Description
At P&G, we do the right thing. This may be a simple statement, but it’s also the foundation
of who we are as an organization.
What does doing the right thing mean? At P&G, it means upholding our Purpose, Values and Principles – our PVPs.
Throughout our history of over 175 years, our business has grown and changed, but our fundamental values have endured.
Our continued success depends on each of us upholding our PVPs in all of our work. It also requires that we help to
ensure that everyone at P&G knows how the PVPs apply to our work. We want our customers, consumers, fellow
employees and business partners to know that we do what we say, and we say what we mean. This reputation, built
over time and rebuilt every day, is what sets us apart. It is the foundation of our Company.
The Worldwide Business Conduct Manual contains the global standards we must follow to ensure we uphold the PVPs
in our daily work. The WBCM provides clear guidance on specific situations we might face and directs us where to go
when we have questions or concerns.
Our Worldwide Business Conduct Manual
We Do the Right Thing
The Procter & Gamble Company i
Introduction
At P&G, we do the right thing. This may be a simple statement, but it’s also the foundation
of who we are as an organization.
What does doing the right thing mean? At P&G, it means upholding our Purpose, Values and Principles – our PVPs.
Throughout our history of over 175 years, our business has grown and changed, but our fundamental values have endured.
Our continued success depends on each of us upholding our PVPs in all of our work. It also requires that we help to
ensure that everyone at P&G knows how the PVPs apply to our work. We want our customers, consumers, fellow
employees and business partners to know that we do what we say, and we say what we mean. This reputation, built
over time and rebuilt every day, is what sets us apart. It is the foundation of our Company.
The Worldwide Business Conduct Manual contains the global standards we must follow to ensure we uphold the PVPs
in our daily work. The WBCM provides clear guidance on speci?c situations we might face and directs us where to go
when we have questions or concerns.
Note: In our Worldwide Business Conduct Manual, “Company” and “P&G” refer to
The Procter & Gamble Company and/or all of its subsidiaries.
ii The Procter & Gamble Company
P&G has been built through the character of P&G people
for generations. That character is re?ected in our Purpose,
Values and Principles, and in how well we live them as
individuals and as a Company. Integrity, trust and respect
for others have been fundamental P&G values since the
Company was founded. Our continued success depends
on each of us doing our part to uphold these values in
our day-to-day work and in all decisions we make.
P&G does the right thing, and that’s why consumers,
customers, shareholders, business partners, government
and community leaders, and other stakeholders admire
and trust us in virtually every part of the world. The
decisions we make and the business pressures we face
are more complex than ever before. Externally, trust in
large institutions is on the decline. Everything we
do – every action we take – adds to or subtracts from
our reputation.
This is exactly when P&G is at its best, because even
under these pressures, we always uphold our Purpose,
Values and Principles. Our continued success depends on
it. We compete every day to achieve business success,
but we’re concerned not only with results, but with how
those results are achieved. We will not tolerate activities
to achieve results through illegal or unethical dealings
anywhere in the world.
Our Worldwide Business Conduct Manual reminds us that
we have a consistent way of operating everywhere in the
world. Please read it carefully, take personal responsibility
for following the behaviors and policies referenced in it,
and keep it handy for day-to-day consultation.
Be sure to share our Worldwide Business Conduct Manual
with new employees in your organization. Encourage
them to refer to it for guidance as they become familiar
with how we work. We also share it with our external
stakeholders via www.pg.com and other forums so they
are aware of our standards and expectations for working
with P&G.
If you have questions about business conduct, or if
you have concerns about whether we are following
the letter and the spirit of the law in any P&G business
or operation, please talk with your manager, your
Human Resources contact, your P&G Legal counsel,
or contact me. You may also report any concerns
through the Worldwide Business Conduct Helpline.
We’re committed to creating a work environment that
fosters open communication and supports employees
in reporting potential violations. Retaliation of any kind
is inconsistent with our values of integrity and trust and
will not be tolerated.
Thank you for your everyday efforts to build our business,
to practice our values and principles, and to do what
matters most – improve the lives of consumers.
A.G. La?ey
Chairman of the Board, President and
Chief Executive Of?cer
Dear P&Gers,
Our Purpose uni?es us in a common cause and growth
strategy of improving more consumers’ lives in small
but meaningful ways each day. It inspires us to make a
positive contribution every day.
Our Values re?ect the behaviors that shape the tone of
how we work with each other and with our partners.
Our Principles articulate our unique approach to doing
our work.
Taken together, our PVPs are the foundation for our
unique culture. Throughout our history of over 175
years, our business has grown and changed, while these
elements have endured. Our PVPs will continue to be
passed down to generations of P&Gers to come.
P&G has the Worldwide Business Conduct Manual, as
well as the policies referenced in it, that speak to how
we will operate across a wide range of business activities
and situations. This helps ensure that our actions are
consistent with our PVPs, as well as our legal and ethical
responsibilities, no matter where we are in the world.
We want to know that we can count on each other to
do the right thing. More information on our PVPs can be
found at my.PG.com.
The Procter & Gamble Company iii
Our Purpose, Values & Principles (PVPs)
Table of Contents
Introduction
Letter from Our CEO
Our Purpose, Values & Principles (PVPs)
Why Do We Have a Worldwide Business
Conduct Manual?
What is Expected of Me?
Additional Expectations for Managers of Others 03
How Do I Raise Questions and Concerns?
Recognizing the Right Thing to Do . . . . . . . . . . 05
Ways to Raise Questions and Concerns . . . . . . . 05
How P&G Handles Reports . . . . . . . . . . . . . . . . . 07
Cooperating with Investigations . . . . . . . . . . . . . 07
Consequences of Worldwide Business Conduct
Manual Violations . . . . . . . . . . . . . . . . . . . . . . . . 07
Retaliation is Not Tolerated . . . . . . . . . . . . . . . . . 07
We Do the Right Thing… for Each Other
Promoting Respect in Our Workplace . . . . . . . . 09
Diversity and Inclusion . . . . . . . . . . . . . . . . . . . . . 09
Non-Discrimination . . . . . . . . . . . . . . . . . . . . . . . 09
Preventing Harassment . . . . . . . . . . . . . . . . . . . . 09
Ensuring Fair Employment Practices . . . . . . . . . . 10
Child Labor and Forced Labor . . . . . . . . . . . . . . . 10
Wage and Hour Practices . . . . . . . . . . . . . . . . . . 10
Freedom of Association . . . . . . . . . . . . . . . . . . . . 10
Ensuring Workplace Health and Safety . . . . . . . 11
Workplace Health and Safety . . . . . . . . . . . . . . . 11
Drug and Alcohol Use . . . . . . . . . . . . . . . . . . . . . 11
Violence in the Workplace . . . . . . . . . . . . . . . . . . 11
Protecting Employee Privacy . . . . . . . . . . . . . . . . 12
We Do the Right Thing… for Our Consumers,
Customers and Business Partners
Ensuring Product Safety . . . . . . . . . . . . . . . . . . . . 15
Engaging in Fair Dealing and Fair Competition . 16
Responsible Sales and Marketing Practices . . . . . 16
No Commercial Bribery . . . . . . . . . . . . . . . . . . . . 16
Complying with Competition Laws . . . . . . . . . . . 17
Gathering Competitive Information . . . . . . . . . . . 19
Respecting Third-Party Information . . . . . . . . . . 19
Consumer Information . . . . . . . . . . . . . . . . . . . . 19
Customer and Supplier Information . . . . . . . . . . . 20
Third-Party Intellectual Property and Commercial
Rights . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20
Communicating with Media and Analysts . . . . . 20
We Do the Right Thing… for Our Shareholders
and our Company
Acting in the Best Interests of the Company:
Handling Potential Con?icts of Interest . . . . . . . 23
Disclosing Con?icts of Interest . . . . . . . . . . . . . . . 23
Business, Financial and Personal Relationships
Guidelines . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23
Gifts and Business Entertainment Guidelines . . . . 24
Keeping P&G Information Secure . . . . . . . . . . . . 25
Con?dential P&G Information . . . . . . . . . . . . . . . 25
P&G’s Intellectual Property . . . . . . . . . . . . . . . . . . 26
Using Company Assets and Technologies Properly 27
Physical Property . . . . . . . . . . . . . . . . . . . . . . . . . 27
P&G Technologies and Electronic Communications 27
Maintaining Accurate Books and Records . . . . . 28
Records Management . . . . . . . . . . . . . . . . . . . . . 28
Avoiding Insider Trading . . . . . . . . . . . . . . . . . . . 29
We Do the Right Thing… Around the World
Protecting the Environment . . . . . . . . . . . . . . . . 31
Preventing Bribery and Corruption of
Government Of?cials . . . . . . . . . . . . . . . . . . . . . . 31
Money Laundering . . . . . . . . . . . . . . . . . . . . . . . . 32
Interacting with the Government . . . . . . . . . . . . 33
Work on Government Contracts . . . . . . . . . . . . . 33
Lobbying . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33
Political Involvement and Contributions . . . . . . . . 33
Trade Controls . . . . . . . . . . . . . . . . . . . . . . . . . . . 33
Imports and Exports . . . . . . . . . . . . . . . . . . . . . . 33
Boycotts and Restricted Countries . . . . . . . . . . . . 33
Resources
Reporting Violations . . . . . . . . . . . . . . . . . . . . . . 34
Contact Information for Reporting . . . . . . . . . . . 35
Worldwide Business Conduct Helpline
(previously called the AlertLine) . . . . . . . . . . . . . . 35
Ethics & Compliance Committee
(Chief Executive Of?cer, Chief Financial Of?cer,
Chief Legal Of?cer, and Global Human Resources
Of?cer) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35
Corporate Secretary . . . . . . . . . . . . . . . . . . . . . . 35
i 23
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05
09
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31
34
Why Do We Have a Worldwide
Business Conduct Manual?
Our character has been built on a foundation of integrity, trust and respect
since our beginning in 1837.
How we operate as a Company and as individuals is based on the principle of doing the right thing in all that we do.
This leads consumers to place their trust in us, our customers and business partners to do business with us, our
shareholders to invest in us, our external stakeholders to respect us, and the best talent to join us in working for P&G.
These principles are re?ected in our Purpose, Values, and Principles and are an important part of how we conduct
business. We believe that our continued success depends on each of us doing our part to uphold these PVPs in our work
and in the decisions we make each day.
Our Worldwide Business Conduct Manual explains the global standards to be followed in our daily business activities, as
well as our legal and ethical responsibilities. We must follow these standards and the law at all times, and ensure that
we understand how they apply to our work. Our WBCM applies to all employees and members of the Board of Directors,
regardless of location, seniority level, business unit, function, or region. We also expect suppliers and other business
partners to comply with the relevant aspects of our WBCM. The WBCM is implemented in line with local law and
consultation procedures.
The Procter & Gamble Company 1
2 The Procter & Gamble Company
What is Expected of Me?
We all have a responsibility to uphold our Purpose, Values, and Principles in
our work and in the business decisions we make.
We are expected to do the right thing at all times.
This means that we must know and fully comply with
laws and regulations around the world. It is important to
keep in mind that certain countries’ laws may apply even
when we conduct business outside of their boundaries.
It also means that our actions need to be consistent with
our PVPs and our goal of making the lives of the world’s
consumers better each day. We do not allow the needs of
the business to justify doing something that violates the
law. Even when something might be a common practice
in your location or within your cultural norms, you need
to continue to apply and follow this Worldwide Business
Conduct Manual. No one at any level of our Company
has the authority to require you to violate the WBCM or
any law or regulation. If anyone attempts to do so,
you should raise this by following the steps set out in
“Ways to Raise Questions and Concerns.”
Each of us serves as an ethical role model in everything
we do or say. We should all make the WBCM and our
PVPs part of who we are. You must know and follow our
WBCM, as well as the policies and procedures
that apply to your job. You must also complete all
Additional Expectations for Managers of Others
If you manage others, you have additional responsibilities. You must regularly communicate the importance of our
Worldwide Business Conduct Manual, applicable laws, ethical conduct and policies to those who report to you.
You must also strive to create a positive work environment in which employees feel comfortable raising questions
and concerns about our WBCM or P&G policies and reporting any situations that need to be addressed.
In addition, you must ensure employees who report a suspected violation of our WBCM, Company policy or the law are
protected from any form of retaliation for doing so. Clearly communicate to those who report to you our Company’s
“no retaliation” policy. Take appropriate action if you believe there is the potential for any form of retaliation.
Company training and certi?cations required for your
job. For those of you working in a country that is
different than your country of citizenship, you also
have an obligation to know and understand the laws
of both your home and your host country. If you need
help understanding our WBCM or P&G policies, please
speak to your manager or Human Resources. If you are
concerned that there might be a con?ict between local
law and the guidance set out in our WBCM or policies,
you should seek advice by following the steps set out in
“Ways to Raise Questions and Concerns.”
Be alert to any situations or actions that may violate the
law, our WBCM or Company policies. You are expected
to report known or suspected violations. The process
for reporting a potential violation is outlined on page 5
of the WBCM. It is important that you take immediate
action to address any such situations that are within your
responsibility and communicate to appropriate contacts
any situations that raise concern. Failure to follow the
law, the WBCM or Company policy will subject you
to discipline in line with local law, up to and including
termination.
The Procter & Gamble Company 3
4 The Procter & Gamble Company
The Procter & Gamble Company 5
How Do I Raise Questions
and Concerns?
Recognizing the Right Thing to Do
At the core of P&G is the commitment to doing the right thing. This commitment has been passed down from
generation to generation of P&Gers. If you are ever unsure about a business action or decision, you should ask yourself
the following questions:
• Am I being truthful and honest?
• Is it “the right thing” to do?
• Would I feel comfortable if it was reported in the news or to someone I respect?
• Will it protect P&G’s reputation?
If the answer to any of these questions is “no,” or you are not sure, do not proceed. Always ask before acting.
It is never okay to ignore our Purpose, Values, and Principles or our Worldwide Business Conduct Manual for a
business need.
Ways to Raise Questions and Concerns
At times, we may encounter situations in which the right choice is unclear or there is con?icting information. If you
have questions or doubts as to whether an action is consistent with our Worldwide Business Conduct Manual or
Company policy, you are expected to seek guidance on how to ensure we do the right thing in that situation.
You also have a duty to our Company and your fellow P&Gers to report any known or suspected violations of our
WBCM, Company policy or the law. By making such a report, you are protecting the reputation and integrity of our
Company, our Brands and our People.
If you need to raise a question or concern, your manager is likely the best person to speak to because he or she
knows your business unit and your situation. You may contact any of the following resources to seek guidance or
report your concerns:
• Your manager
• A higher level manager in your management line of reporting
• A Finance & Accounting manager
• A Global Internal Audit manager
• A Human Resources manager
• A lawyer in our Legal Division
• A Global Security manager
• The Worldwide Business Conduct Helpline (previously called the AlertLine)
• The Ethics & Compliance Committee (Chief Executive Of?cer, Chief
Financial Of?cer, Chief Legal Of?cer, and Global Human Resources Of?cer)
• The Corporate Secretary of The Procter & Gamble Company
Contact information for the Worldwide Business Conduct Helpline, the Ethics & Compliance Committee and the
Corporate Secretary is available in the “Resources” section at the end of our WBCM.
Continued on next page.
We are all expected to follow the provisions outlined in this WBCM. Many provisions cannot be waived for any reason.
In those extremely rare circumstances where you believe that a waiver of the WBCM is needed, you must request
approval from the Ethics & Compliance Committee in advance of any action.
Executive of?cers or members of the Board of Directors who believe that a waiver is necessary must request approval
from the Board of Directors or an appropriate committee of the Board. If such a waiver is given, P&G will promptly
disclose such waiver as required by law.
6 The Procter & Gamble Company
The Worldwide Business Conduct Helpline (previously called the AlertLine) is a toll-free
number you can call 24 hours a day, seven days a week, to report any serious concerns.
• For those located in the United States, Canada or Puerto Rico, dial 1-800-683-3738
• There are two ways to call from outside the U.S., Canada and Puerto Rico:
– Dial country code 001-704-544-7434. This number will accept collect calls
meaning you do not have to pay for the call.
– To dial toll free, please go to www.pg-helpline.com for a list of direct
dial numbers or to report online.
The Worldwide Business Conduct Helpline is staffed by an independent company and
can take calls in most languages. P&G will not attempt to trace your identity.
When calling the Worldwide Business Conduct Helpline, you can report actual or
suspected violations anonymously, where allowed by local law. Please keep in mind,
however, that it may sometimes be more dif?cult or even impossible for our Company
to thoroughly investigate reports that are made anonymously. You are therefore strongly
encouraged to talk directly with a P&G manager, if possible, or share your identity when
making a report via the Worldwide Business Conduct Helpline. Your identity will be kept
con?dential to the extent possible.
How P&G Handles Reports
Our Company will maintain the con?dentiality of all
reports, consistent with resolution of the issues and in
compliance with all applicable laws. All reports will be
investigated thoroughly and promptly. Where required
by local law, anyone accused of wrongdoing will have
the right to access the information reported and to make
corrections in the event of an error.
