| Procedures Introduction
to Procedures
Boeing Policy NB-AAG-200, "Ethical
Business Conduct," and and related procedures constitute companywide standards of
conduct.
This procedure provides an overview of
the Boeing ethics and business conduct program and employees' responsibilities. It
describes the offices, personnel, and procedures that are part of the program. It
establishes the company's ethics and business conduct education requirements and gives
information on how employees can resolve business ethics concerns. It also establishes the
companyís framework for assuring an effective program to prevent and detect violations of
law.
Structure
- The Ethics and Business Conduct
Committee (the "Committee") is appointed by the Board of Directors.
- The director of Ethics and Business
Conduct is appointed by the chairman and chief executive officer. The director manages the
Office of Ethics and Business Conduct, including the Boeing Ethics Line. The director
coordinates ethics advisor and compliance oversight activities.
- The Boeing Ethics Line provides all
Boeing employees and others with a means of communicating questions and concerns regarding
matters that may be in violation of Boeing policy, procedures, laws, or regulations, such
as improper, illegal, or unethical business practices and health, safety, and
environmental issues.
- Executive series ethics advisors are
appointed by the senior executive of each major operating segment in consultation with the
director of Ethics and Business Conduct.
- Business ethics advisors, located at
business unit operating locations ("ethics advisors"), are appointed by the
senior executive of the business unit in consultation with the executive series ethics
advisor or the director of Ethics and Business Conduct.
Employee Concerns
- Employees are encouraged to address
questions or concerns with management. The employee may also direct questions or concerns
regarding company standards of conduct to ethics advisors or to the Boeing Ethics Line.
- Retaliation against employees who raise
genuine concerns to any company source will not be tolerated. Retaliation or retribution
against any employee for proper use of reporting mechanisms is cause for appropriate
discipline, up to and including dismissal.
- Violations of the company standards of
conduct are cause for appropriate corrective action including discipline.
General
Requirements
- Education Programs
- The director of Ethics and Business
Conduct will establish a companywide ethics and business conduct education program
designed to ensure that all employees have an awareness of the Boeing values and the
standards of conduct. All employees will participate in a formal session at least once a
year. The operating segments will document, and maintain records of, participation in
formal sessions.
- Each operating segment will establish a
compliance education program designed to ensure employees have an awareness of legal
requirements that are relevant to their work at a level of detail appropriate to their job
functions. The frequency, participants, mode of presentation, materials, program emphasis
and other criteria of the program will be established with guidance from the Law
Department and the Office of Ethics and Business Conduct. The operating segment will
maintain appropriate records and periodically review its education program to ensure
compliance with this procedure.
- Managers and other employees in
sensitive positions, such as sales, marketing, finance, contracts, and materiel, require
more comprehensive education as well as periodic refresher courses. Contract labor,
consultants, and others acting for the company must also be made aware of and are expected
to adhere to Boeing standards of conduct.
- Publicity and Communication
- Ethics and business conduct booklets
will be approved by the Committee and distributed within the company as the Committee
directs. Booklets will be made available to customers and public organizations upon
request. Suppliers, consultants, and contract labor will receive booklets and education as
the Committee directs.
- The telephone number of the Boeing
Ethics Line will be publicized in each issue of Boeing News and, as appropriate, on work
area posters. The telephone numbers of ethics advisors may also be listed.
Responsibilities
- Company Employees
- Responsibility for the company's
commitment to integrity rests with each employee.
- Each employee is responsible for
complying with the companywide standards of conduct and for raising questions if the
employee is concerned that the standards are not being met.
- All managers are responsible for:
- Being familiar with and promoting the
Boeing values.
- Supporting implementation of and
monitoring compliance with Boeing Policy NB-AAG-200, "Ethical Business Conduct."
Management responsibilities include:
- Being familiar with the companywide
standards of conduct required of all employees and the resources available to assist them
in resolving questions or concerns.
- Promoting compliance with the standards
of conduct established by Boeing and applicable laws, and ensuring that employees are
aware of these standards and the legal requirements relevant to their work.
- Maintaining a work environment that
encourages open communication regarding ethics, business conduct and legal issues and
concerns.
- Promptly forwarding to the appropriate
functional organization or to ethics advisors or the Boeing Ethics Line any matters
received pursuant to 3.A that the manager regards as potentially significant.
- The senior executive of each operating
segment has overall responsibility to oversee compliance, within the segment with the
standards of conduct and applicable laws. The chair of the Committee has this
responsibility for the Company Offices organizations. Responsibility to oversee compliance
includes:
- Supporting implementation of the ethics
and business conduct program in the operating segment.
- Appointing an executive series ethics
advisor in consultation with the director of Ethics and Business Conduct for each major
operating segment. Appointing an appropriate number of business ethics advisors for other
operating segments.
- Ensuring adequate compliance education
programs (see 4.A.2).
- Maintaining mechanisms for monitoring
compliance with company policies and procedures and applicable laws.
- Taking appropriate corrective action,
including discipline.
- Ethics and Business Conduct Committee
- The Committee issues procedures, policy
directives, guidelines, and communications to further the objectives of the company's
ethics and business conduct program.
- The Committee approves the company's
ethics and business conduct booklets and determines distribution of such booklets within
and outside the company.
- The Committee oversees the company's
ethics and business conduct program and related compliance activities.
