Business Partner
Code of Conduct
The Clorox Company · 2013
PANTONE
300U
PANTONE
348U
STATIONERY APPLICATIONS
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A Message from
Benno Dorer
Chief Executive Officer
The Clorox Company and its wholly owned subsidiaries worldwide have
a strong commitment to responsible business practices. Operating honestly
and ethically and treating people with dignity, respect and equal opportunity
have been cornerstones of our company since it was founded in 1913.
Fundamentally, it’s about building trust—within and outside of Clorox.
This commitment extends to our business partners. We expect the practices
of our partners to reflect our own. To provide guidance, we have developed
a Business Partner Code of Conduct detailing business practice standards for
our direct suppliers of goods, service providers, consultants, distributors,
licensees, joint ventures, contractors and temporary workers. Please take the
time to read the code thoroughly, and make sure you understand Clorox’s
expectations of you as our business partner.
I believe that a partnership rooted in integrity—based on the Clorox core
value of “doing the right thing”—can help ensure the long-term success of
our businesses.
Benno Dorer
Chief Executive Officer
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What is the Business Partner
Code of Conduct? Who must
comply with the Code?
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Clorox maintains relationships with business partners who share our
commitment to:
• Protecting human rights of workers and treating all workers with dignity
• Creating safe working conditions and a healthy work environment for all workers
• Safeguarding the environment and reducing the environmental impact of operations
• Establishing high standards of ethical conduct and complying with fair business
practices and applicable laws
These expectations and commitments are contained in this Code. We require our
business partners to meet or exceed our expectations of the principles set forth
in the Code. We also expect our business partners to ensure that their business
partners assisting with Clorox business meet or exceed the principles set forth in
this Code. Business partners shall ensure that the principles set out in this Code
are communicated to their workers in a manner understandable to all.
Where laws applicable to business partners are less restrictive than the principles
of the Code, we require our business partners to follow the principles of the Code.
Conversely, where laws applicable to business partners are more restrictive than
the principles of the Code, we require our business partners to follow applicable
laws. We work with our business partners to ensure that they are in compliance
with the principles in our Code.
Business partners are responsible for keeping all information and documentation
necessary to demonstrate compliance with the principles of the Code. Compliance
with the principles of the Code is a material condition of continued business with
Clorox, and we may terminate business with business partners for failing to comply
directly or indirectly with the principles set out in this Code. Nothing in the Code is
intended to create any employment relationship with a business partner’s workers
or any new or additional third party rights for a business partner or its workers.
Our Code is governed and managed by our Senior Vice President – General Counsel.
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What can I do if I need
help or want to report
a concern?
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Asking Questions
No code of conduct can cover every business situation that may require legal or
ethical guidance. We encourage our business partners to contact us with any
questions about the Code or ethical or legal concerns arising from their relationship with us. Business partners may contact the local Clorox employee with
whom they have a working relationship, or may contact the Clorox Compliance
Hotline, except where prohibited by applicable laws. Business partners should
comply with all applicable data privacy laws when using the hotline. We will in
turn comply with applicable requirements upon receipt.
Where hotline reporting is permitted by applicable law, business partners can
reach the Clorox Compliance Hotline at:
Internet
http://www.cloroxhotline.com
Telephone
US/Canada/Puerto Rico 1-888-9 CLOROX (1-888-925-6769)
International toll-free hotlines for the following countries:
The following countries have local direct-dial numbers for the Hotline:
Argentina: 0800-555-1352
Australia: 1-800-08-7065
Colombia: 01-800-912-0580
Mexico: 001-877-978-0052
Venezuela:0800-176-6496
Two-step toll-free dialing is used for these countries:
Costa Rica:Step #1: 0-800-011-4144
Step #2: 866-771-3731
Malaysia: Step #1: 1-800-80-011
Step #2: 888-925-6769
Hong Kong (Hong Kong Telephone):
Step #1: 800-96-1111
Step #2: 888-925-6769
Hong Kong (New World Telephone):
Step #1: 800-93-2266
Step #2: 888-925-6769
Callers from other countries should consult the international toll-free number
with the dialing instructions listed on www.cloroxhotline.com.
E-Mail
[email protected]
Mail
Clorox Company Compliance, PMB 3767
13950 Ballantyne Corporate Place
Charlotte, NC 28277 USA
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Reporting Misconduct
Anyone who becomes aware of any actual or potential violation of the Code or
any applicable law by any Clorox business partner, or other business misconduct,
should immediately report such conduct to Clorox, except where prohibited by
applicable laws.
Business partners or other parties may report potential business misconduct
by business partners to the local Clorox employee with whom the person has a
working relationship. Depending upon the country, potential business misconduct may also be reported by phone, web, email or regular mail, using the Clorox
Compliance Hotline.
We are committed to ensuring that those who report violations or participate in
investigations are treated fairly. Business partners may not retaliate against their
workers for reporting in good faith possible violations of the law or the Code to
Clorox, law enforcement or government agencies. Nor may business partners retaliate against their workers for cooperating with or participating in good faith in
any investigation of business misconduct. Retaliation can include conduct such as
(a) threats of physical harm, (b) loss of job or contract, (c) less desirable work
assignments, or (d) negative impact on salary, benefits or contractual remuneration.