Cooperating with Investigations
We each have an obligation to cooperate with any
internal or external investigations into allegations of
misconduct. You should always provide truthful and
accurate information to P&G personnel conducting an
investigation as well as to government regulators and
external auditors. Never alter or destroy documents or
evidence in order to prevent or hinder any investigation.
If you are contacted by a government regulator in
connection with a standard inspection or routine audit,
please notify your manager and follow established
procedures. If a government investigator contacts you for
any other matter, you must notify Legal.
Consequences of Worldwide
Business Conduct Manual Violations
In doing the right thing, we must dedicate ourselves
to complying with our Worldwide Business Conduct
Manual. Individuals who fail to comply with our WBCM
will be subject to disciplinary action, which may include
discipline in line with local law, up to and including
termination. All disciplinary action will be applied in a
manner consistent with local law. In some circumstances,
applicable regulatory authorities may impose ?nes and
criminal penalties on individuals.
Retaliation is Not Tolerated
P&G does not tolerate any form of retaliation against any
person who reports a suspected violation in good faith.
In addition, no one who participates or cooperates
honestly and completely in our Company’s investigation
of a report will be subject to retaliation for doing so.
However, this does not mean that there will be immunity
for violations.
Anyone who retaliates against a person for making a
good faith report or for participating in the investigation
of a report, as described above, will be subject to
disciplinary action, which may include discipline in line
with local law, up to and including termination.
The Procter & Gamble Company 7
8 The Procter & Gamble Company
We Do the Right Thing… for Each Other
P&G Brands and P&G People are the foundation of our success. P&G People
bring our Values to life as we focus on improving consumers’ lives, now and for
generations to come.
Promoting Respect in Our Workplace
We treat all of our P&G colleagues and business partners with dignity and respect.
If you feel you or someone else has experienced harassment or discrimination, you should report the situation
immediately to your manager or any resource listed in “How Do I Raise Questions or Concerns?”
Diversity and Inclusion
We recruit, hire and retain the
best talent from around the world,
re?ecting the markets and consumers
we serve. Developing and retaining
a diverse workforce provides us with
a sustained competitive advantage.
We recognize that a diverse mix of
backgrounds, skills and experiences
drives new ideas, products and
services. This maximizes our ability to
achieve our goals.
Non-Discrimination
P&G is committed to providing equal
opportunities in employment.
This means we must treat our fellow
P&Gers, P&G applicants and business
partners fairly and never engage in
any form of unlawful discrimination.
We follow all related laws and in
our employment decisions (such as
recruiting, hiring, training, salary and
promotion) we do not discriminate
against individuals on the basis of
race, color, gender, age, national
origin, religion, sexual orientation,
gender identity and expression,
marital status, citizenship, disability,
veteran status, HIV/AIDS status
or any other legally protected factor.
Preventing Harassment
We must be committed to providing
a harassment-free environment,
in which we all have an opportunity
to contribute at our highest
potential. “Harassment” is
behavior that creates an offensive,
intimidating, humiliating or hostile
work environment that unreasonably
interferes with another person’s
work performance. Harassment may
be physical or verbal, and may be
done in person or by other means
(such as harassing notes or emails).
Examples of harassing behavior
include unwelcome sexual advances
or remarks, offensive jokes and
disparaging comments.
The Procter & Gamble Company 9
Q: Lisa is a manager and needs to make a promotion decision. She thinks that, since Herbert is 50 and nearing
retirement age and Iris is only 35 and may stay with P&G for many years, it would be wise to promote Iris.
After all, P&G will invest in training the newly promoted employee and she wants this investment to be used
wisely. Is this a good employment decision?
A: No. Lisa is making this decision solely on the basis of age, and this is never acceptable. She needs to make her
decision based on merit and without regard to any non-job-related personal characteristics.
Q: Michele’s supervisor tells Michele sexually offensive jokes and comments on her appearance in a way that
makes her uncomfortable. She asks him to stop, but he laughs and tells her he’s “just kidding around.” Michele
wants to report this, but fears her supervisor will know she did so and block her upcoming pay increase. What
should she do?
A: Michele should report the situation to another manager or any of the resources listed in “How Do I Raise
Questions or Concerns?” section immediately. P&G will protect her from any retaliatory acts, including withheld
pay or any other form of mistreatment due to her report and will take the necessary actions to ensure that she
has the opportunity to work in a harassment-free environment. We all have the right to work in a safe and
positive workplace, and P&G will work to ensure this goal is achieved.
Ensuring Fair Employment Practices
Child Labor and Forced Labor
We do not use child or forced labor
in any of our global operations or
facilities. None of us should tolerate
any form of unacceptable treatment
of workers in our operations or
facilities. This means, among other
things, that we do not permit
exploitation of children, physical
punishment or abuse, or involuntary
servitude. We fully respect all
applicable laws establishing a
minimum age for employment,
in order to support the effective
abolition of child labor worldwide.
Workers under the age of 18 shall
not perform hazardous work.
Wage and Hour Practices
Our Company follows all applicable
wage and hour laws, including
minimum wage, overtime and
maximum hour rules. P&G pays
competitive wages. We also provide
employees the opportunity to
develop their skills and capabilities
to enhance their ability to succeed
in their career, consistent with the
needs of the business.
Freedom of Association
P&G respects our employee’s right
to choose to join or not to join a
trade union, or to have recognized
employee representation in
accordance with local law.
10 The Procter & Gamble Company
Ensuring Workplace Health and Safety
Workplace Health and Safety
P&G People are our Company’s most valuable asset. We must therefore be committed to the highest standards of
safety to protect ourselves, our fellow P&Gers and contractors. We each have a responsibility to follow all Company
safety and security procedures, as well as applicable laws and regulations. Nothing justi?es working around or
ignoring any safety rule – whether Company rule, regulation or law.
If you are ever aware of, or suspect, any unsafe working conditions or other safety issues, you should report the
situation to your manager, your site safety leader or Legal immediately. If you have any concerns about your health at
work or the health of a coworker, promptly contact your site Health Services (Medical) unit. For more information,
go to healthnet.pg.com.
Drug and Alcohol Use
We conduct business for P&G in a safe manner, free from the in?uence of any substance that could impair our job
performance. We therefore may never use alcohol, illegal drugs, controlled substances or medication in a way that
might harm our ability to conduct P&G business safely and successfully. We must not let the use of any substance
adversely affect our ability to perform our job, even if we are using a medication legally. We should feel free to contact
appropriate Company medical personnel to discuss our particular situation.
We should never possess drugs that we do not have a legal right to possess while on P&G property or while working
for P&G. In addition, we should never sell or distribute these substances, whether or not we are doing Company
business, or whether we are on or off Company property.
For more information, contact Human Resources or your local Health Services resource.
Violence in the Workplace
As part of our commitment to providing a safe work environment, we never engage in or tolerate any form of
violence. At P&G, “violence” includes threats or acts of violence, intimidation of others or attempts to instill fear in
others. Weapons are not allowed in the workplace, consistent with local law. If you know of or suspect incidents or
threats of workplace violence, you must immediately report your concerns. If you believe someone is in immediate
danger, contact building security or the local authorities.
Q: Amon recently injured his back on a hiking trip. His doctor prescribed a painkiller so he could go on with his
daily life. Amon ?nds that the medication tends to make him dizzy and some routine tasks, such as operating
machinery, seem dif?cult. What should he do as he returns to work at P&G?
A: Before being able to return to work, Amon should obtain appropriate medical clearance from his doctor or
Company medical personnel. It sounds as if the medication Amon is taking, even though he is doing so legally,
could impair his ability to safety and effectively perform his job. This could place Amon, his coworkers and even
consumers of our products in danger.
The Procter & Gamble Company 11
Protecting Employee Privacy
At P&G, we strive to promote a work environment of con?dence and trust. One way of accomplishing this goal is to
properly manage and use the personally identi?able information (PII) that our fellow P&Gers, as well as prospective
and former employees, entrust to us. PII is de?ned as any information that directly identi?es an individual – such as
name, physical address, email address, employee ID, government ID, photograph, or any combination of information
that might identify an individual. We should not collect, access, use, retain or disclose PII of our employees, except
when pursuant to relevant and appropriate business purposes. We should not share this information with anyone,
either inside or outside our Company, who does not have a legitimate business need to know. In addition, we should
take steps to properly secure such data at all times from unauthorized access by third parties. We also should inform
employees about the PII that is being collected about them and how it will be used. External business partners who
process PII for us should follow P&G’s privacy policies and security standards.
There are varying legal requirements governing the use of PII across the countries in which P&G does business and
operates local facilities. We must comply with all local laws governing PII. Visit Privacy Central on the intranet at
privacy.pg.com for more information.
The Company may perform aggregated non-anonymous system scans of electronic networks and system usage data
which may send automated messages to employees regarding their use of a system or service. These scans typically
help P&G improve its services, tools, Employee training, policies, standards and compliance, and manage costs
effectively. Any such scan will be proportional to the speci?c legitimate business interests of the Company, follow an
internal approval process, and be consistent with applicable local law.
The Company reserves the right to perform a more detailed investigation on an individual level when inappropriate
or suspicious use of the Company’s systems (e.g., internet and email) by internal or external parties is detected or
reported. Any such investigation will be proportional to the speci?c legitimate business interests of the Company,
follow an internal approval process and be consistent with applicable local law.
If you believe that any employee PII has been disclosed or used inappropriately, contact Legal or the Global Privacy
council members listed on Privacy Central (privacy.pg.com) immediately. Failure to do so could subject our Company to
?nes and/or regulatory action.
12 The Procter & Gamble Company
The Procter & Gamble Company 13
14 The Procter & Gamble Company
We Do the Right Thing…
for Our Consumers, Customers and
Business Partners
We strive to improve the lives of the world’s consumers, now and for
generations to come. To better serve consumers, we create and deliver
products, packaging and concepts that build winning brands and forge close,
mutually productive relationships with our customers and suppliers.
Ensuring Product Safety
Product safety and quality are very important to us at P&G. Our customers choose P&G because we provide products
of superior quality and value that improve the lives of the world’s consumers. Ensuring that our products are
consistently of the highest quality is critical to our continued success. Product safety is a critical aspect of quality and
we must do our part to ensure that:
• Our products and packages are safe for consumers and the environment when used as intended
• P&G meets or exceeds all applicable legislative and regulatory requirements related to product safety and labeling
We must each be aware of and follow the Company policies and procedures designed to protect the quality and safety
of our products and raise concerns with Product Safety or Legal promptly. For guidance, contact the experts in Product
Safety & Regulatory Affairs (PS&RA).
Just as we provide safe, quality products, we expect our suppliers to assure the quality and safety of the products and
services they provide to us.
Q: Kyon recently conducted a consumer home-use panel. During the panel, she observed a potential safety
concern with a product that’s about to hit the market. Only one person out of hundreds had any troubles with
the product, so she doesn’t think it’s very important to report. Is this a correct assumption?
A: No, not at all. Any product safety or quality issues must be reported and resolved, no matter how small
the matter may seem. Kyon should raise any safety concerns that she knows about to Product Safety or Legal
immediately.
The Procter & Gamble Company 15
Engaging in Fair Dealing and Fair Competition
Responsible Sales and Marketing Practices
We are expected to compete vigorously and effectively, but never unlawfully. For this reason, we are truthful in all of
our sales and marketing. We must make only truthful statements about our Company and its products and services. All
marketing claims must be substantiated and live up to their promises.
You should be familiar with the sales and marketing review procedures that apply to your work. As laws and
regulations change frequently in this area, it is critical that you know the latest requirements.
No Commercial Bribery
We never make supplier, customer or other business decisions based on any personal bene?t given or offered to us. In
particular, we may not solicit or accept bribes or kickbacks from anyone who does or is seeking to do business with our
Company. Never offer or give any bribes or kickbacks to any supplier, customer or business partner. Keep this principle
in mind when offering any form of gifts or entertainment to a customer, supplier or other business partner.
Bribing Government Of?cials is also prohibited. Please see page 31.
Q: For the launch of a new initiative, Stella proposes to give one very nice Swiss watch to the buyer at each
customer. While she means for the customers to use the watches in charity raf?es or the like, she knows the
buyer will likely take the watch for personal use. Can she authorize this premium?
A: No, Stella can’t approve the premium for the initiative. P&G cannot pay for these expenses, since doing so
might create the appearance of bribery.
To clarify, a “bribe” is anything of value, including money, gifts and entertainment other
business courtesies, given, offered or received in an attempt to in?uence a person’s behavior
in order to obtain or retain business or to secure an unfair bene?t or advantage. A “kickback”
is the return of a sum already paid or due to be paid as a reward for awarding or fostering
business. In some countries, even small gifts that are normally acceptable under the “Gifts
and Business Entertainment Guidelines” section of our Worldwide Business Conduct Manual
are considered a commercial bribe and may be prohibited. Be sure to check with Legal to
understand the law in your country.
16 The Procter & Gamble Company
Complying with Competition Laws
P&G strongly supports vigorous yet fair competition. We succeed based on the quality of our products and our People,
and never through unfair business practices. We must all abide by competition laws (also referred to as “antitrust”
laws). These laws can vary from market to market, but their common goal is to preserve free and open competition
and to promote a competitive marketplace. When markets operate freely, our consumers bene?t through high-quality
goods and services at fair prices. Failure to comply with these laws can have serious and far-reaching consequences for
our Company and the individuals involved.
For more information, go to antitrust.pg.com.
Interacting with Competitors: We must exercise caution when interacting with competitors. We must avoid
cooperating, or even appearing to cooperate, with competitors. We may never discuss any of the following topics
with competitors without Legal’s consent:
• Pricing or pricing policy, costs, marketing or strategic plans
• Proprietary or con?dential information
• Technological improvements
• Promotions we will conduct with customers
• Division of customers, markets, territories or countries
• Boycotts of certain customers, suppliers or competitors
• Joint behavior toward customers
Even in the absence of formal contact, casual contact and exchange of information can create the appearance of an
informal understanding between competitors. For this reason, P&G’s general rule is “No Contact with Competitors.”
However, at times we may join trade associations and occasionally engage in various other activities with competitors,
as long as we have permission from Legal. For more information on the Company’s Policy on Trade Associations click
on this link:http://antitrust.pg.com/Global/antitrust/IAP.htm. Be extremely cautious when interacting with competitors
at these events. If a competitor attempts to discuss any of the above topics with you in a trade association meeting,
you should stop the conversation immediately, leave the meeting and report the incident to Legal.
Contact with suppliers who are also competitors is allowable, provided discussions and interactions are strictly limited
to the purchase of the material, equipment, goods or services that P&G is buying, and provided Legal was aligned
before contacting competition. Approval from Purchases and alignment from the appropriate leaders and functions,
as outlined in the Buying from Competitors Policy, must also be obtained before contacting competition. Contact
Purchases for more information.
The Procter & Gamble Company 17
Interacting with Customers: Certain competition laws also govern our interactions with our customers, including both
retailers and distributors. We treat our customers equitably and never seek to provide any unfair advantage to one
customer over another. We give all competing customers within a given market equal opportunities to qualify for the
same prices, terms of sale and trade promotions. We may never:
For more information, see the Customer Practices Policy and Control Requirements.
• Pressure or agree with a customer about resale prices of
P&G products (pricing is always at the customer’s sole
discretion)
• Terminate a relationship with a retail customer based
on threats from or agreements with another retail
customer
• Restrict how, to whom or where customers sell P&G
products without the advance approval of Legal
• Enter into agreements that prohibit a customer from
purchasing products from our competitors without the
advance approval of Legal
• Condition the sale of less desirable products with more
desirable products (“tying” or “bundling”) without
advance approval of Legal
• Strategize with a customer about speci?c pricing or
promotion of private label products that compete with
P&G products
• Share con?dential information of one customer with
other customers or help customers coordinate in any
way their behavior on the market
Interacting with Suppliers and Agencies: Just as P&G competes fairly, we are committed to allowing suppliers and
agencies to compete equitably for our business based on the total value offered by that supplier. If you are involved in
supplier or agency selection, be sure to make decisions based solely on the merits of the supplier’s or agency’s offering.
Make sure you follow standard purchasing processes and systems. In addition, you may never:
• Make purchasing decisions on the basis of reciprocal deals or gifts or entertainment
• Solicit any (potential) supplier or agency on behalf of charitable, civic or other organizations
For more information, see the Global Sourcing Principles.
Q: Chet is an Account Manager in CBD. One of his customers is a small, rural store chain.
The customer tells Chet that if they would buy all their laundry detergent from P&G at a good discount,
the customer will drop all competing products and stock only P&G laundry. Can Chet agree to this proposal?
A: Maybe, but he would need to seek approval from Legal before making any form of agreement with the
customer. None of us may enter into any agreements – whether verbal or written – that prohibit a customer
from purchasing products from a P&G competitor without such approval. Doing so could be in violation of P&G
policy and competition laws.
Q. Cassandra is an engineer at a P&G plant. Five suppliers are submitting proposals to provide a unique service
to the plant. P&G has promised all suppliers that P&G will hold their prices and innovative ideas in con?dence.
Cassandra has a strong preference for a supplier with which she’s worked in the past. Cassandra doesn’t see
how P&G will be harmed as long as her favorite supplier offers the best price and solution, so she shares prices
and ideas from competing suppliers with her favorite supplier. Can she do this?
