Consistent with our commitment to demonstrate the highest ethical behavior possible in our business conduct with our customers, competitors, suppliers, and governmental agencies, and to operate with integrity and in compliance with all applicable laws, B. Braun of Canada, LTD. (“B. Braun” or “Company”) has established a comprehensive compliance program. Our Compliance Program, established by our Board of Directors, is one of the key components of our commitment to the highest standards of corporate conduct.
The purpose of our Compliance Program is to prevent and detect violations of law or company policy. However, we recognize the implementation of such a program cannot guarantee that improper employee conduct will be entirely eliminated. Nonetheless, it is B. Braun’s expectation that employees will comply with our Code of Business Conduct, and the policies established in support thereof. In the event that B. Braun becomes aware of violations of law or company policy, we will investigate the matter and, where appropriate, take disciplinary action and implement corrective measures to prevent future violations.
Below, B. Braun describes the fundamental elements of the Compliance Program. We have tailored our Compliance Program to fit the unique environment and size of our company.
While this is a description of our Compliance Program, we recognize that a Compliance Program is dynamic, involving not only multiple policies, procedures, and programmatic activities, but also the commitment of senior management, and the support of all employees, vendors, and agents to make the program effective. Our policies have taken into consideration the nature of our business and the voluntary MEDEC Code of Conduct on Interactions with Healthcare Professionals and Government Officials adopted by Canada’s Medical Technology Companies, Les Sociétiés Canadiennes de Technologies Médicales, (the “MEDEC Code”).
We regularly review and enhance our Compliance Program and policies and procedures to meet our evolving compliance needs. If you would like to receive a copy of our Compliance Program, please call toll-free 1 (800) 523-9676 extension 4581.
Overview of Compliance Program
1. Written standards.
B. Braun’s Code of Business Conduct is our statement of ethical and compliance principles that guide our daily operations. The Code establishes that we expect management, employees, vendors and agents of the Company to act in accordance with law and applicable Company policy. The Code articulates our fundamental principles, values and framework for action within our organization.
We have addressed significant risk areas including (1) data integrity pertaining to government relationships, (2) kickbacks and other illegal remuneration, and (3) compliance with laws regulating drug samples. B. Braun’s policies and procedures address these and other risk areas.
The Company does not provide any items of a personal nature to healthcare professionals, including without limitation, company logo items such as pens, pads, etc. The Company may only provide items solely of an educational nature to educate healthcare professionals and patients, and modest meals or food items in compliance with state laws and consistent with the MEDEC Code.
2. Leadership and Structure.
Compliance Officer. We have designated a senior-level official to serve as our Chief Compliance Officer. We are committed to ensuring that the Chief Compliance Officer has the ability to effectuate change within the organization as necessary and to exercise independent judgment. The Chief Compliance Officer is charged with developing, operating and monitoring the Compliance Program.
Compliance Committee. B. Braun has established a Compliance Committee to advise the Chief Compliance Officer and assist in the implementation of the Compliance Program. The members of the Compliance Committee are senior-level officials in the finance, human resources, marketing, and sales departments.
3. Education and Training. A critical element of our Compliance Program is the education and training of our employees and agents on their legal and ethical obligations under applicable laws, and on our Code of Business Conduct and compliance policies and procedures. B. Braun is committed to taking all necessary steps to effectively communicate our standards and procedures to all affected personnel. Moreover, B. Braun regularly reviews and updates its training programs, as well as identifies additional areas of training “as needed”.
4. Internal Lines of Communication. B. Braun is committed to fostering dialogue between management and employees. Our goal is that all employees, when seeking answers to questions or reporting potential violations of law or our policies, should know who to turn to for a meaningful response and do so without fear of retaliation. To that end, we have adopted open-door policies, as well as confidentiality and non-retaliation policies. In order to further encourage open lines of communication regarding potential violations, we have established procedures allowing individuals to report anonymously. B. Braun’s anonymous hotline number is 1 (800) 300-1863.
5. Auditing and Monitoring. B. Braun’s Compliance Program includes efforts to monitor, audit, and evaluate compliance with the Company’s compliance policies and procedures, including efforts to monitor the activities of sales force personnel. The nature of our reviews as well as the extent and frequency of our compliance monitoring and auditing varies according to a variety of factors, including new regulatory requirements, changes in business practices, and other considerations. We use these ongoing assessments to identify new and emerging risk areas and address these risks.
6. Responding to Past and Potential Violations. B. Braun’s Compliance Program includes procedures to screen potential employees, vendors, and agents, and B. Braun will not do business with persons or organizations that are ineligible to participate in government healthcare programs. B. Braun’s Compliance Program also includes the imposition of disciplinary action for employees that violate the law or company policy. Although each situation is considered on a case-by-case basis, we will consistently undertake appropriate disciplinary action to address inappropriate conduct and deter future violations.
7. Corrective Action Procedures. Our Compliance Program increases the likelihood of preventing, or at least identifying unlawful and unethical behavior. However, we recognize that an effective Compliance Program may not prevent all violations. As such, our Compliance Program requires B. Braun to respond promptly to potential violations of law or Company policy, take appropriate disciplinary action, assess whether the violation is in part due to gaps in our policies, practices, or internal controls, and take action to prevent future violations.