- The Committee receives an annual report
from Internal Audit on the status of monitoring activities in the company to ensure
compliance with company policies, procedures and legal obligations. (see 5.F.2)
- The Committee reports periodically to
the Audit Committee of the Board of Directors on the company's ethics and business conduct
program and related compliance activities.
- The Director of Ethics and Business
Conduct
- The director of Ethics and Business
Conduct administers the company's ethics and business conduct program. The director
establishes companywide processes to assist employees in obtaining guidance, resolving
questions, expressing concerns and reporting suspected violations of the standards of
conduct and the law.
- The director works with the operating
segments to continuously improve ongoing programs, to establish companywide criteria for
ethics education and awareness programs and to coordinate compliance oversight activities.
The director works with the ethics advisors to implement the procedures, policy
directives, guidelines, and communications of the Committee.
- The director directs the activities of
the ethics advisors by:
- Establishing guidelines and procedures
for ethics advisors, including uniform requirements for collecting and reporting facts and
data regarding ethics activities.
- Providing functional leadership to
ensure companywide consistency regarding ethics policy, issues, and ethics and business
conduct education programs.
- The director serves as the ethics
advisor for the company offices.
- The director serves as secretary of the
Committee.
- As to the Boeing Ethics Line, and ethics
advisors who accept communications described in 2.C, the director ensures that:
- Measures are taken to maintain
confidentiality, protect anonymity, and eliminate fear of retribution.
- Reported concerns are reviewed and
investigated by Internal Audit, Human Resources, Security, the Law Department, operating
segment ethics advisors, or executive-level management, or others as appropriate.
- Appropriate management is advised of
investigation findings and recommended corrective actions.
- A follow-up system is maintained to
ensure that appropriate corrective actions are taken.
- If possible, investigation results and
corrective actions are communicated to employees who reported concerns.
- Executive Series Ethics Advisors
- Executive series ethics advisors
administer the ethics and business conduct program and related compliance activities
within the operating segment and direct activities of the operating location ethics
advisors.
- Executive series ethics advisors report
to the senior executive of the operating segment and to the director of Ethics and
Business Conduct.
- Executive series ethics advisors
coordinate operating segment compliance activities with the director of Ethics and
Business Conduct.
- Business Ethics Advisors
- Ethics advisors provide employees with
decision-making guidance and answer questions or concerns regarding the standards of
conduct.
- Ethics advisors for major operating
segments report to the senior executive of the business unit and the executive series
ethics advisor.
- For operating segments that do not have
an executive series ethics advisor, business ethics advisors report to the senior
executive of the segment and to the director of Ethics and Business Conduct and perform
such additional activities as directed.
- Internal Audit
- The Vice President - General Auditor
provides appropriate auditing and evaluation of systems and processes that monitor
compliance with company policies and procedures and legal obligations. The Vice President
- General Auditor consults with the Vice President and General Counsel concerning
appropriate systems to be monitored for legal and regulatory compliance.
- Internal Audit conducts assessments and
reports annually to the Committee on (a) the status of monitoring activities in the
company to ensure compliance with company procedures and legal obligations and (b) whether
the company's ethics and business conduct program and related compliance activities meet
the criteria established in the Federal Sentencing Guidelines for an effective program to
prevent and detect violations of law.
- Local Ethics Committees
- Business unit operating locations may
establish a local ethics committee, chaired by the ethics advisor, to assist in fulfilling
the operating segment's responsibility to support the ethics and business conduct program.
- The local ethics committee will operate
in accordance with guidelines established by the director of Ethics and Business Conduct.
- The senior executive for the operating
location appoints members of the local ethics committee in consultation with the executive
ethics advisor or the director of Ethics and Business Conduct.
Ethical Business Conduct - Questions
and Answers
Does the company really expect
employees to adhere to the ethical business conduct policy even if it means losing
business or reducing profitability?
Yes. Maintaining high ethical standards
is essential to staying in business and maintaining long-term profitability
I have heard that the Boeing ethics
policy is a response to the Federal Government program against waste, fraud, and abuse and
is not really applicable to the commercial portion of our business. Is this correct?
No. The ethics policy is applicable to
both the commercial and government segments of our business. However, some of the
procedures address issues unique to government.
Who are the business ethics
advisors?
They are senior managers who have
access to top management and who are well versed in Boeing standards of conduct. They are
responsible for advising Boeing employees on how to interpret and apply the standards.
Will I get into trouble with my
manager if I call the Boeing Ethics Line or my business ethics advisor about an ethics
issue?
No. Boeing policy encourages employees
to express concerns about ethical issues and to report any suspected violations. Boeing
will make every effort to maintain the confidentiality of the caller. The company will not
tolerate retaliation against employees who properly use company reporting mechanisms.
Do the Boeing ethics policies apply
to consultants?
Yes. When consultants are hired by the
company, they are expected to adhere to the same standards as Boeing employees. The
policies also apply to subsidiary employees, contract labor, and others acting for the
company.
I think some members of my work
group may be charging time to an incorrect charge number. What should I do?
First, discuss your concern with your
manager. Make sure that there is no misunderstanding about the work they are doing. If
that doesn't resolve the problem, you should consider seeking advice from your next-level
manager, your business ethics advisor, or the Boeing Ethics Line. Time must be charged
correctly.
Something doesn't feel right to me
but I don't feel comfortable approaching my manager. Can a business ethics advisor really
help?
A business ethics advisor can listen to
your concerns and suggest approaches to resolving the issues. You can also call the Boeing
Ethics Line. Trust your sense of integrity; if it doesn't feel right, you should seek
guidance.
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