A. No. Cassandra is not allowing suppliers to compete equitably for the business. In addition, she is sharing
one supplier’s con?dential information with another supplier, which may create legal concerns. In the future,
suppliers may be reluctant to bring good ideas to P&G and to quote aggressively if they believe that their ideas
and pricing will be shared with their competitors.
18 The Procter & Gamble Company
Gathering Competitive Information
While our Company needs to know what our competitors are doing in order to effectively compete, none of us may
gather information about our competitors using deception, theft, misrepresentation, or other illegal or unethical
means. We must not request competitively sensitive information from family or friends about their employers, or new
hires about their former employers. In addition, in most circumstances we should also not ask for information directly
from our competitors, as this can raise considerable legal risks. Always talk with Legal before asking for information
directly from our competitors.
For more information on collecting competitive information, please refer also to P&G’s Competitive
Intelligence (CI) Policy.
If a P&G supplier or customer is also one of our competitors, we should not solicit con?dential information from them
in areas of competitive overlap without talking to Legal ?rst. In addition, we should not ask them to share con?dential
information from their suppliers or customers.
The Procter & Gamble Company 19
Consumer Information
P&G has made a ?rm commitment to vigilantly protect the privacy and security of consumer personally identi?able
information (PII). PII is de?ned as any information that identi?es an individual such as name, physical address, email
address, government ID, credit card, photo, video or any combination of information that might identify an individual.
This means we should collect, use, retain and safeguard consumer PII respectfully and lawfully. We should not trade,
sell or lease personal information entrusted to us without notice to, and consent from, the consumers whose PII is
involved. These principles apply to any means of collecting, using and storing consumer PII on any medium such as
of?ine/hard copy, online websites/social media, mobile, ?xed or transportable storage devices, etc.
Laws governing the handling and use of consumer PII vary widely by
geography. These laws may focus on particular data types, kinds of
consumers, types of data processing, or communication channels. In all
locations, we must ensure that when we handle or use a consumer’s PII
(or delegate such handling or use to a supplier), we (and/or the supplier)
adhere to all local laws and P&G’s Privacy Policy and Consumer Privacy
Statement. We should design and build privacy and security controls into
our data handling plans through use of Global Business Services (GBS)
Consumer Solutions, who provides such controls in their service offerings,
or through our quali?cation and work with the third party suppliers we
choose for such data handling. If you believe that any consumer PII has been
disclosed or used inappropriately, contact Legal or the Global Privacy council
members listed on Privacy Central (privacy.pg.com) immediately. Failure to do
so could subject the individuals involved to discipline, and our Company to
?nes and/or regulatory action.
Respecting Third-Party Information
Q: Marcus works in Research & Development at P&G. His team has collected a large amount of consumer PII as part
of a consumer satisfaction survey. Lucia, who works in Marketing, contacts him to request that he send her the ?les
containing this PII so that she can develop targeted marketing emails. Should Marcus give Lucia the information?
A: No. Although Lucia has what may seem like a legitimate business reason for obtaining this PII, the individuals
who participated in the customer satisfaction survey haven’t agreed to P&G using their PII to send them marketing
emails. Under P&G’s Consumer Privacy Statement and many local laws, marketing emails may only be sent to
consumers who have opted-in to receive them. Therefore, Marcus shouldn’t provide this information to her.
Customer and Supplier Information
In addition to protecting consumer information, we also have an obligation to safeguard the con?dential information
of our customers and suppliers. We should ensure we comply with our con?dentiality agreements, and we should
never share this information with a third party or colleague who doesn’t have a business need to know it. Equally make
sure that suppliers and contractors who have access to P&G’s information systems safeguard it. If a government agency
requests such information about one of our customers, contact Legal before providing any information.
For more information about what constitutes con?dential information, see the “Con?dential P&G Information” section
of this Worldwide Business Conduct Manual.
Our relationships with our customers, suppliers and other third parties are important to us. The business they
conduct on P&G’s behalf contributes to our corporate reputation. It is important we preserve that reputation by
reporting anything these third parties may do that would appear to be illegal or unethical, especially related to
P&G’s business. If you suspect or observe a third party doing anything potentially illegal or unethical (for example,
under-invoicing or violating competition laws), you should report this to your manager or Legal immediately.
Third-Party Intellectual Property and Commercial Rights
We should respect all third-party intellectual property (IP) rights and other intangible commercial rights belonging
to others. We should never knowingly infringe upon these rights.
IP refers to creations of the human mind that are protected by law, such as inventions, designs, distinctive
brand names, creative works (e.g., music, books, videos), software and know-how. Similarly, other commercial
rights include one’s legally protected ability to determine how his or her persona (such as his/her name or
photo) will be used for commercial purposes or how others may use his or her creative works. These rights
collectively include copyrights, patents, trademarks, trade secrets, design rights, trade dress, logos, know-
how, right of publicity, moral rights, and other intangible property. Our duty to respect all third-party IP and
commercial rights applies to any business activities we conduct, including the creation of any internal or
external communications or marketing materials. Check with Legal before using the name or materials of
another person or company.
We should use all third-party assets – including software, music, videos and text-based content – in accordance with
the speci?c terms of their licenses and any noted license restrictions. Only software properly licensed for business use
is permitted to be used. This rule regarding employees’ appropriate use of third-party software for business use also
applies to any such software accessible via employee-owned personal computing devices such as Smartphones.
Please refer to the Company’s Appropriate Use of Hardware and Software Policy for more information.
Communicating with Media and Analysts
P&G strives to provide clear and accurate information to the media, financial analysts and the general
public. In addition to important legal requirements to be clear and accurate, this helps us maintain integrity
in our relationships with the public and other external stakeholders, which in turn strengthens our corporate
reputation. Because this is so important, P&G has designated specific functions and individuals with
responsibility for communicating with the media and financial analysts.
• Only P&G’s Chief Executive Officer, Chief Financial Officer and certain specially designated individuals are
permitted to speak with analysts about our Company
• All communications with members of the media are managed by the Communications Function
• You must contact your business unit’s Communications manager before participating in media interviews or
in events or forums where members of the media will be present
20 The Procter & Gamble Company
The Procter & Gamble Company 21
22 The Procter & Gamble Company
We Do the Right Thing… for Our
Shareholders and our Company
One of P&G’s Values is Ownership. We all act like owners, treating our
Company’s assets as our own and behaving with P&G’s long-term success in
mind. We believe that doing what is right will lead to long-term success for
our Company, our Brands and our People.
Acting in the Best Interests of the Company:
Handling Potential Con?icts of Interest
We are obligated to act at all times solely in the best interests of our Company. In order to uphold our Company’s
reputation, we must be alert to any situations that may create a con?ict of interest, whether actual or potential.
A “con?ict of interest” arises when you have a personal relationship or a ?nancial or other interest that could interfere
with your obligation to act solely in the best interests of P&G, or when you use your position with P&G for personal gain.
Disclosing Con?icts of Interest
If you ?nd yourself in a potential or actual con?ict of interest situation, you must immediately report it to your
manager. Reporting forms are available at wwbcm.pg.com or through Human Resources. This way, the situation
can be properly reviewed and assessed through our Company’s Con?ict of Interest process. P&G will work with you
to ?nd an appropriate solution. You are expected to take any remedial actions requested by our Company.
If you are aware of any other potential con?icts at P&G, you should report these to your manager or through the other
available means of reporting (see “Ways to Raise Questions and Concerns” section). Executive of?cers and directors must
report potential or actual con?icts to the Chief Legal Of?cer.
Business, Financial and Personal Relationships Guidelines
We must be careful to make sure our business and ?nancial dealings and/or relationships do not cause situations where
we may appear biased. Some common situations where potential or actual con?icts of interest might arise include:
• A member of your household or immediate family is a supplier, customer or competitor of P&G, or an employee of such
a company
• You or a member of your household or immediate family has a signi?cant ?nancial or other interest in a company or
person that competes with, does business with or is seeking to do business with P&G
• You have a direct or indirect reporting relationship with (or have the ability to in?uence employment decisions for)
a member of your immediate family or household, or someone with whom you’re in a romantic relationship
• You have a romantic relationship with a P&G supplier, customer or contractor (or employee of such a company)
when you have direct or indirect decision-making authority or in?uence with respect to the P&G business relationship
• You take personal advantage of any business or investment opportunity presented to P&G
• You have outside employment or other activities with a company or individual that competes with P&G, or does business
with P&G, or that affects your ability to do your work for our Company
The Procter & Gamble Company 23
Continued on next page.
• You serve as a director or of?cer of another company, or as an elected of?cial (not including trade associations that you accept
at the request of P&G or positions with non-pro?t, charitable or religious organizations that don’t interfere with your work)
• You are in a role where you provide P&G funds to a charity, or are involved in charity-related programs on behalf of our
Company. For more information about these situations, see our Con?ict of Interest Policy for Charitable Giving.
Gifts and Business Entertainment Guidelines
We must be cautious when giving gifts or entertainment to, or accepting gifts or entertainment from, anyone who does
or seeks to do business with our Company. P&G employees should only participate in business entertainment when it is an
integral part of business building activities. Remember that accepting gifts or entertainment may appear to limit our ability
to make an objective business decision. In addition, offering such courtesies may be viewed as an attempt to in?uence a
business decision. We should always respect and adhere to customer or supplier policies that may not permit the acceptance
of gifts or entertainment. In addition, gifts and business entertainment of Government Of?cials must be in accordance with
our Antibribery Policy.
• We should never accept or offer gifts, objects or entertainment of signi?cant value. Objects that have “signi?cant”
value are so major that they could create the impression or expectation (or the appearance of such) that the giver will be
rewarded with business, favoritism or some other obligation.
• Expensive gifts are always considered signi?cant and should be declined. If you are in a rare situation where it would be
embarrassing or impolite to decline a signi?cant gift, you may accept it on behalf of our Company and provide it to P&G
for its use by contacting the Ethics & Compliance Committee.
• Token gifts of low monetary value are generally not considered signi?cant. Examples include t-shirts, inexpensive pens,
mugs, cups and calendars. Token gifts are typically given in connection with training or recognition events.
• Business meals that are minor in terms of the overall relationship with the giver are generally not considered signi?cant.
However, P&G should pay for the meal expenses on a relatively equal number of occasions.
• Event tickets that are generally available to the public (including private box access at events where general admission
access is available to the public) are generally not considered signi?cant. You may accept such tickets, but you must
personally reimburse the giver for the face value of the ticket.
• Elite event tickets that are not realistically available to the general public or are only available at a high premium over face
value (such as championship sporting events and awards shows) are generally considered signi?cant. If you are offered
such a ticket, you must petition the Ethics & Compliance Committee for permission to accept the tickets. If authorized,
P&G will pay the costs of your attendance to avoid the appearance of a personal con?ict of interest.
• P&G may own seats at an event or receive event tickets in connection with its sponsorship of an event. These tickets are a
business asset and their primary use is for business building activities.
24 The Procter & Gamble Company
Q: The company that employs Hans’ wife was recently bought by one of P&G’s main competitors. Hans isn’t sure
whether this matters, since his wife’s company will only be a subsidiary of our competitor. What should he do?
A: Having an immediate family member who works for a competitor poses a potential con?ict of interest, and Hans
should disclose the situation to his manager immediately. Reports should be made online athttp://coi.pg.com and
assistance can be provided by Human Resources. P&G will work to determine whether an actual con?ict exists and,
if so, what needs to be done to resolve it.
Q: Sally, an Account Manager, is offered four box seat tickets to a regular season soccer game by a customer with
whom she works. General admission tickets are available. What should she do?
A: Sally may accept the tickets, but only if she pays the face value of the tickets to the customer. If there is no
indicated face value on the tickets, she should pay fair market value.
For more information, see our Global Policy on Business Entertainment & Attendance at Spectator Events. If you are ever
uncertain about the appropriateness of a gift or entertainment, you should talk to your manager, Legal or the Ethics &
Compliance Committee.
Con?dential P&G Information
During the course of our work, we may learn con?dential information about our Company.
“Con?dential information” is generally nonpublic information that we know as a result of our position with P&G and
that might be of use to competitors or harmful to our Company if disclosed. Common examples include:
P&G has an Information Classi?cation system governing
appropriate handling of its most con?dential information.
In this system, such information is de?ned as Highly
Restricted, Restricted and Internal Use data. We should be
familiar with these classi?cations and protect information
accordingly. This is especially important when considering
what to share via electronic collaboration tools prevalent
within and outside P&G. Highly Restricted con?dential
information should be encrypted.
We should only disclose con?dential information to:
• Fellow P&Gers or third parties who have a legitimate, need-to-know basis for having the information in order to
further P&G’s business interests
• Those who have a clear duty or obligation to keep the information con?dential (for example, a person who has
signed a “Con?dential Disclosure Agreement” or a contract with appropriate clauses) with our Company
• Those to whom there is a legal obligation to disclose
When in doubt, contact Legal for assistance.
• Customer lists
• Terms, discount rates or fees offered to particular
customers or suppliers
• Marketing or strategic plans
• Product formulas and package designs
• Trade secrets, including manufacturing and marketing
processes and techniques
• Software, risk models, tools and other system or
technology developments
Keeping P&G Information Secure
The Procter & Gamble Company 25
Continued on next page.
P&G’s Intellectual Property
Our Company’s Intellectual Property (IP) is among its most valuable assets, and includes copyrights, patents, trademarks,
trade secrets, design rights, trade dress, logos, know how, photos/videos, individuals’ names and likenesses, and other
intangible industrial or commercial property. We must protect and, when appropriate, enforce our Company’s IP rights.
To the extent permitted by law, P&G has the rights to all IP we create while employed by our Company that relate to P&G
business. This is true regardless of whether the IP is patentable or protectable by copyright, trade secret or trademark.
Contact Legal with any questions.
26 The Procter & Gamble Company
Do not discuss con?dential information in places where you can be overheard, such as elevators and restaurants,
or open areas at P&G such as break rooms. In addition, do not leave con?dential information, computers, mobile
phones or Smartphones unattended.
These obligations also apply after your employment with P&G ends. When you leave our Company, you must not
disclose or use P&G con?dential information. In addition, you must return any and all copies of materials or devices
containing con?dential information in your possession
For more information, please see our Information Security Policies.
Q: Rosa gets a telephone call from a university doing research on a P&G project in which she’s involved.
She guesses that they must know about her project because of what she posted on a social networking Internet
site. She wants to help the students and is proud of her work. Should she provide information about her project?
A: No, Rosa cannot share research data with anyone outside of our Company. Rosa should not have posted
Company-related work on a social networking site, either. Competitive agents regularly search the Internet for
this type of data and persuade unsuspecting employees into sharing additional information that can be used to
piece together a total picture of con?dential projects, processes, plans, etc. Rosa should immediately report the
information breach to Global Security, Legal or Information Security.
Physical Property
P&G trusts us to respect and care for its physical property, to the best of our ability, at all times. We must work
together to prevent theft, destruction or misappropriation of all P&G physical assets. Never use this property for your
own personal gain or that of another person except to the extent that it is approved by local Company policy.
Physical property includes Company funds (including credit cards), facilities, equipment and communications systems.
Although occasional incidental personal use of Company equipment and communications systems is permitted, their
use should be limited. Company credit cards must never be used for personal purchases unless incidental to a business
trip. Personal expenses charged to Company credit cards as part of a business trip should be reimbursed promptly.
Please refer to the Company’s Appropriate Use of Hardware and Software Policy for more information.
Disposal of outdated Company equipment or other assets should follow Company approved
disposal/donation procedures.
P&G Technologies and Electronic Communications
We should safeguard P&G’s technologies, computer systems and applications, as well as the data stored on them, from
damage, alteration, theft, fraud and unauthorized access. To achieve this goal, we should follow the speci?c security
measures and internal controls in place for the computer systems to which we have access.
We have a responsibility to use these resources in a safe, ethical, lawful and ef?cient manner. This means that we
should not use Company technologies or systems (including computers and other electronic devices that have access
to the Internet, such as Smartphones) to download or send inappropriate, discriminatory, sexually explicit or offensive
statements or materials. In addition, we should not use these technologies or systems to access illegal material, send
unauthorized solicitations or conduct non-P&G-related business.
Using Company Assets and Technologies Properly
The Procter & Gamble Company 27
Social Media: P&G recognizes that the Internet provides unique opportunities to listen, learn and engage with
stakeholders using a wide variety of social media, including blogs, micro blogs (e.g. Twitter), social networking sites
(e.g. Facebook, LinkedIn), wikis, photo/video sharing sites and chat rooms. Because there are many laws around the
world that regulate what P&G can and cannot say about itself and our products, P&G has established rules for us to
follow when using social media as part of our daily work and in our personal use. As a general rule, when using social
media, we should:
We should remember that electronic messages (such as emails and text messages) are permanent, transferable records
of our communications and can affect the reputation of our Company.
If you believe that P&G technologies and/or electronic communications are being used inappropriately, notify your
immediate manager, HR Manager Legal or send an email to Secinrep.im.
• Seek authorization from Communications or Legal
contacts before posting of?cial information about P&G
or our Brands.
• Follow Company standards in our use of technology
(refer to the “Third Party Intellectual Property and
Commercial Rights” section of this Worldwide Business
Conduct Manual for more information).
