independent auditor.  Audit Committee represents and assists the Pfizer Board with the oversight of the integrity of the Company's financial statements and internal controls, the Company´s compliance with legal and regulatory requirements
  • 12. CORPORATE GOVERNANCE COMMITTEE  Under the terms of its Charter, the Corporate Governance Committee is responsible for considering and making recommendations to the Board concerning the appropriate size, function and needs of the Board.
  • 13. COMPENSATION COMMITTEE  Under the terms of its Charter, the Compensation Committee is directly responsible for establishing annual and long-term performance goals and objectives for our elected officers.
  • 14. REGULATORY AND COMPLIANCE COMMITTEE  Under the terms of its Charter, the Regulatory and Compliance Committee is primarily responsible for overseeing and reviewing the Company's health care law compliance programs  The status of compliance with laws, regulations and internal procedures applicable to pharmaceutical sales and marketing activities.
  • 15. Science and Technology Committee  Established in 2003.  This Committee is responsible for periodically examining management’s direction and investment in the Company’s pharmaceutical Research & Development as well as in its technology initiatives.
  • 18. Pfizer Board Policies:  1.Lead Independent Director Charter:  If the offices of Chairman of the Board and Chief Executive Officer are held by the same person, the independent members of the Board of Directors will annually elect an independent Director to serve in a lead capacity (the Lead Independent Director).  His or her service on outside boards is taken into consideration, among other factors, due to the demands required of the role. The Lead Independent Director is generally expected to serve for more than one year  The Lead Independent Director coordinates the activities of the other non-management Directors, and performs such other duties and responsibilities as the Board of Directors may determine.
  • 19. 1.The specific responsibilities of the Lead Independent Director are as follows:  Presides at Executive Sessions/Committee Meetings  Calls Meetings of Independent Directors  Leads Annual Evaluation of Chairman and CEO  Functions as Liaison with the Chairman and CEO  Approves appropriate provision of information to the Board such as board meeting agendas and schedules  Authorizes Retention of Outside Advisors and Consultants  Shareholder Communication
  • 20. 2.Code of Business Conduct and Ethics for Members of the Board of Directors  CONFLICT OF INTEREST: 1. Relationship of Company with third parties. 2. Compensation from non-Company sources. 3. Gifts. 4. Protection and proper use of Company assets.  CORPORATE OPPORTUNITIES (Directors are prohibited from) 1. (Taking for themselves personally or companies with which they are affiliated opportunities that are discovered through the use of Company property, Company assets, Company information or their position as a director; 2. Using the Company’s property or information or their position as a director for personal gain; or 3. Competing with the Company for business opportunities. However, if the Company’s disinterested directors determine that the Company will not pursue an opportunity that relates to the Company’s business, a director may then do so.
  • 21. 2.Code of Business Conduct and Ethics for Members of the Board of Directors  CONFIDENTIALITY  COMPLIANCE WITH LAWS, RULES AND REGULATIONS; FAIR DEALING  ENCOURAGING THE REPORTING OF ANY ILLEGAL OR UNETHICAL BEHAVIOR  COMPLIANCE STANDARDS  WAIVER OF CODE OF BUSINESS CONDUCT AND ETHICS
  • 22. 3.Board Policy on Pension Benefits for Executives  In December 2005, the Pfizer Board approved the adoption of a policy relating to the payment of pension benefits for senior executives.  Pfizer Board Policy on Pension Benefits for Executives  The Board will seek shareholder approval prior to the payment to any senior executive from the Company's defined benefit pension plans if his or her benefit, computed as a single life annuity, will exceed 100% of the senior executive's final average salary, as calculated at the discretion of the Company's Compensation Committee. This policy will apply prospectively, for all benefit accruals after January 1, 2006. For purposes of this policy, "final average salary" means the average of the highest five calendar years' earnings, where earnings includes salary earned during the year and annual cash incentives (or bonus) earned for the year.
  • 23. 4.Related Persons Transactions  This policy applies to any transaction or series of transactions in which Pfizer Inc. and/or one or more of its subsidiaries is a participant, the amount involved exceeds $120,000, and a Related Person has a direct or indirect material interest (a “Related Person Transaction” or “Transaction”).  It is the responsibility of the Corporate Governance Committee to administer this policy.  Company management will be responsible for determining whether a transaction is a Related Person Transaction requiring review under this policy, including whether the Related Person has a material interest, based on a review of all facts and circumstances
  • 24. 5.Criteria for Selection of a Compensation Committee Consultant  Degree of independence  Familiarity with the business environment  References from current clients where the consultant acts in an advisory role similar to the role desired by the Pfizer Compensation Committee  Expertise  No Conflict of interest
  • 25. 6.Pfizer Board Policy: Prohibition of Pledging of Pfizer Stock  In 2013, the Pfizer Board adopted a policy prohibiting Board members and elected officers of the Company from pledging Pfizer stock.  No Pledging Policy  Members of the Board and elected officers of the Company (and others, including family members, whose Pfizer securities they are deemed to beneficially own) are prohibited from holding Pfizer securities in a margin account and from maintaining or entering into any arrangement that, directly or indirectly, involves the pledge of Pfizer securities or other use of Pfizer securities as collateral for a loan.
  • 26. 7.Quality Policy  Pfizer is committed to the delivery of safe and effective products to patients and consumers, a fundamental element of our Company’s Purpose and Mission.  As part of Pfizer’s commitment to Quality: 1. Pfizer’s business is conducted in compliance with applicable quality regulations, codes and standards; 2. Division leaders are accountable to ensure procedures are in place that adequately define the expectations for work that supports, or directly affects, product quality, product registration and/or data that supports product quality and patient or consumer safety; 3. All Colleagues and Contingent Workers have the appropriate education, training, skills and experience to carry out their work competently, in accordance with applicable regulations and Pfizer policies and procedures; 4. Records, documentation and data are managed in accordance with applicable regulations. Processes for escalating issues to ensure product integrity and patient and consumer safety are in place and consistently used; and 5. There is effective oversight of any third party carrying out work on behalf of Pfizer.
  • 27. Corporate Social Responsibility  U.S. Patient Assistance Programs  Access to medicines is a cornerstone of Pfizer's commitment to health care. For more than 25 years, Pfizer has offered an array of prescription assistance programs to help eligible patients get access to their Pfizer medicines.  Today, this assistance is provided through Pfizer RxPathways  In the last five years (2009-2013), Pfizer has helped over 3 million uninsured and underinsured patients get access to more than 37 million Pfizer prescriptions, valued at more than $7.3 billion  Pfizer also provides charitable donations to independent non-profit charitable organizations which support eligible patients who require help paying their out-of-pocket expenses, including co-pays or co-insurance. In 2013, Pfizer donated $7.1 million to co-pay foundations dedicated to helping patients obtain the life-saving medicines they need.
  • 28. CONCLUSION  Corporate governance is a system of rules, practices and processes by which a company is directed and controlled. It essentially involves balancing the interests of the many stakeholders in a company - these include its shareholders, management, customers, suppliers, financiers, government and the community.