• Protect Company assets and con?dential information,
always remembering that the Internet is a public place
• Use our Purpose, Values, and Principles and WBCM as
our guide.
• Clearly disclose our af?liation with P&G whenever we
talk about the Company and/or any one or more of its
brands in online postings. This rule applies whether we
are posting comments online as authorized Company
representatives or we are using social media or social
networks in our personal capacities (e.g. not pursuant
to our employment responsibilities).
• These general rules apply as well to our suppliers,
agencies and others who act on our behalf. We should
not ask our family members or friends to post content
online or in social networking venues that we could not
otherwise post ourselves as employees of the Company.
28 The Procter & Gamble Company
We maintain the accuracy and integrity of our books and records. Our shareholders and others rely on us to ensure
that our business records fairly and completely re?ect our Company’s operations and ?nancial condition.
Reporting accurate, complete and understandable information about our Company’s business, earnings and ?nancial
condition is one of our most important duties.
We must ensure that our ?nancial statements, regulatory reports and publicly-?led documents comply with all
applicable and accepted accounting principles, statutory requirements and our Company’s internal and disclosure
control procedures (available at safe.pg.com). Our internal and external auditors will regularly review our compliance
with these requirements, so you should always provide them with your full cooperation.
Internal controls are systems and processes that combine policies, authorizations and procedures
with proper accounting and management tracking. Disclosure controls are systems and processes
that help ensure that important information is made available to the right people at the right time.
Never intentionally delay recording transactions or events, or intentionally record incorrect, incomplete or misleading
information about any transaction or event. Even if you do not directly record transactions or events, be sure any and
all information you ?le, including on time cards, quality reports and expense reports, is accurate and complete. If you
suspect that any of our books or records is being maintained in a fraudulent or inaccurate manner, or if you have
any questions, contact your Business Unit Finance Manager, Regional Corporate Accounting, Global Internal Audit,
the Finance & Accounting Comptroller or Legal. You may also report your concerns through the Worldwide Business
Conduct Helpline, previously known as the AlertLine.
For more information, see our Standards for Accounting and Financial Excellence (SAFE) available at safe.pg.com.
Maintaining Accurate Books and Records
Q: Trish is facing various budget limitations at the end of the ?scal year. To defer recognizing an expense, she
asks a supplier to bill our Company a few days late for the purchase of a costly piece of equipment. This way,
she can record the purchase in the next ?scal year. The supplier will be paid and her department will meet its
budget. Can she do this?
A: No, you must never delay or intentionally record incorrect, incomplete or misleading information about transactions.
Records Management
P&G considers records created or received during the
normal course of business a Company asset. This includes
documents, email, spreadsheets, notebooks, photographs
and video, regardless of whether they are electronic or
hard copy. We manage and retain all Company records
according to our Corporate Records Management Policy
and Corporate Records Retention Schedule (RRS).
We are expected to review our records, using the RRS,
and con?rm the completion of this activity each year.
It is important that we take special care to retain all
documents that relate to any imminent or ongoing
investigation, lawsuit, audit or examination involving
our Company. This means that we never conceal, alter
or destroy (even if past the retention time in the RRS)
any documents or records related to any such inquiries.
Engaging in such activity may expose individuals or our
Company to criminal liability. For more information, please
see recordsmanagement.pg.com.
Avoiding Insider Trading
While working on behalf of P&G, we may become aware of material nonpublic information about our Company or
other companies with whom we do business. Material nonpublic information (also known as “inside information”) is
information about a company that is not known to the general public and that a reasonable investor would consider
important when deciding whether to buy, sell or hold that company’s securities.
Buying or selling the securities of a company on the basis of inside information (known as “insider trading”) is a criminal
offense in many countries and is prohibited by this policy. If you have any doubt about a potential securities transaction,
seek guidance from Legal. Never trade in a company’s stock if Legal advises you not to do so. If you are on our Company’s
“insider trading list”, do not engage in transactions involving P&G stock unless you are in one of the prescribed “trading
windows” or unless you have obtained approval from Legal.
If you reveal inside information to anyone, including members of your immediate family or household, and that person
then buys or sells securities based on that information, you may be liable for “tipping.” This is true even if you do not
personally trade on the information. Tipping is a violation of our Worldwide Business Conduct Manual and securities laws,
and carries severe penalties, including potential criminal liability for at-fault individuals.
For more information, see our Insider Trading Policy.
The Procter & Gamble Company 29
Q: Through his position at P&G, Ned has knowledge that P&G is planning to enter into a contract with a small,
publicly traded company that will be signi?cant for that company. He knows he’s not allowed to trade based on
this inside information, but is planning to tell his sister so that she can make some money in the stock market.
Is this okay?
A: No. Ned can’t trade on the basis of this inside information himself, and he can’t provide it to his sister either.
This is called “tipping” and is a violation of P&G policy and securities laws.
30 The Procter & Gamble Company
We Do the Right Thing…
Around the World
We are a good corporate citizen in all of our operations around the world.
We act with integrity in all of our international business activities, and know
and follow all applicable laws and regulations. In addition, we protect our
environment for future generations to come and incorporate sustainability
into our products, packaging and operations.
Protecting the Environment
At P&G, we meet or exceed all applicable environmental
laws, regulations and permit conditions. We also use
environmentally sound practices to ensure protection
of the surrounding environment. Environmental
regulations may include rules governing the use, control,
transportation, storage and disposal of regulated
materials that may reach the environment as a part of
wastewater, air emissions, solid waste, hazardous waste
or uncontained spills. Even non-regulated materials
must be managed in a responsible and sustainable
manner. Many of these materials can also have adverse
environmental impacts if mishandled.
P&G expects that we understand and comply with health,
safety and environmental regulations in our daily activities.
If your job involves contact with any regulated materials or
requires that you make decisions about how any materials
are used, stored, transported or disposed of, you need
to understand how they should be legally, responsibly,
and safely handled. Contact the Health, Safety and
Environment experts in your organization for information.
Bribery not only harms our Company, but also the
communities where we do business. Governments are
taking steps to combat bribery, and most countries
have strict laws against bribery. We prohibit bribes to
government of?cials everywhere we do business. It is
important to remember that engaging in bribery,
or even appearing to engage in such activity,
can expose you and our Company to criminal liability.
We also prohibit “facilitating payments,” which are
small payments (or “tips”) to individual of?cials to secure
or speed up routine government actions. Expediting
payments, such as speeding up a passport renewal,
which are permitted under local law and made to the
agency itself (not to an individual) are not facilitation
payments. Please check with Legal to determine whether
a payment is appropriate. Any payments made to
assure the immediate personal safety of an individual
would not be considered a violation of this Worldwide
Business Conduct Manual. Only our Ethics & Compliance
Committee may grant exceptions to the prohibition on
facilitation payments.
In addition to not giving or offering bribes to government
of?cials, you must never retain a third party to do so or
enter into any transaction where you suspect a third party
is engaging in bribery. Doing so violates our Worldwide
Business Conduct Manual and bribery laws. You
should also be aware of “red ?ags” (for example, cash
payments, payments without supporting documentation,
payments in another party’s name) that suggest the
possibility of bribes or payments by someone at P&G or a
business partner and report them to Legal.
We must carefully screen and monitor business partners
who interface with government of?cials on P&G’s behalf,
particularly in countries with higher corruption rates and
in any situations where “red ?ags” would indicate further
screening is needed, using our due diligence/supplier
certi?cation procedures. Where a business partner
is owned or managed by a government of?cial (for
example, a local supplier whose owner is also an elected
member of the legislature) the situation must be handled
carefully and you should involve Legal. Also, please be
aware that travel and entertainment for government
of?cials must be carefully reviewed. Please see our
Antibribery Policy for details with respect to these items.
Contact Legal or Global Internal Audit if you have
any concerns.
Commercial Bribery is also prohibited. Please see page 16.
Preventing Bribery and Corruption of Government Of?cials
The Procter & Gamble Company 31
Continued on next page.
Q: While traveling out of his home country on a P&G project, John needs to secure a service from a local
government. If he doesn’t secure it quickly, the deal he’s working on will likely fall through. A coworker tells
John that he knows someone who is really good at getting government approvals. John’s coworker volunteers to
enlist the friend to handle the matter for a small payment. Since it’s such a small amount, can John just give the
money to the coworker to give to the friend?
A: No, John can’t make any such payment, no matter how small it is. He would ?rst need to conduct proper due
diligence on the consultant his friend suggested to help ensure that the consultant did not raise “red ?ags” that
would cause concern about the possibility of corruption. If the consultant were hired, John would also need to
instruct the consultant about P&G’s anti-corruption policy to help ensure that no improper payments would be
made on P&G’s behalf.
“Bribery” and “Bribes” include
giving, agreeing to give,
offering or receiving anything of
value to a government of?cial
in order to in?uence their
behavior to obtain an improper
bene?t or advantage.
“Anything of value”
includes any monetary or non-
monetary advantage, such as
gifts, in?ated commissions,
unauthorized rebates, political
or charitable donations, offers
of employment, excessive
entertainment, meals, travel-
related expenditures, services,
loans, subsidies, training,
sponsorships, etc.
“Government of?cials”
include of?cials and
employees of a government
department or agency, a
political party, a state-owned
or controlled company
or entity (such as a public
hospital, public university
or state-owned media
organization) or a public
international organization
such as the World Health
Organization or the United
Nations or any candidate for
political of?ce, irrespective of
the title or level of seniority of
the person.
P&G is committed to preventing the use of Company
resources for the purposes of “money laundering,”
which is an attempt by individuals or organizations to hide
the proceeds of their crimes by making those proceeds
look legitimate. It is important that we know and comply
with all laws and regulations aimed to halt money
laundering. This means we must make payments for goods
and services via approved and documented payment
practices.
We must be vigilant and exercise good judgment when
dealing with unusual customer transactions, including
requests to make payment to a third party or to receive
payment from a third party. Only conduct business with
customers that are willing to provide you with proper
information so that P&G can determine whether the
payments are appropriate.
Without advance permission from appropriate Legal and
Tax personnel, you should never:
• Make a payment to an entity that is not a party to the
transaction (e.g. third party) or that isn’t legally entitled
to receive payment
• Accept a payment from an entity that is not a party
to the transaction (e.g. third party) or that isn’t legally
entitled to make payment
• Accept payments in cash, unless no secure banking
system exists
• Ship customer orders in a manner inconsistent with
standard procedures
• Conduct foreign exchange operations with unauthorized
institutions
This list is not exhaustive. For more information,
see our SAFE (Standards for Accounting and Financial
Excellence) Policy on Money Laundering Avoidance
or contact Legal or Tax.
Money Laundering
32 The Procter & Gamble Company
Work on Government Contracts
Many countries place strict legal requirements on
companies that do business with the government.
When selling to, negotiating with or working with
government customers, it is critical that we abide by
these requirements. These rules are often much stricter
and more complex than those that govern our sales to
commercial customers. If your work involves government
contracts, it is your responsibility to know and follow the
particular rules that apply to your work. For additional
information, contact Legal or appropriate policies.
Lobbying
As a corporate citizen, P&G often takes a position on issues
of public policy that could impact our business.
Our Company also engages in efforts to affect legislation
or government policy. However, regulations on Company
activities in this area vary around the globe. Therefore,
only certain individuals within our Company may engage
in lobbying efforts on P&G’s behalf. Do not contact a
government of?cial in an attempt to in?uence legislation
or government policy on behalf of P&G unless your efforts
have been approved by appropriate Global Government
Relations, Communications or Legal personnel.
The Honest Leadership and Open Government Act
(HLOGA) is a United States law that imposes criminal
liabilities for violating U.S. Congressional gift rules.
All P&Gers everywhere in the world (whether or not
engaged in lobbying) must comply with HLOGA.
Therefore, none of us may provide Members of the
U.S. Congress or their staffs any gifts of value,
including meals or products.
For more information, contact the Chief
Communications Of?cer or the Vice President of
Global Government Relations.
Political Involvement and Contributions
Our Company recognizes our right to participate in the
political process as individuals. However, we may only
participate on our own time and at our own expense.
We may not use Company time, funds, facilities
or assets for political purposes or contributions
without express written permission from the Ethics
& Compliance Committee.
Imports and Exports
P&G’s business has many global aspects, and we need to
know about and abide by special laws and regulations
that apply to the import and export of products and
technical data.
An “export” occurs when a product, software,
technology or piece of information is shipped to another
country. An export can also occur when technology,
technical information, service or software is disclosed
or provided to a citizen of another country, regardless
of where the person is located. Before engaging in
exporting activity, you must verify the eligibility of both
the location of delivery and the recipient. You also must
obtain all required licenses and permits, and pay all
proper duties.
“Import” activity, or bringing the goods we purchase
from a foreign or external source into another country,
is also generally subject to various laws and regulations.
Speci?cally, this activity may require the payment of duties
and taxes, as well as the submission of certain ?lings.
Consequences for violating trade control laws and
regulations are severe for both our Company and the
individuals involved, including the loss of export privileges
and possible civil and criminal penalties. Our Company
has very detailed policies and procedures for those that
work in this area. If you have any questions about this
or other trade control policies, please contact Legal or
Customer Business Development management.
Boycotts and Restricted Countries
From time to time, the United States and other
governments use economic sanctions and trade
embargoes to further various foreign policy and
national security objectives. If you are unsure whether
a transaction complies with all applicable sanction and
trade embargo programs, you should contact Legal.
Various governments have enacted laws that prohibit
companies from participating in or cooperating with
any international boycott that the government does not
approve. If you receive a request to participate in any
way with an international boycott, or suspect you have
received such a request, you must immediately report the
request to Legal.
Interacting with the Government
Trade Controls
The Procter & Gamble Company 33
Resources
Reporting Violations
If you have questions or doubts as to whether an action is consistent with our Worldwide Business Conduct Manual,
Company policy, or the law, you should seek advice. You also have a duty to our Company and your fellow P&Gers to
report any known or suspected violations of our WBCM, Company policy or the law.
You may contact any of the following resources to seek guidance or report your concerns:
• Your manager
• A higher level manager in your management line of reporting
• A Finance & Accounting manager
• A Global Internal Audit manager
• A Human Resources manager
• A lawyer in our Legal Division
• A Global Security manager
• The Worldwide Business Conduct Helpline (previously called the AlertLine)
• The Ethics & Compliance Committee
• The Corporate Secretary of The Procter & Gamble Company
P&G does not tolerate any form of retaliation against any person who reports a suspected violation in good faith.
In addition, no one who participates or cooperates honestly and completely in our Company’s investigation of a report
will be subject to retaliation for doing so. However, this does not mean that there will be immunity for violations.
Anyone who retaliates against a person for making a good faith report or for participating in the investigation of a
report, as described above, will be subject to disciplinary action, which may include discipline in line with local law, up
to and including termination.
34 The Procter & Gamble Company
The Procter & Gamble Company 35
Contact Information for Reporting
Worldwide Business Conduct Helpline
(previously called the AlertLine)
(When calling the Worldwide Business Conduct
Helpline, you can report actual or suspected violations
anonymously, where allowed by local law).
• For those located in the United States, Canada or
Puerto Rico, call 1-800-683-3738
• There are 2 ways to call from outside the U.S., Canada
and Puerto Rico:
– Dial country code 001-704-544-7434. This
number will accept collect calls meaning you do
not have to pay for the call.
– To dial toll free, please go to
www.pg-helpline.com for a list of direct
dial numbers or to report online.
• E-mail [email protected]
This Worldwide Business Conduct Manual applies
in its entirety to all of the Company’s non-employee
Directors, Of?cers and employees. However, only
the following sections are deemed to be the Code
of Ethics for the purposes of the rules of the SEC
and the listing standards of the New York Stock
Exchange: What is Expected of Me?; Ways to Raise
Questions and Concerns; Promoting Respect in
our Workplace; Engaging in Fair Dealing and Fair
Competition (Responsible Sales and Marketing
Practices, No Commercial Bribery, Complying with
Competition Laws, Gathering Competitive Information
and Customer and Supplier Information subsections
only); Respecting Third Party Information; Acting in
the Best Interests of the Company: Handling Potential
Con?icts of Interest; Keeping P&G Information Secure;
Using Company Assets and Technologies Properly
(Physical Property and P&G Technologies and Electronic
Communications subsections only); Maintaining
Accurate Books and Records; and Avoiding Insider
Trading. All sections not listed above, as well as all
sidebars, Q&A’s and examples are not included in the
Code of Ethics.
Ethics & Compliance Committee
(Chief Executive Of?cer, Chief Financial Of?cer,
Chief Legal Of?cer, and Global Human Resources Of?cer).
• Email [email protected]
• Send mail to:
The Procter & Gamble Company
Ethics & Compliance Committee
One Procter & Gamble Plaza (C-11)
Cincinnati, OH 45202
• Send interdepartmental mail to:
Ethics & Compliance Committee (G.O. C-11)
Corporate Secretary
• Email [email protected]
• Send mail to:
The Procter & Gamble Company
Corporate Secretary
One Procter & Gamble Plaza (C-11)
Cincinnati, OH 45202
• Send interdepartmental mail to:
Corporate Secretary (G.O. C-11)
doc_665410044.pdf
At P&G, we do the right thing. This may be a simple statement, but it’s also the foundation
of who we are as an organization.
What does doing the right thing mean? At P&G, it means upholding our Purpose, Values and Principles – our PVPs.
Throughout our history of over 175 years, our business has grown and changed, but our fundamental values have endured.
Our continued success depends on each of us upholding our PVPs in all of our work. It also requires that we help to
ensure that everyone at P&G knows how the PVPs apply to our work. We want our customers, consumers, fellow
employees and business partners to know that we do what we say, and we say what we mean. This reputation, built
over time and rebuilt every day, is what sets us apart. It is the foundation of our Company.
The Worldwide Business Conduct Manual contains the global standards we must follow to ensure we uphold the PVPs
in our daily work. The WBCM provides clear guidance on specific situations we might face and directs us where to go
when we have questions or concerns.
Our Worldwide Business Conduct Manual
We Do the Right Thing
The Procter & Gamble Company i
Introduction
At P&G, we do the right thing. This may be a simple statement, but it’s also the foundation
of who we are as an organization.
What does doing the right thing mean? At P&G, it means upholding our Purpose, Values and Principles – our PVPs.
Throughout our history of over 175 years, our business has grown and changed, but our fundamental values have endured.
Our continued success depends on each of us upholding our PVPs in all of our work. It also requires that we help to
ensure that everyone at P&G knows how the PVPs apply to our work. We want our customers, consumers, fellow
employees and business partners to know that we do what we say, and we say what we mean. This reputation, built
over time and rebuilt every day, is what sets us apart. It is the foundation of our Company.
The Worldwide Business Conduct Manual contains the global standards we must follow to ensure we uphold the PVPs
in our daily work. The WBCM provides clear guidance on speci?c situations we might face and directs us where to go
when we have questions or concerns.
Note: In our Worldwide Business Conduct Manual, “Company” and “P&G” refer to
The Procter & Gamble Company and/or all of its subsidiaries.
ii The Procter & Gamble Company
P&G has been built through the character of P&G people
for generations. That character is re?ected in our Purpose,
Values and Principles, and in how well we live them as
individuals and as a Company. Integrity, trust and respect
for others have been fundamental P&G values since the
Company was founded. Our continued success depends
on each of us doing our part to uphold these values in
our day-to-day work and in all decisions we make.
P&G does the right thing, and that’s why consumers,
customers, shareholders, business partners, government
and community leaders, and other stakeholders admire
and trust us in virtually every part of the world. The
decisions we make and the business pressures we face
are more complex than ever before. Externally, trust in
large institutions is on the decline. Everything we
do – every action we take – adds to or subtracts from
our reputation.
This is exactly when P&G is at its best, because even
under these pressures, we always uphold our Purpose,
Values and Principles. Our continued success depends on
it. We compete every day to achieve business success,
but we’re concerned not only with results, but with how
those results are achieved. We will not tolerate activities
to achieve results through illegal or unethical dealings
anywhere in the world.
Our Worldwide Business Conduct Manual reminds us that
we have a consistent way of operating everywhere in the
world. Please read it carefully, take personal responsibility
for following the behaviors and policies referenced in it,
and keep it handy for day-to-day consultation.
Be sure to share our Worldwide Business Conduct Manual
with new employees in your organization. Encourage
them to refer to it for guidance as they become familiar
with how we work. We also share it with our external
stakeholders via www.pg.com and other forums so they
are aware of our standards and expectations for working
with P&G.
If you have questions about business conduct, or if
you have concerns about whether we are following
the letter and the spirit of the law in any P&G business
or operation, please talk with your manager, your
Human Resources contact, your P&G Legal counsel,
or contact me. You may also report any concerns
through the Worldwide Business Conduct Helpline.
We’re committed to creating a work environment that
fosters open communication and supports employees
in reporting potential violations. Retaliation of any kind
is inconsistent with our values of integrity and trust and
will not be tolerated.
Thank you for your everyday efforts to build our business,
to practice our values and principles, and to do what
matters most – improve the lives of consumers.
A.G. La?ey
Chairman of the Board, President and
Chief Executive Of?cer
Dear P&Gers,
Our Purpose uni?es us in a common cause and growth
strategy of improving more consumers’ lives in small
but meaningful ways each day. It inspires us to make a
positive contribution every day.
Our Values re?ect the behaviors that shape the tone of
how we work with each other and with our partners.
Our Principles articulate our unique approach to doing
our work.
Taken together, our PVPs are the foundation for our
unique culture. Throughout our history of over 175
years, our business has grown and changed, while these
elements have endured. Our PVPs will continue to be
passed down to generations of P&Gers to come.
P&G has the Worldwide Business Conduct Manual, as
well as the policies referenced in it, that speak to how
we will operate across a wide range of business activities
and situations. This helps ensure that our actions are
consistent with our PVPs, as well as our legal and ethical
responsibilities, no matter where we are in the world.
We want to know that we can count on each other to
do the right thing. More information on our PVPs can be
found at my.PG.com.
The Procter & Gamble Company iii
Our Purpose, Values & Principles (PVPs)
Table of Contents
Introduction
Letter from Our CEO
Our Purpose, Values & Principles (PVPs)
Why Do We Have a Worldwide Business
Conduct Manual?
What is Expected of Me?
Additional Expectations for Managers of Others 03
How Do I Raise Questions and Concerns?
Recognizing the Right Thing to Do . . . . . . . . . . 05
Ways to Raise Questions and Concerns . . . . . . . 05
How P&G Handles Reports . . . . . . . . . . . . . . . . . 07
Cooperating with Investigations . . . . . . . . . . . . . 07
Consequences of Worldwide Business Conduct
Manual Violations . . . . . . . . . . . . . . . . . . . . . . . . 07
Retaliation is Not Tolerated . . . . . . . . . . . . . . . . . 07
We Do the Right Thing… for Each Other
Promoting Respect in Our Workplace . . . . . . . . 09
Diversity and Inclusion . . . . . . . . . . . . . . . . . . . . . 09
Non-Discrimination . . . . . . . . . . . . . . . . . . . . . . . 09
Preventing Harassment . . . . . . . . . . . . . . . . . . . . 09
Ensuring Fair Employment Practices . . . . . . . . . . 10
Child Labor and Forced Labor . . . . . . . . . . . . . . . 10
Wage and Hour Practices . . . . . . . . . . . . . . . . . . 10
Freedom of Association . . . . . . . . . . . . . . . . . . . . 10
Ensuring Workplace Health and Safety . . . . . . . 11
Workplace Health and Safety . . . . . . . . . . . . . . . 11
Drug and Alcohol Use . . . . . . . . . . . . . . . . . . . . . 11
Violence in the Workplace . . . . . . . . . . . . . . . . . . 11
Protecting Employee Privacy . . . . . . . . . . . . . . . . 12
We Do the Right Thing… for Our Consumers,
Customers and Business Partners
Ensuring Product Safety . . . . . . . . . . . . . . . . . . . . 15
Engaging in Fair Dealing and Fair Competition . 16
Responsible Sales and Marketing Practices . . . . . 16
No Commercial Bribery . . . . . . . . . . . . . . . . . . . . 16
Complying with Competition Laws . . . . . . . . . . . 17
Gathering Competitive Information . . . . . . . . . . . 19
Respecting Third-Party Information . . . . . . . . . . 19
Consumer Information . . . . . . . . . . . . . . . . . . . . 19
Customer and Supplier Information . . . . . . . . . . . 20
Third-Party Intellectual Property and Commercial
Rights . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20
Communicating with Media and Analysts . . . . . 20
We Do the Right Thing… for Our Shareholders
and our Company
Acting in the Best Interests of the Company:
Handling Potential Con?icts of Interest . . . . . . . 23
Disclosing Con?icts of Interest . . . . . . . . . . . . . . . 23
Business, Financial and Personal Relationships
Guidelines . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23
Gifts and Business Entertainment Guidelines . . . . 24
Keeping P&G Information Secure . . . . . . . . . . . . 25
Con?dential P&G Information . . . . . . . . . . . . . . . 25
P&G’s Intellectual Property . . . . . . . . . . . . . . . . . . 26
Using Company Assets and Technologies Properly 27
Physical Property . . . . . . . . . . . . . . . . . . . . . . . . . 27
P&G Technologies and Electronic Communications 27
Maintaining Accurate Books and Records . . . . . 28
Records Management . . . . . . . . . . . . . . . . . . . . . 28
Avoiding Insider Trading . . . . . . . . . . . . . . . . . . . 29
We Do the Right Thing… Around the World
Protecting the Environment . . . . . . . . . . . . . . . . 31
Preventing Bribery and Corruption of
Government Of?cials . . . . . . . . . . . . . . . . . . . . . . 31
Money Laundering . . . . . . . . . . . . . . . . . . . . . . . . 32
Interacting with the Government . . . . . . . . . . . . 33
Work on Government Contracts . . . . . . . . . . . . . 33
Lobbying . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33
Political Involvement and Contributions . . . . . . . . 33
Trade Controls . . . . . . . . . . . . . . . . . . . . . . . . . . . 33
Imports and Exports . . . . . . . . . . . . . . . . . . . . . . 33
Boycotts and Restricted Countries . . . . . . . . . . . . 33
Resources
Reporting Violations . . . . . . . . . . . . . . . . . . . . . . 34
Contact Information for Reporting . . . . . . . . . . . 35
Worldwide Business Conduct Helpline
(previously called the AlertLine) . . . . . . . . . . . . . . 35
Ethics & Compliance Committee
(Chief Executive Of?cer, Chief Financial Of?cer,
Chief Legal Of?cer, and Global Human Resources
Of?cer) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35
Corporate Secretary . . . . . . . . . . . . . . . . . . . . . . 35
i 23
iii
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03
05
09
ii
15
31
34
Why Do We Have a Worldwide
Business Conduct Manual?
Our character has been built on a foundation of integrity, trust and respect
since our beginning in 1837.
How we operate as a Company and as individuals is based on the principle of doing the right thing in all that we do.
This leads consumers to place their trust in us, our customers and business partners to do business with us, our
shareholders to invest in us, our external stakeholders to respect us, and the best talent to join us in working for P&G.
These principles are re?ected in our Purpose, Values, and Principles and are an important part of how we conduct
business. We believe that our continued success depends on each of us doing our part to uphold these PVPs in our work
and in the decisions we make each day.
Our Worldwide Business Conduct Manual explains the global standards to be followed in our daily business activities, as
well as our legal and ethical responsibilities. We must follow these standards and the law at all times, and ensure that
we understand how they apply to our work. Our WBCM applies to all employees and members of the Board of Directors,
regardless of location, seniority level, business unit, function, or region. We also expect suppliers and other business
partners to comply with the relevant aspects of our WBCM. The WBCM is implemented in line with local law and
consultation procedures.
The Procter & Gamble Company 1
2 The Procter & Gamble Company
What is Expected of Me?
We all have a responsibility to uphold our Purpose, Values, and Principles in
our work and in the business decisions we make.
We are expected to do the right thing at all times.
This means that we must know and fully comply with
laws and regulations around the world. It is important to
keep in mind that certain countries’ laws may apply even
when we conduct business outside of their boundaries.
It also means that our actions need to be consistent with
our PVPs and our goal of making the lives of the world’s
consumers better each day. We do not allow the needs of
the business to justify doing something that violates the
law. Even when something might be a common practice
in your location or within your cultural norms, you need
to continue to apply and follow this Worldwide Business
Conduct Manual. No one at any level of our Company
has the authority to require you to violate the WBCM or
any law or regulation. If anyone attempts to do so,
you should raise this by following the steps set out in
“Ways to Raise Questions and Concerns.”
Each of us serves as an ethical role model in everything
we do or say. We should all make the WBCM and our
PVPs part of who we are. You must know and follow our
WBCM, as well as the policies and procedures
that apply to your job. You must also complete all
Additional Expectations for Managers of Others
If you manage others, you have additional responsibilities. You must regularly communicate the importance of our
Worldwide Business Conduct Manual, applicable laws, ethical conduct and policies to those who report to you.
You must also strive to create a positive work environment in which employees feel comfortable raising questions
and concerns about our WBCM or P&G policies and reporting any situations that need to be addressed.
In addition, you must ensure employees who report a suspected violation of our WBCM, Company policy or the law are
protected from any form of retaliation for doing so. Clearly communicate to those who report to you our Company’s
“no retaliation” policy. Take appropriate action if you believe there is the potential for any form of retaliation.
Company training and certi?cations required for your
job. For those of you working in a country that is
different than your country of citizenship, you also
have an obligation to know and understand the laws
of both your home and your host country. If you need
help understanding our WBCM or P&G policies, please
speak to your manager or Human Resources. If you are
concerned that there might be a con?ict between local
law and the guidance set out in our WBCM or policies,
you should seek advice by following the steps set out in
“Ways to Raise Questions and Concerns.”
Be alert to any situations or actions that may violate the
law, our WBCM or Company policies. You are expected
to report known or suspected violations. The process
for reporting a potential violation is outlined on page 5
of the WBCM. It is important that you take immediate
action to address any such situations that are within your
responsibility and communicate to appropriate contacts
any situations that raise concern. Failure to follow the
law, the WBCM or Company policy will subject you
to discipline in line with local law, up to and including
termination.
The Procter & Gamble Company 3
4 The Procter & Gamble Company
The Procter & Gamble Company 5
How Do I Raise Questions
and Concerns?
Recognizing the Right Thing to Do
At the core of P&G is the commitment to doing the right thing. This commitment has been passed down from
generation to generation of P&Gers. If you are ever unsure about a business action or decision, you should ask yourself
the following questions:
• Am I being truthful and honest?
• Is it “the right thing” to do?
• Would I feel comfortable if it was reported in the news or to someone I respect?
• Will it protect P&G’s reputation?
If the answer to any of these questions is “no,” or you are not sure, do not proceed. Always ask before acting.
It is never okay to ignore our Purpose, Values, and Principles or our Worldwide Business Conduct Manual for a
business need.
Ways to Raise Questions and Concerns
At times, we may encounter situations in which the right choice is unclear or there is con?icting information. If you
have questions or doubts as to whether an action is consistent with our Worldwide Business Conduct Manual or
Company policy, you are expected to seek guidance on how to ensure we do the right thing in that situation.
You also have a duty to our Company and your fellow P&Gers to report any known or suspected violations of our
WBCM, Company policy or the law. By making such a report, you are protecting the reputation and integrity of our
Company, our Brands and our People.
If you need to raise a question or concern, your manager is likely the best person to speak to because he or she
knows your business unit and your situation. You may contact any of the following resources to seek guidance or
report your concerns:
• Your manager
• A higher level manager in your management line of reporting
• A Finance & Accounting manager
• A Global Internal Audit manager
• A Human Resources manager
• A lawyer in our Legal Division
• A Global Security manager
• The Worldwide Business Conduct Helpline (previously called the AlertLine)
• The Ethics & Compliance Committee (Chief Executive Of?cer, Chief
Financial Of?cer, Chief Legal Of?cer, and Global Human Resources Of?cer)
• The Corporate Secretary of The Procter & Gamble Company
Contact information for the Worldwide Business Conduct Helpline, the Ethics & Compliance Committee and the
Corporate Secretary is available in the “Resources” section at the end of our WBCM.
Continued on next page.
We are all expected to follow the provisions outlined in this WBCM. Many provisions cannot be waived for any reason.
In those extremely rare circumstances where you believe that a waiver of the WBCM is needed, you must request
approval from the Ethics & Compliance Committee in advance of any action.
Executive of?cers or members of the Board of Directors who believe that a waiver is necessary must request approval
from the Board of Directors or an appropriate committee of the Board. If such a waiver is given, P&G will promptly
disclose such waiver as required by law.
6 The Procter & Gamble Company
The Worldwide Business Conduct Helpline (previously called the AlertLine) is a toll-free
number you can call 24 hours a day, seven days a week, to report any serious concerns.
• For those located in the United States, Canada or Puerto Rico, dial 1-800-683-3738
• There are two ways to call from outside the U.S., Canada and Puerto Rico:
– Dial country code 001-704-544-7434. This number will accept collect calls
meaning you do not have to pay for the call.
– To dial toll free, please go to www.pg-helpline.com for a list of direct
dial numbers or to report online.
The Worldwide Business Conduct Helpline is staffed by an independent company and
can take calls in most languages. P&G will not attempt to trace your identity.
When calling the Worldwide Business Conduct Helpline, you can report actual or
suspected violations anonymously, where allowed by local law. Please keep in mind,
however, that it may sometimes be more dif?cult or even impossible for our Company
to thoroughly investigate reports that are made anonymously. You are therefore strongly
encouraged to talk directly with a P&G manager, if possible, or share your identity when
making a report via the Worldwide Business Conduct Helpline. Your identity will be kept
con?dential to the extent possible.
How P&G Handles Reports
Our Company will maintain the con?dentiality of all
reports, consistent with resolution of the issues and in
compliance with all applicable laws. All reports will be
investigated thoroughly and promptly. Where required
by local law, anyone accused of wrongdoing will have
the right to access the information reported and to make
corrections in the event of an error.
Cooperating with Investigations
We each have an obligation to cooperate with any
internal or external investigations into allegations of
misconduct. You should always provide truthful and
accurate information to P&G personnel conducting an
investigation as well as to government regulators and
external auditors. Never alter or destroy documents or
evidence in order to prevent or hinder any investigation.
If you are contacted by a government regulator in
connection with a standard inspection or routine audit,
please notify your manager and follow established
procedures. If a government investigator contacts you for
any other matter, you must notify Legal.
Consequences of Worldwide
Business Conduct Manual Violations
In doing the right thing, we must dedicate ourselves
to complying with our Worldwide Business Conduct
Manual. Individuals who fail to comply with our WBCM
will be subject to disciplinary action, which may include
discipline in line with local law, up to and including
termination. All disciplinary action will be applied in a
manner consistent with local law. In some circumstances,
applicable regulatory authorities may impose ?nes and
criminal penalties on individuals.
Retaliation is Not Tolerated
P&G does not tolerate any form of retaliation against any
person who reports a suspected violation in good faith.
In addition, no one who participates or cooperates
honestly and completely in our Company’s investigation
of a report will be subject to retaliation for doing so.
However, this does not mean that there will be immunity
for violations.
Anyone who retaliates against a person for making a
good faith report or for participating in the investigation
of a report, as described above, will be subject to
disciplinary action, which may include discipline in line
with local law, up to and including termination.
The Procter & Gamble Company 7
8 The Procter & Gamble Company
We Do the Right Thing… for Each Other
P&G Brands and P&G People are the foundation of our success. P&G People
bring our Values to life as we focus on improving consumers’ lives, now and for
generations to come.
Promoting Respect in Our Workplace
We treat all of our P&G colleagues and business partners with dignity and respect.
If you feel you or someone else has experienced harassment or discrimination, you should report the situation
immediately to your manager or any resource listed in “How Do I Raise Questions or Concerns?”
Diversity and Inclusion
We recruit, hire and retain the
best talent from around the world,
re?ecting the markets and consumers
we serve. Developing and retaining
a diverse workforce provides us with
a sustained competitive advantage.
We recognize that a diverse mix of
backgrounds, skills and experiences
drives new ideas, products and
services. This maximizes our ability to
achieve our goals.
Non-Discrimination
P&G is committed to providing equal
opportunities in employment.
This means we must treat our fellow
P&Gers, P&G applicants and business
partners fairly and never engage in
any form of unlawful discrimination.
We follow all related laws and in
our employment decisions (such as
recruiting, hiring, training, salary and
promotion) we do not discriminate
against individuals on the basis of
race, color, gender, age, national
origin, religion, sexual orientation,
gender identity and expression,
marital status, citizenship, disability,
veteran status, HIV/AIDS status
or any other legally protected factor.
Preventing Harassment
We must be committed to providing
a harassment-free environment,
in which we all have an opportunity
to contribute at our highest
potential. “Harassment” is
behavior that creates an offensive,
intimidating, humiliating or hostile
work environment that unreasonably
interferes with another person’s
work performance. Harassment may
be physical or verbal, and may be
done in person or by other means
(such as harassing notes or emails).
Examples of harassing behavior
include unwelcome sexual advances
or remarks, offensive jokes and
disparaging comments.
The Procter & Gamble Company 9
Q: Lisa is a manager and needs to make a promotion decision. She thinks that, since Herbert is 50 and nearing
retirement age and Iris is only 35 and may stay with P&G for many years, it would be wise to promote Iris.
After all, P&G will invest in training the newly promoted employee and she wants this investment to be used
wisely. Is this a good employment decision?
A: No. Lisa is making this decision solely on the basis of age, and this is never acceptable. She needs to make her
decision based on merit and without regard to any non-job-related personal characteristics.
Q: Michele’s supervisor tells Michele sexually offensive jokes and comments on her appearance in a way that
makes her uncomfortable. She asks him to stop, but he laughs and tells her he’s “just kidding around.” Michele
wants to report this, but fears her supervisor will know she did so and block her upcoming pay increase. What
should she do?
A: Michele should report the situation to another manager or any of the resources listed in “How Do I Raise
Questions or Concerns?” section immediately. P&G will protect her from any retaliatory acts, including withheld
pay or any other form of mistreatment due to her report and will take the necessary actions to ensure that she
has the opportunity to work in a harassment-free environment. We all have the right to work in a safe and
positive workplace, and P&G will work to ensure this goal is achieved.
Ensuring Fair Employment Practices
Child Labor and Forced Labor
We do not use child or forced labor
in any of our global operations or
facilities. None of us should tolerate
any form of unacceptable treatment
of workers in our operations or
facilities. This means, among other
things, that we do not permit
exploitation of children, physical
punishment or abuse, or involuntary
servitude. We fully respect all
applicable laws establishing a
minimum age for employment,
in order to support the effective
abolition of child labor worldwide.
Workers under the age of 18 shall
not perform hazardous work.
Wage and Hour Practices
Our Company follows all applicable
wage and hour laws, including
minimum wage, overtime and
maximum hour rules. P&G pays
competitive wages. We also provide
employees the opportunity to
develop their skills and capabilities
to enhance their ability to succeed
in their career, consistent with the
needs of the business.
Freedom of Association
P&G respects our employee’s right
to choose to join or not to join a
trade union, or to have recognized
employee representation in
accordance with local law.
10 The Procter & Gamble Company
Ensuring Workplace Health and Safety
Workplace Health and Safety
P&G People are our Company’s most valuable asset. We must therefore be committed to the highest standards of
safety to protect ourselves, our fellow P&Gers and contractors. We each have a responsibility to follow all Company
safety and security procedures, as well as applicable laws and regulations. Nothing justi?es working around or
ignoring any safety rule – whether Company rule, regulation or law.
If you are ever aware of, or suspect, any unsafe working conditions or other safety issues, you should report the
situation to your manager, your site safety leader or Legal immediately. If you have any concerns about your health at
work or the health of a coworker, promptly contact your site Health Services (Medical) unit. For more information,
go to healthnet.pg.com.
Drug and Alcohol Use
We conduct business for P&G in a safe manner, free from the in?uence of any substance that could impair our job
performance. We therefore may never use alcohol, illegal drugs, controlled substances or medication in a way that
might harm our ability to conduct P&G business safely and successfully. We must not let the use of any substance
adversely affect our ability to perform our job, even if we are using a medication legally. We should feel free to contact
appropriate Company medical personnel to discuss our particular situation.
We should never possess drugs that we do not have a legal right to possess while on P&G property or while working
for P&G. In addition, we should never sell or distribute these substances, whether or not we are doing Company
business, or whether we are on or off Company property.
For more information, contact Human Resources or your local Health Services resource.
Violence in the Workplace
As part of our commitment to providing a safe work environment, we never engage in or tolerate any form of
violence. At P&G, “violence” includes threats or acts of violence, intimidation of others or attempts to instill fear in
others. Weapons are not allowed in the workplace, consistent with local law. If you know of or suspect incidents or
threats of workplace violence, you must immediately report your concerns. If you believe someone is in immediate
danger, contact building security or the local authorities.
Q: Amon recently injured his back on a hiking trip. His doctor prescribed a painkiller so he could go on with his
daily life. Amon ?nds that the medication tends to make him dizzy and some routine tasks, such as operating
machinery, seem dif?cult. What should he do as he returns to work at P&G?
A: Before being able to return to work, Amon should obtain appropriate medical clearance from his doctor or
Company medical personnel. It sounds as if the medication Amon is taking, even though he is doing so legally,
could impair his ability to safety and effectively perform his job. This could place Amon, his coworkers and even
consumers of our products in danger.
The Procter & Gamble Company 11
Protecting Employee Privacy
At P&G, we strive to promote a work environment of con?dence and trust. One way of accomplishing this goal is to
properly manage and use the personally identi?able information (PII) that our fellow P&Gers, as well as prospective
and former employees, entrust to us. PII is de?ned as any information that directly identi?es an individual – such as
name, physical address, email address, employee ID, government ID, photograph, or any combination of information
that might identify an individual. We should not collect, access, use, retain or disclose PII of our employees, except
when pursuant to relevant and appropriate business purposes. We should not share this information with anyone,
either inside or outside our Company, who does not have a legitimate business need to know. In addition, we should
take steps to properly secure such data at all times from unauthorized access by third parties. We also should inform
employees about the PII that is being collected about them and how it will be used. External business partners who
process PII for us should follow P&G’s privacy policies and security standards.
There are varying legal requirements governing the use of PII across the countries in which P&G does business and
operates local facilities. We must comply with all local laws governing PII. Visit Privacy Central on the intranet at
privacy.pg.com for more information.
The Company may perform aggregated non-anonymous system scans of electronic networks and system usage data
which may send automated messages to employees regarding their use of a system or service. These scans typically
help P&G improve its services, tools, Employee training, policies, standards and compliance, and manage costs
effectively. Any such scan will be proportional to the speci?c legitimate business interests of the Company, follow an
internal approval process, and be consistent with applicable local law.
The Company reserves the right to perform a more detailed investigation on an individual level when inappropriate
or suspicious use of the Company’s systems (e.g., internet and email) by internal or external parties is detected or
reported. Any such investigation will be proportional to the speci?c legitimate business interests of the Company,
follow an internal approval process and be consistent with applicable local law.
If you believe that any employee PII has been disclosed or used inappropriately, contact Legal or the Global Privacy
council members listed on Privacy Central (privacy.pg.com) immediately. Failure to do so could subject our Company to
?nes and/or regulatory action.
12 The Procter & Gamble Company
The Procter & Gamble Company 13
14 The Procter & Gamble Company
We Do the Right Thing…
for Our Consumers, Customers and
Business Partners
We strive to improve the lives of the world’s consumers, now and for
generations to come. To better serve consumers, we create and deliver
products, packaging and concepts that build winning brands and forge close,
mutually productive relationships with our customers and suppliers.
Ensuring Product Safety
Product safety and quality are very important to us at P&G. Our customers choose P&G because we provide products
of superior quality and value that improve the lives of the world’s consumers. Ensuring that our products are
consistently of the highest quality is critical to our continued success. Product safety is a critical aspect of quality and
we must do our part to ensure that:
• Our products and packages are safe for consumers and the environment when used as intended
• P&G meets or exceeds all applicable legislative and regulatory requirements related to product safety and labeling
We must each be aware of and follow the Company policies and procedures designed to protect the quality and safety
of our products and raise concerns with Product Safety or Legal promptly. For guidance, contact the experts in Product
Safety & Regulatory Affairs (PS&RA).
Just as we provide safe, quality products, we expect our suppliers to assure the quality and safety of the products and
services they provide to us.
Q: Kyon recently conducted a consumer home-use panel. During the panel, she observed a potential safety
concern with a product that’s about to hit the market. Only one person out of hundreds had any troubles with
the product, so she doesn’t think it’s very important to report. Is this a correct assumption?
A: No, not at all. Any product safety or quality issues must be reported and resolved, no matter how small
the matter may seem. Kyon should raise any safety concerns that she knows about to Product Safety or Legal
immediately.
The Procter & Gamble Company 15
Engaging in Fair Dealing and Fair Competition
Responsible Sales and Marketing Practices
We are expected to compete vigorously and effectively, but never unlawfully. For this reason, we are truthful in all of
our sales and marketing. We must make only truthful statements about our Company and its products and services. All
marketing claims must be substantiated and live up to their promises.
You should be familiar with the sales and marketing review procedures that apply to your work. As laws and
regulations change frequently in this area, it is critical that you know the latest requirements.
No Commercial Bribery
We never make supplier, customer or other business decisions based on any personal bene?t given or offered to us. In
particular, we may not solicit or accept bribes or kickbacks from anyone who does or is seeking to do business with our
Company. Never offer or give any bribes or kickbacks to any supplier, customer or business partner. Keep this principle
in mind when offering any form of gifts or entertainment to a customer, supplier or other business partner.
Bribing Government Of?cials is also prohibited. Please see page 31.
Q: For the launch of a new initiative, Stella proposes to give one very nice Swiss watch to the buyer at each
customer. While she means for the customers to use the watches in charity raf?es or the like, she knows the
buyer will likely take the watch for personal use. Can she authorize this premium?
A: No, Stella can’t approve the premium for the initiative. P&G cannot pay for these expenses, since doing so
might create the appearance of bribery.
To clarify, a “bribe” is anything of value, including money, gifts and entertainment other
business courtesies, given, offered or received in an attempt to in?uence a person’s behavior
in order to obtain or retain business or to secure an unfair bene?t or advantage. A “kickback”
is the return of a sum already paid or due to be paid as a reward for awarding or fostering
business. In some countries, even small gifts that are normally acceptable under the “Gifts
and Business Entertainment Guidelines” section of our Worldwide Business Conduct Manual
are considered a commercial bribe and may be prohibited. Be sure to check with Legal to
understand the law in your country.
16 The Procter & Gamble Company
Complying with Competition Laws
P&G strongly supports vigorous yet fair competition. We succeed based on the quality of our products and our People,
and never through unfair business practices. We must all abide by competition laws (also referred to as “antitrust”
laws). These laws can vary from market to market, but their common goal is to preserve free and open competition
and to promote a competitive marketplace. When markets operate freely, our consumers bene?t through high-quality
goods and services at fair prices. Failure to comply with these laws can have serious and far-reaching consequences for
our Company and the individuals involved.
For more information, go to antitrust.pg.com.
Interacting with Competitors: We must exercise caution when interacting with competitors. We must avoid
cooperating, or even appearing to cooperate, with competitors. We may never discuss any of the following topics
with competitors without Legal’s consent:
• Pricing or pricing policy, costs, marketing or strategic plans
• Proprietary or con?dential information
• Technological improvements
• Promotions we will conduct with customers
• Division of customers, markets, territories or countries
• Boycotts of certain customers, suppliers or competitors
• Joint behavior toward customers
Even in the absence of formal contact, casual contact and exchange of information can create the appearance of an
informal understanding between competitors. For this reason, P&G’s general rule is “No Contact with Competitors.”
However, at times we may join trade associations and occasionally engage in various other activities with competitors,
as long as we have permission from Legal. For more information on the Company’s Policy on Trade Associations click
on this link:http://antitrust.pg.com/Global/antitrust/IAP.htm. Be extremely cautious when interacting with competitors
at these events. If a competitor attempts to discuss any of the above topics with you in a trade association meeting,
you should stop the conversation immediately, leave the meeting and report the incident to Legal.
Contact with suppliers who are also competitors is allowable, provided discussions and interactions are strictly limited
to the purchase of the material, equipment, goods or services that P&G is buying, and provided Legal was aligned
before contacting competition. Approval from Purchases and alignment from the appropriate leaders and functions,
as outlined in the Buying from Competitors Policy, must also be obtained before contacting competition. Contact
Purchases for more information.
The Procter & Gamble Company 17
Interacting with Customers: Certain competition laws also govern our interactions with our customers, including both
retailers and distributors. We treat our customers equitably and never seek to provide any unfair advantage to one
customer over another. We give all competing customers within a given market equal opportunities to qualify for the
same prices, terms of sale and trade promotions. We may never:
For more information, see the Customer Practices Policy and Control Requirements.
• Pressure or agree with a customer about resale prices of
P&G products (pricing is always at the customer’s sole
discretion)
• Terminate a relationship with a retail customer based
on threats from or agreements with another retail
customer
• Restrict how, to whom or where customers sell P&G
products without the advance approval of Legal
• Enter into agreements that prohibit a customer from
purchasing products from our competitors without the
advance approval of Legal
• Condition the sale of less desirable products with more
desirable products (“tying” or “bundling”) without
advance approval of Legal
• Strategize with a customer about speci?c pricing or
promotion of private label products that compete with
P&G products
• Share con?dential information of one customer with
other customers or help customers coordinate in any
way their behavior on the market
Interacting with Suppliers and Agencies: Just as P&G competes fairly, we are committed to allowing suppliers and
agencies to compete equitably for our business based on the total value offered by that supplier. If you are involved in
supplier or agency selection, be sure to make decisions based solely on the merits of the supplier’s or agency’s offering.
Make sure you follow standard purchasing processes and systems. In addition, you may never:
• Make purchasing decisions on the basis of reciprocal deals or gifts or entertainment
• Solicit any (potential) supplier or agency on behalf of charitable, civic or other organizations
For more information, see the Global Sourcing Principles.
Q: Chet is an Account Manager in CBD. One of his customers is a small, rural store chain.
The customer tells Chet that if they would buy all their laundry detergent from P&G at a good discount,
the customer will drop all competing products and stock only P&G laundry. Can Chet agree to this proposal?
A: Maybe, but he would need to seek approval from Legal before making any form of agreement with the
customer. None of us may enter into any agreements – whether verbal or written – that prohibit a customer
from purchasing products from a P&G competitor without such approval. Doing so could be in violation of P&G
policy and competition laws.
Q. Cassandra is an engineer at a P&G plant. Five suppliers are submitting proposals to provide a unique service
to the plant. P&G has promised all suppliers that P&G will hold their prices and innovative ideas in con?dence.
Cassandra has a strong preference for a supplier with which she’s worked in the past. Cassandra doesn’t see
how P&G will be harmed as long as her favorite supplier offers the best price and solution, so she shares prices
and ideas from competing suppliers with her favorite supplier. Can she do this?
A. No. Cassandra is not allowing suppliers to compete equitably for the business. In addition, she is sharing
one supplier’s con?dential information with another supplier, which may create legal concerns. In the future,
suppliers may be reluctant to bring good ideas to P&G and to quote aggressively if they believe that their ideas
and pricing will be shared with their competitors.
18 The Procter & Gamble Company
Gathering Competitive Information
While our Company needs to know what our competitors are doing in order to effectively compete, none of us may
gather information about our competitors using deception, theft, misrepresentation, or other illegal or unethical
means. We must not request competitively sensitive information from family or friends about their employers, or new
hires about their former employers. In addition, in most circumstances we should also not ask for information directly
from our competitors, as this can raise considerable legal risks. Always talk with Legal before asking for information
directly from our competitors.
For more information on collecting competitive information, please refer also to P&G’s Competitive
Intelligence (CI) Policy.
If a P&G supplier or customer is also one of our competitors, we should not solicit con?dential information from them
in areas of competitive overlap without talking to Legal ?rst. In addition, we should not ask them to share con?dential
information from their suppliers or customers.
The Procter & Gamble Company 19
Consumer Information
P&G has made a ?rm commitment to vigilantly protect the privacy and security of consumer personally identi?able
information (PII). PII is de?ned as any information that identi?es an individual such as name, physical address, email
address, government ID, credit card, photo, video or any combination of information that might identify an individual.
This means we should collect, use, retain and safeguard consumer PII respectfully and lawfully. We should not trade,
sell or lease personal information entrusted to us without notice to, and consent from, the consumers whose PII is
involved. These principles apply to any means of collecting, using and storing consumer PII on any medium such as
of?ine/hard copy, online websites/social media, mobile, ?xed or transportable storage devices, etc.
Laws governing the handling and use of consumer PII vary widely by
geography. These laws may focus on particular data types, kinds of
consumers, types of data processing, or communication channels. In all
locations, we must ensure that when we handle or use a consumer’s PII
(or delegate such handling or use to a supplier), we (and/or the supplier)
adhere to all local laws and P&G’s Privacy Policy and Consumer Privacy
Statement. We should design and build privacy and security controls into
our data handling plans through use of Global Business Services (GBS)
Consumer Solutions, who provides such controls in their service offerings,
or through our quali?cation and work with the third party suppliers we
choose for such data handling. If you believe that any consumer PII has been
disclosed or used inappropriately, contact Legal or the Global Privacy council
members listed on Privacy Central (privacy.pg.com) immediately. Failure to do
so could subject the individuals involved to discipline, and our Company to
?nes and/or regulatory action.
Respecting Third-Party Information
Q: Marcus works in Research & Development at P&G. His team has collected a large amount of consumer PII as part
of a consumer satisfaction survey. Lucia, who works in Marketing, contacts him to request that he send her the ?les
containing this PII so that she can develop targeted marketing emails. Should Marcus give Lucia the information?
A: No. Although Lucia has what may seem like a legitimate business reason for obtaining this PII, the individuals
who participated in the customer satisfaction survey haven’t agreed to P&G using their PII to send them marketing
emails. Under P&G’s Consumer Privacy Statement and many local laws, marketing emails may only be sent to
consumers who have opted-in to receive them. Therefore, Marcus shouldn’t provide this information to her.
Customer and Supplier Information
In addition to protecting consumer information, we also have an obligation to safeguard the con?dential information
of our customers and suppliers. We should ensure we comply with our con?dentiality agreements, and we should
never share this information with a third party or colleague who doesn’t have a business need to know it. Equally make
sure that suppliers and contractors who have access to P&G’s information systems safeguard it. If a government agency
requests such information about one of our customers, contact Legal before providing any information.
For more information about what constitutes con?dential information, see the “Con?dential P&G Information” section
of this Worldwide Business Conduct Manual.
Our relationships with our customers, suppliers and other third parties are important to us. The business they
conduct on P&G’s behalf contributes to our corporate reputation. It is important we preserve that reputation by
reporting anything these third parties may do that would appear to be illegal or unethical, especially related to
P&G’s business. If you suspect or observe a third party doing anything potentially illegal or unethical (for example,
under-invoicing or violating competition laws), you should report this to your manager or Legal immediately.
Third-Party Intellectual Property and Commercial Rights
We should respect all third-party intellectual property (IP) rights and other intangible commercial rights belonging
to others. We should never knowingly infringe upon these rights.
IP refers to creations of the human mind that are protected by law, such as inventions, designs, distinctive
brand names, creative works (e.g., music, books, videos), software and know-how. Similarly, other commercial
rights include one’s legally protected ability to determine how his or her persona (such as his/her name or
photo) will be used for commercial purposes or how others may use his or her creative works. These rights
collectively include copyrights, patents, trademarks, trade secrets, design rights, trade dress, logos, know-
how, right of publicity, moral rights, and other intangible property. Our duty to respect all third-party IP and
commercial rights applies to any business activities we conduct, including the creation of any internal or
external communications or marketing materials. Check with Legal before using the name or materials of
another person or company.
We should use all third-party assets – including software, music, videos and text-based content – in accordance with
the speci?c terms of their licenses and any noted license restrictions. Only software properly licensed for business use
is permitted to be used. This rule regarding employees’ appropriate use of third-party software for business use also
applies to any such software accessible via employee-owned personal computing devices such as Smartphones.
Please refer to the Company’s Appropriate Use of Hardware and Software Policy for more information.
Communicating with Media and Analysts
P&G strives to provide clear and accurate information to the media, financial analysts and the general
public. In addition to important legal requirements to be clear and accurate, this helps us maintain integrity
in our relationships with the public and other external stakeholders, which in turn strengthens our corporate
reputation. Because this is so important, P&G has designated specific functions and individuals with
responsibility for communicating with the media and financial analysts.
• Only P&G’s Chief Executive Officer, Chief Financial Officer and certain specially designated individuals are
permitted to speak with analysts about our Company
• All communications with members of the media are managed by the Communications Function
• You must contact your business unit’s Communications manager before participating in media interviews or
in events or forums where members of the media will be present
20 The Procter & Gamble Company
The Procter & Gamble Company 21
22 The Procter & Gamble Company
We Do the Right Thing… for Our
Shareholders and our Company
One of P&G’s Values is Ownership. We all act like owners, treating our
Company’s assets as our own and behaving with P&G’s long-term success in
mind. We believe that doing what is right will lead to long-term success for
our Company, our Brands and our People.
Acting in the Best Interests of the Company:
Handling Potential Con?icts of Interest
We are obligated to act at all times solely in the best interests of our Company. In order to uphold our Company’s
reputation, we must be alert to any situations that may create a con?ict of interest, whether actual or potential.
A “con?ict of interest” arises when you have a personal relationship or a ?nancial or other interest that could interfere
with your obligation to act solely in the best interests of P&G, or when you use your position with P&G for personal gain.
Disclosing Con?icts of Interest
If you ?nd yourself in a potential or actual con?ict of interest situation, you must immediately report it to your
manager. Reporting forms are available at wwbcm.pg.com or through Human Resources. This way, the situation
can be properly reviewed and assessed through our Company’s Con?ict of Interest process. P&G will work with you
to ?nd an appropriate solution. You are expected to take any remedial actions requested by our Company.
If you are aware of any other potential con?icts at P&G, you should report these to your manager or through the other
available means of reporting (see “Ways to Raise Questions and Concerns” section). Executive of?cers and directors must
report potential or actual con?icts to the Chief Legal Of?cer.
Business, Financial and Personal Relationships Guidelines
We must be careful to make sure our business and ?nancial dealings and/or relationships do not cause situations where
we may appear biased. Some common situations where potential or actual con?icts of interest might arise include:
• A member of your household or immediate family is a supplier, customer or competitor of P&G, or an employee of such
a company
• You or a member of your household or immediate family has a signi?cant ?nancial or other interest in a company or
person that competes with, does business with or is seeking to do business with P&G
• You have a direct or indirect reporting relationship with (or have the ability to in?uence employment decisions for)
a member of your immediate family or household, or someone with whom you’re in a romantic relationship
• You have a romantic relationship with a P&G supplier, customer or contractor (or employee of such a company)
when you have direct or indirect decision-making authority or in?uence with respect to the P&G business relationship
• You take personal advantage of any business or investment opportunity presented to P&G
• You have outside employment or other activities with a company or individual that competes with P&G, or does business
with P&G, or that affects your ability to do your work for our Company
The Procter & Gamble Company 23
Continued on next page.
• You serve as a director or of?cer of another company, or as an elected of?cial (not including trade associations that you accept
at the request of P&G or positions with non-pro?t, charitable or religious organizations that don’t interfere with your work)
• You are in a role where you provide P&G funds to a charity, or are involved in charity-related programs on behalf of our
Company. For more information about these situations, see our Con?ict of Interest Policy for Charitable Giving.
Gifts and Business Entertainment Guidelines
We must be cautious when giving gifts or entertainment to, or accepting gifts or entertainment from, anyone who does
or seeks to do business with our Company. P&G employees should only participate in business entertainment when it is an
integral part of business building activities. Remember that accepting gifts or entertainment may appear to limit our ability
to make an objective business decision. In addition, offering such courtesies may be viewed as an attempt to in?uence a
business decision. We should always respect and adhere to customer or supplier policies that may not permit the acceptance
of gifts or entertainment. In addition, gifts and business entertainment of Government Of?cials must be in accordance with
our Antibribery Policy.
• We should never accept or offer gifts, objects or entertainment of signi?cant value. Objects that have “signi?cant”
value are so major that they could create the impression or expectation (or the appearance of such) that the giver will be
rewarded with business, favoritism or some other obligation.
• Expensive gifts are always considered signi?cant and should be declined. If you are in a rare situation where it would be
embarrassing or impolite to decline a signi?cant gift, you may accept it on behalf of our Company and provide it to P&G
for its use by contacting the Ethics & Compliance Committee.
• Token gifts of low monetary value are generally not considered signi?cant. Examples include t-shirts, inexpensive pens,
mugs, cups and calendars. Token gifts are typically given in connection with training or recognition events.
• Business meals that are minor in terms of the overall relationship with the giver are generally not considered signi?cant.
However, P&G should pay for the meal expenses on a relatively equal number of occasions.
• Event tickets that are generally available to the public (including private box access at events where general admission
access is available to the public) are generally not considered signi?cant. You may accept such tickets, but you must
personally reimburse the giver for the face value of the ticket.
• Elite event tickets that are not realistically available to the general public or are only available at a high premium over face
value (such as championship sporting events and awards shows) are generally considered signi?cant. If you are offered
such a ticket, you must petition the Ethics & Compliance Committee for permission to accept the tickets. If authorized,
P&G will pay the costs of your attendance to avoid the appearance of a personal con?ict of interest.
• P&G may own seats at an event or receive event tickets in connection with its sponsorship of an event. These tickets are a
business asset and their primary use is for business building activities.
24 The Procter & Gamble Company
Q: The company that employs Hans’ wife was recently bought by one of P&G’s main competitors. Hans isn’t sure
whether this matters, since his wife’s company will only be a subsidiary of our competitor. What should he do?
A: Having an immediate family member who works for a competitor poses a potential con?ict of interest, and Hans
should disclose the situation to his manager immediately. Reports should be made online athttp://coi.pg.com and
assistance can be provided by Human Resources. P&G will work to determine whether an actual con?ict exists and,
if so, what needs to be done to resolve it.
Q: Sally, an Account Manager, is offered four box seat tickets to a regular season soccer game by a customer with
whom she works. General admission tickets are available. What should she do?
A: Sally may accept the tickets, but only if she pays the face value of the tickets to the customer. If there is no
indicated face value on the tickets, she should pay fair market value.
For more information, see our Global Policy on Business Entertainment & Attendance at Spectator Events. If you are ever
uncertain about the appropriateness of a gift or entertainment, you should talk to your manager, Legal or the Ethics &
Compliance Committee.
Con?dential P&G Information
During the course of our work, we may learn con?dential information about our Company.
“Con?dential information” is generally nonpublic information that we know as a result of our position with P&G and
that might be of use to competitors or harmful to our Company if disclosed. Common examples include:
P&G has an Information Classi?cation system governing
appropriate handling of its most con?dential information.
In this system, such information is de?ned as Highly
Restricted, Restricted and Internal Use data. We should be
familiar with these classi?cations and protect information
accordingly. This is especially important when considering
what to share via electronic collaboration tools prevalent
within and outside P&G. Highly Restricted con?dential
information should be encrypted.
We should only disclose con?dential information to:
• Fellow P&Gers or third parties who have a legitimate, need-to-know basis for having the information in order to
further P&G’s business interests
• Those who have a clear duty or obligation to keep the information con?dential (for example, a person who has
signed a “Con?dential Disclosure Agreement” or a contract with appropriate clauses) with our Company
• Those to whom there is a legal obligation to disclose
When in doubt, contact Legal for assistance.
• Customer lists
• Terms, discount rates or fees offered to particular
customers or suppliers
• Marketing or strategic plans
• Product formulas and package designs
• Trade secrets, including manufacturing and marketing
processes and techniques
• Software, risk models, tools and other system or
technology developments
Keeping P&G Information Secure
The Procter & Gamble Company 25
Continued on next page.
P&G’s Intellectual Property
Our Company’s Intellectual Property (IP) is among its most valuable assets, and includes copyrights, patents, trademarks,
trade secrets, design rights, trade dress, logos, know how, photos/videos, individuals’ names and likenesses, and other
intangible industrial or commercial property. We must protect and, when appropriate, enforce our Company’s IP rights.
To the extent permitted by law, P&G has the rights to all IP we create while employed by our Company that relate to P&G
business. This is true regardless of whether the IP is patentable or protectable by copyright, trade secret or trademark.
Contact Legal with any questions.
26 The Procter & Gamble Company
Do not discuss con?dential information in places where you can be overheard, such as elevators and restaurants,
or open areas at P&G such as break rooms. In addition, do not leave con?dential information, computers, mobile
phones or Smartphones unattended.
These obligations also apply after your employment with P&G ends. When you leave our Company, you must not
disclose or use P&G con?dential information. In addition, you must return any and all copies of materials or devices
containing con?dential information in your possession
For more information, please see our Information Security Policies.
Q: Rosa gets a telephone call from a university doing research on a P&G project in which she’s involved.
She guesses that they must know about her project because of what she posted on a social networking Internet
site. She wants to help the students and is proud of her work. Should she provide information about her project?
A: No, Rosa cannot share research data with anyone outside of our Company. Rosa should not have posted
Company-related work on a social networking site, either. Competitive agents regularly search the Internet for
this type of data and persuade unsuspecting employees into sharing additional information that can be used to
piece together a total picture of con?dential projects, processes, plans, etc. Rosa should immediately report the
information breach to Global Security, Legal or Information Security.
Physical Property
P&G trusts us to respect and care for its physical property, to the best of our ability, at all times. We must work
together to prevent theft, destruction or misappropriation of all P&G physical assets. Never use this property for your
own personal gain or that of another person except to the extent that it is approved by local Company policy.
Physical property includes Company funds (including credit cards), facilities, equipment and communications systems.
Although occasional incidental personal use of Company equipment and communications systems is permitted, their
use should be limited. Company credit cards must never be used for personal purchases unless incidental to a business
trip. Personal expenses charged to Company credit cards as part of a business trip should be reimbursed promptly.
Please refer to the Company’s Appropriate Use of Hardware and Software Policy for more information.
Disposal of outdated Company equipment or other assets should follow Company approved
disposal/donation procedures.
P&G Technologies and Electronic Communications
We should safeguard P&G’s technologies, computer systems and applications, as well as the data stored on them, from
damage, alteration, theft, fraud and unauthorized access. To achieve this goal, we should follow the speci?c security
measures and internal controls in place for the computer systems to which we have access.
We have a responsibility to use these resources in a safe, ethical, lawful and ef?cient manner. This means that we
should not use Company technologies or systems (including computers and other electronic devices that have access
to the Internet, such as Smartphones) to download or send inappropriate, discriminatory, sexually explicit or offensive
statements or materials. In addition, we should not use these technologies or systems to access illegal material, send
unauthorized solicitations or conduct non-P&G-related business.
Using Company Assets and Technologies Properly
The Procter & Gamble Company 27
Social Media: P&G recognizes that the Internet provides unique opportunities to listen, learn and engage with
stakeholders using a wide variety of social media, including blogs, micro blogs (e.g. Twitter), social networking sites
(e.g. Facebook, LinkedIn), wikis, photo/video sharing sites and chat rooms. Because there are many laws around the
world that regulate what P&G can and cannot say about itself and our products, P&G has established rules for us to
follow when using social media as part of our daily work and in our personal use. As a general rule, when using social
media, we should:
We should remember that electronic messages (such as emails and text messages) are permanent, transferable records
of our communications and can affect the reputation of our Company.
If you believe that P&G technologies and/or electronic communications are being used inappropriately, notify your
immediate manager, HR Manager Legal or send an email to Secinrep.im.
• Seek authorization from Communications or Legal
contacts before posting of?cial information about P&G
or our Brands.
• Follow Company standards in our use of technology
(refer to the “Third Party Intellectual Property and
Commercial Rights” section of this Worldwide Business
Conduct Manual for more information).
• Protect Company assets and con?dential information,
always remembering that the Internet is a public place
• Use our Purpose, Values, and Principles and WBCM as
our guide.
• Clearly disclose our af?liation with P&G whenever we
talk about the Company and/or any one or more of its
brands in online postings. This rule applies whether we
are posting comments online as authorized Company
representatives or we are using social media or social
networks in our personal capacities (e.g. not pursuant
to our employment responsibilities).
• These general rules apply as well to our suppliers,
agencies and others who act on our behalf. We should
not ask our family members or friends to post content
online or in social networking venues that we could not
otherwise post ourselves as employees of the Company.
28 The Procter & Gamble Company
We maintain the accuracy and integrity of our books and records. Our shareholders and others rely on us to ensure
that our business records fairly and completely re?ect our Company’s operations and ?nancial condition.
Reporting accurate, complete and understandable information about our Company’s business, earnings and ?nancial
condition is one of our most important duties.
We must ensure that our ?nancial statements, regulatory reports and publicly-?led documents comply with all
applicable and accepted accounting principles, statutory requirements and our Company’s internal and disclosure
control procedures (available at safe.pg.com). Our internal and external auditors will regularly review our compliance
with these requirements, so you should always provide them with your full cooperation.
Internal controls are systems and processes that combine policies, authorizations and procedures
with proper accounting and management tracking. Disclosure controls are systems and processes
that help ensure that important information is made available to the right people at the right time.
Never intentionally delay recording transactions or events, or intentionally record incorrect, incomplete or misleading
information about any transaction or event. Even if you do not directly record transactions or events, be sure any and
all information you ?le, including on time cards, quality reports and expense reports, is accurate and complete. If you
suspect that any of our books or records is being maintained in a fraudulent or inaccurate manner, or if you have
any questions, contact your Business Unit Finance Manager, Regional Corporate Accounting, Global Internal Audit,
the Finance & Accounting Comptroller or Legal. You may also report your concerns through the Worldwide Business
Conduct Helpline, previously known as the AlertLine.
For more information, see our Standards for Accounting and Financial Excellence (SAFE) available at safe.pg.com.
Maintaining Accurate Books and Records
Q: Trish is facing various budget limitations at the end of the ?scal year. To defer recognizing an expense, she
asks a supplier to bill our Company a few days late for the purchase of a costly piece of equipment. This way,
she can record the purchase in the next ?scal year. The supplier will be paid and her department will meet its
budget. Can she do this?
A: No, you must never delay or intentionally record incorrect, incomplete or misleading information about transactions.
Records Management
P&G considers records created or received during the
normal course of business a Company asset. This includes
documents, email, spreadsheets, notebooks, photographs
and video, regardless of whether they are electronic or
hard copy. We manage and retain all Company records
according to our Corporate Records Management Policy
and Corporate Records Retention Schedule (RRS).
We are expected to review our records, using the RRS,
and con?rm the completion of this activity each year.
It is important that we take special care to retain all
documents that relate to any imminent or ongoing
investigation, lawsuit, audit or examination involving
our Company. This means that we never conceal, alter
or destroy (even if past the retention time in the RRS)
any documents or records related to any such inquiries.
Engaging in such activity may expose individuals or our
Company to criminal liability. For more information, please
see recordsmanagement.pg.com.
Avoiding Insider Trading
While working on behalf of P&G, we may become aware of material nonpublic information about our Company or
other companies with whom we do business. Material nonpublic information (also known as “inside information”) is
information about a company that is not known to the general public and that a reasonable investor would consider
important when deciding whether to buy, sell or hold that company’s securities.
Buying or selling the securities of a company on the basis of inside information (known as “insider trading”) is a criminal
offense in many countries and is prohibited by this policy. If you have any doubt about a potential securities transaction,
seek guidance from Legal. Never trade in a company’s stock if Legal advises you not to do so. If you are on our Company’s
“insider trading list”, do not engage in transactions involving P&G stock unless you are in one of the prescribed “trading
windows” or unless you have obtained approval from Legal.
If you reveal inside information to anyone, including members of your immediate family or household, and that person
then buys or sells securities based on that information, you may be liable for “tipping.” This is true even if you do not
personally trade on the information. Tipping is a violation of our Worldwide Business Conduct Manual and securities laws,
and carries severe penalties, including potential criminal liability for at-fault individuals.
For more information, see our Insider Trading Policy.
The Procter & Gamble Company 29
Q: Through his position at P&G, Ned has knowledge that P&G is planning to enter into a contract with a small,
publicly traded company that will be signi?cant for that company. He knows he’s not allowed to trade based on
this inside information, but is planning to tell his sister so that she can make some money in the stock market.
Is this okay?
A: No. Ned can’t trade on the basis of this inside information himself, and he can’t provide it to his sister either.
This is called “tipping” and is a violation of P&G policy and securities laws.
30 The Procter & Gamble Company
We Do the Right Thing…
Around the World
We are a good corporate citizen in all of our operations around the world.
We act with integrity in all of our international business activities, and know
and follow all applicable laws and regulations. In addition, we protect our
environment for future generations to come and incorporate sustainability
into our products, packaging and operations.
Protecting the Environment
At P&G, we meet or exceed all applicable environmental
laws, regulations and permit conditions. We also use
environmentally sound practices to ensure protection
of the surrounding environment. Environmental
regulations may include rules governing the use, control,
transportation, storage and disposal of regulated
materials that may reach the environment as a part of
wastewater, air emissions, solid waste, hazardous waste
or uncontained spills. Even non-regulated materials
must be managed in a responsible and sustainable
manner. Many of these materials can also have adverse
environmental impacts if mishandled.
P&G expects that we understand and comply with health,
safety and environmental regulations in our daily activities.
If your job involves contact with any regulated materials or
requires that you make decisions about how any materials
are used, stored, transported or disposed of, you need
to understand how they should be legally, responsibly,
and safely handled. Contact the Health, Safety and
Environment experts in your organization for information.
Bribery not only harms our Company, but also the
communities where we do business. Governments are
taking steps to combat bribery, and most countries
have strict laws against bribery. We prohibit bribes to
government of?cials everywhere we do business. It is
important to remember that engaging in bribery,
or even appearing to engage in such activity,
can expose you and our Company to criminal liability.
We also prohibit “facilitating payments,” which are
small payments (or “tips”) to individual of?cials to secure
or speed up routine government actions. Expediting
payments, such as speeding up a passport renewal,
which are permitted under local law and made to the
agency itself (not to an individual) are not facilitation
payments. Please check with Legal to determine whether
a payment is appropriate. Any payments made to
assure the immediate personal safety of an individual
would not be considered a violation of this Worldwide
Business Conduct Manual. Only our Ethics & Compliance
Committee may grant exceptions to the prohibition on
facilitation payments.
In addition to not giving or offering bribes to government
of?cials, you must never retain a third party to do so or
enter into any transaction where you suspect a third party
is engaging in bribery. Doing so violates our Worldwide
Business Conduct Manual and bribery laws. You
should also be aware of “red ?ags” (for example, cash
payments, payments without supporting documentation,
payments in another party’s name) that suggest the
possibility of bribes or payments by someone at P&G or a
business partner and report them to Legal.
We must carefully screen and monitor business partners
who interface with government of?cials on P&G’s behalf,
particularly in countries with higher corruption rates and
in any situations where “red ?ags” would indicate further
screening is needed, using our due diligence/supplier
certi?cation procedures. Where a business partner
is owned or managed by a government of?cial (for
example, a local supplier whose owner is also an elected
member of the legislature) the situation must be handled
carefully and you should involve Legal. Also, please be
aware that travel and entertainment for government
of?cials must be carefully reviewed. Please see our
Antibribery Policy for details with respect to these items.
Contact Legal or Global Internal Audit if you have
any concerns.
Commercial Bribery is also prohibited. Please see page 16.
Preventing Bribery and Corruption of Government Of?cials
The Procter & Gamble Company 31
Continued on next page.
Q: While traveling out of his home country on a P&G project, John needs to secure a service from a local
government. If he doesn’t secure it quickly, the deal he’s working on will likely fall through. A coworker tells
John that he knows someone who is really good at getting government approvals. John’s coworker volunteers to
enlist the friend to handle the matter for a small payment. Since it’s such a small amount, can John just give the
money to the coworker to give to the friend?
A: No, John can’t make any such payment, no matter how small it is. He would ?rst need to conduct proper due
diligence on the consultant his friend suggested to help ensure that the consultant did not raise “red ?ags” that
would cause concern about the possibility of corruption. If the consultant were hired, John would also need to
instruct the consultant about P&G’s anti-corruption policy to help ensure that no improper payments would be
made on P&G’s behalf.
“Bribery” and “Bribes” include
giving, agreeing to give,
offering or receiving anything of
value to a government of?cial
in order to in?uence their
behavior to obtain an improper
bene?t or advantage.
“Anything of value”
includes any monetary or non-
monetary advantage, such as
gifts, in?ated commissions,
unauthorized rebates, political
or charitable donations, offers
of employment, excessive
entertainment, meals, travel-
related expenditures, services,
loans, subsidies, training,
sponsorships, etc.
“Government of?cials”
include of?cials and
employees of a government
department or agency, a
political party, a state-owned
or controlled company
or entity (such as a public
hospital, public university
or state-owned media
organization) or a public
international organization
such as the World Health
Organization or the United
Nations or any candidate for
political of?ce, irrespective of
the title or level of seniority of
the person.
P&G is committed to preventing the use of Company
resources for the purposes of “money laundering,”
which is an attempt by individuals or organizations to hide
the proceeds of their crimes by making those proceeds
look legitimate. It is important that we know and comply
with all laws and regulations aimed to halt money
laundering. This means we must make payments for goods
and services via approved and documented payment
practices.
We must be vigilant and exercise good judgment when
dealing with unusual customer transactions, including
requests to make payment to a third party or to receive
payment from a third party. Only conduct business with
customers that are willing to provide you with proper
information so that P&G can determine whether the
payments are appropriate.
Without advance permission from appropriate Legal and
Tax personnel, you should never:
• Make a payment to an entity that is not a party to the
transaction (e.g. third party) or that isn’t legally entitled
to receive payment
• Accept a payment from an entity that is not a party
to the transaction (e.g. third party) or that isn’t legally
entitled to make payment
• Accept payments in cash, unless no secure banking
system exists
• Ship customer orders in a manner inconsistent with
standard procedures
• Conduct foreign exchange operations with unauthorized
institutions
This list is not exhaustive. For more information,
see our SAFE (Standards for Accounting and Financial
Excellence) Policy on Money Laundering Avoidance
or contact Legal or Tax.
Money Laundering
32 The Procter & Gamble Company
Work on Government Contracts
Many countries place strict legal requirements on
companies that do business with the government.
When selling to, negotiating with or working with
government customers, it is critical that we abide by
these requirements. These rules are often much stricter
and more complex than those that govern our sales to
commercial customers. If your work involves government
contracts, it is your responsibility to know and follow the
particular rules that apply to your work. For additional
information, contact Legal or appropriate policies.
Lobbying
As a corporate citizen, P&G often takes a position on issues
of public policy that could impact our business.
Our Company also engages in efforts to affect legislation
or government policy. However, regulations on Company
activities in this area vary around the globe. Therefore,
only certain individuals within our Company may engage
in lobbying efforts on P&G’s behalf. Do not contact a
government of?cial in an attempt to in?uence legislation
or government policy on behalf of P&G unless your efforts
have been approved by appropriate Global Government
Relations, Communications or Legal personnel.
The Honest Leadership and Open Government Act
(HLOGA) is a United States law that imposes criminal
liabilities for violating U.S. Congressional gift rules.
All P&Gers everywhere in the world (whether or not
engaged in lobbying) must comply with HLOGA.
Therefore, none of us may provide Members of the
U.S. Congress or their staffs any gifts of value,
including meals or products.
For more information, contact the Chief
Communications Of?cer or the Vice President of
Global Government Relations.
Political Involvement and Contributions
Our Company recognizes our right to participate in the
political process as individuals. However, we may only
participate on our own time and at our own expense.
We may not use Company time, funds, facilities
or assets for political purposes or contributions
without express written permission from the Ethics
& Compliance Committee.
Imports and Exports
P&G’s business has many global aspects, and we need to
know about and abide by special laws and regulations
that apply to the import and export of products and
technical data.
An “export” occurs when a product, software,
technology or piece of information is shipped to another
country. An export can also occur when technology,
technical information, service or software is disclosed
or provided to a citizen of another country, regardless
of where the person is located. Before engaging in
exporting activity, you must verify the eligibility of both
the location of delivery and the recipient. You also must
obtain all required licenses and permits, and pay all
proper duties.
“Import” activity, or bringing the goods we purchase
from a foreign or external source into another country,
is also generally subject to various laws and regulations.
Speci?cally, this activity may require the payment of duties
and taxes, as well as the submission of certain ?lings.
Consequences for violating trade control laws and
regulations are severe for both our Company and the
individuals involved, including the loss of export privileges
and possible civil and criminal penalties. Our Company
has very detailed policies and procedures for those that
work in this area. If you have any questions about this
or other trade control policies, please contact Legal or
Customer Business Development management.
Boycotts and Restricted Countries
From time to time, the United States and other
governments use economic sanctions and trade
embargoes to further various foreign policy and
national security objectives. If you are unsure whether
a transaction complies with all applicable sanction and
trade embargo programs, you should contact Legal.
Various governments have enacted laws that prohibit
companies from participating in or cooperating with
any international boycott that the government does not
approve. If you receive a request to participate in any
way with an international boycott, or suspect you have
received such a request, you must immediately report the
request to Legal.
Interacting with the Government
Trade Controls
The Procter & Gamble Company 33
Resources
Reporting Violations
If you have questions or doubts as to whether an action is consistent with our Worldwide Business Conduct Manual,
Company policy, or the law, you should seek advice. You also have a duty to our Company and your fellow P&Gers to
report any known or suspected violations of our WBCM, Company policy or the law.
You may contact any of the following resources to seek guidance or report your concerns:
• Your manager
• A higher level manager in your management line of reporting
• A Finance & Accounting manager
• A Global Internal Audit manager
• A Human Resources manager
• A lawyer in our Legal Division
• A Global Security manager
• The Worldwide Business Conduct Helpline (previously called the AlertLine)
• The Ethics & Compliance Committee
• The Corporate Secretary of The Procter & Gamble Company
P&G does not tolerate any form of retaliation against any person who reports a suspected violation in good faith.
In addition, no one who participates or cooperates honestly and completely in our Company’s investigation of a report
will be subject to retaliation for doing so. However, this does not mean that there will be immunity for violations.
Anyone who retaliates against a person for making a good faith report or for participating in the investigation of a
report, as described above, will be subject to disciplinary action, which may include discipline in line with local law, up
to and including termination.
34 The Procter & Gamble Company
The Procter & Gamble Company 35
Contact Information for Reporting
Worldwide Business Conduct Helpline
(previously called the AlertLine)
(When calling the Worldwide Business Conduct
Helpline, you can report actual or suspected violations
anonymously, where allowed by local law).
• For those located in the United States, Canada or
Puerto Rico, call 1-800-683-3738
• There are 2 ways to call from outside the U.S., Canada
and Puerto Rico:
– Dial country code 001-704-544-7434. This
number will accept collect calls meaning you do
not have to pay for the call.
– To dial toll free, please go to
www.pg-helpline.com for a list of direct
dial numbers or to report online.
• E-mail [email protected]
This Worldwide Business Conduct Manual applies
in its entirety to all of the Company’s non-employee
Directors, Of?cers and employees. However, only
the following sections are deemed to be the Code
of Ethics for the purposes of the rules of the SEC
and the listing standards of the New York Stock
Exchange: What is Expected of Me?; Ways to Raise
Questions and Concerns; Promoting Respect in
our Workplace; Engaging in Fair Dealing and Fair
Competition (Responsible Sales and Marketing
Practices, No Commercial Bribery, Complying with
Competition Laws, Gathering Competitive Information
and Customer and Supplier Information subsections
only); Respecting Third Party Information; Acting in
the Best Interests of the Company: Handling Potential
Con?icts of Interest; Keeping P&G Information Secure;
Using Company Assets and Technologies Properly
(Physical Property and P&G Technologies and Electronic
Communications subsections only); Maintaining
Accurate Books and Records; and Avoiding Insider
Trading. All sections not listed above, as well as all
sidebars, Q&A’s and examples are not included in the
Code of Ethics.
Ethics & Compliance Committee
(Chief Executive Of?cer, Chief Financial Of?cer,
Chief Legal Of?cer, and Global Human Resources Of?cer).
• Email [email protected]
• Send mail to:
The Procter & Gamble Company
Ethics & Compliance Committee
One Procter & Gamble Plaza (C-11)
Cincinnati, OH 45202
• Send interdepartmental mail to:
Ethics & Compliance Committee (G.O. C-11)
Corporate Secretary
• Email [email protected]
• Send mail to:
The Procter & Gamble Company
Corporate Secretary
One Procter & Gamble Plaza (C-11)
Cincinnati, OH 45202
• Send interdepartmental mail to:
Corporate Secretary (G.O. C-11)
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