Investigating Reports of Misconduct
All reports of possible violations of the Code or applicable laws by our business
partners will be evaluated promptly and investigated where appropriate, consistent
with applicable data privacy laws. The investigation may be conducted by Clorox
personnel and/or our third-party advisors. All reports of potential misconduct will
be handled with sensitivity, discretion and confidentiality to the extent allowed by
the circumstances and the law. This means that information regarding an investigation will only be shared with those who have a need to know for an effective investigation and follow-up. When feasible, the individual making the report is informed
when the investigation has been concluded.
the extent permitted by applicable laws. We may also choose, in our sole discretion, to enter into a remediation plan with non-compliant business partners, in
which the business partner agrees to take corrective action to fix the business
misconduct within a defined period of time.
Monitoring, Certifications and Auditing
Business partners must designate one or more of its management staff to be
responsible for assessing and monitoring its compliance with the Code. From time
to time, we ask business partners to execute certifications of their compliance with
the principles in the Code. Failure to promptly return executed certifications is a
violation of the Code and may lead to termination of the business relationship with
Clorox. Clorox or one of our third-party auditors may conduct announced or unannounced visits to assess compliance with the Code or to confirm that necessary
corrective action has been taken. Refusing to grant auditors access to facilities or
workers is a violation of the Code.
Business Partner Training, Policies and Codes
Business partners must develop and maintain internal training, policies and/or
codes to ensure that their workers and business partners assisting with Clorox
business understand how to comply with this Code. Clorox may periodically
require business partners and their workers to attend trainings on legal or compliance topics conducted by Clorox or on Clorox’s behalf. Failure to participate in
such trainings upon request is a violation of this Code.
Sanctions for Violations
We may pursue legal or other sanctions against any business partners who violate the Code or applicable laws when conducting Clorox business. We may also
immediately terminate the business relationship, and any related contracts, to
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What does this Code
require me to do?
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A. Human Rights and Labor
Clorox’s business partners must respect the human rights of workers and must
treat all workers with dignity. Clorox business partners must:
1. Prohibit Harassment, Harsh or Inhumane Treatment: Business partners
must provide a workplace free from unlawful harassment, threats of violence,
corporal punishment, coercion, sexual exploitation, sexual abuse, and verbal
or psychological harassment or abuse.
2. Comply with Discrimination and Harassment Laws: Business partners must
comply with all applicable discrimination and harassment laws, treating
their workers with dignity and respect. Business partners must endeavor to
provide equal opportunities and fair treatment to all workers with respect
to hiring, employment, promotions, training, compensation and benefits.
Unlawful discrimination against or harassment of any group or individual
may, for instance, be prohibited on the basis of race, color, national origin,
gender, sexual orientation, gender identity or expression, marital status,
citizenship status, religion, age, physical or mental disability, ancestry or veteran status, or any other protected category.
3. Comply with Wage and Hour Laws: Business partners must comply with
all applicable wage and hour laws, including laws governing minimum
wages, maximum hours, days of service, rest periods and overtime pay and
restrictions. Business partners must pay their workers in a timely manner and
convey the basis on which workers are being paid.
4. Comply with Benefits and Leave Laws: Business partners must fully comply
with all laws governing worker benefits and leaves.
5. Comply with Laws Protecting the Rights of Workers to Freely Associate:
Business partners must respect the rights of workers to freely associate,
organize and bargain collectively in accordance with applicable laws and
the customs of the countries in which they are employed. Business partners
must respect the rights of workers to communicate openly with management regarding working conditions without fear of retaliation, harassment,
intimidation, penalty or interference.
6. Prohibit Human Trafficking and Slavery: Business partners must evaluate
and address risks of human trafficking and slavery, and must not produce
goods or services for Clorox using forced, bonded, indentured, involuntary
convict or compulsory labor. Such prohibited means include: (i) force, threats
of force, physical restraint, or threats of physical restraint to that person or
another person; (ii) serious harm or threats of serious harm to that person or
another person; (iii) the abuse or threatened abuse of law or legal process;
(iv) any scheme, plan, or pattern intended to cause the person to believe
that, if that person did not perform such labor or services, that person or
another person would suffer serious harm or physical restraint; or (v) any act
involved in the recruitment, abduction, transport, harboring, transfer, sale or
receipt of persons within national or across international borders, through
force, coercion, fraud or deception, to place persons in situations of slavery or slavery-like conditions, forced labor or services, including domestic
servitude, bonded sweatshop labor or other debt bondage. Business partners
must certify that materials incorporated into Clorox’s products comply with
the laws regarding slavery and human trafficking of the country or countries
in which they are doing business.
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7. Forbid Unlawful Child Labor: Business partners must comply with all
applicable child labor laws, including laws governing minimum age requirements and hazardous work and, where local law does not specify a minimum
age, business partners must not employ individuals under the age of 14
(unless such employment is on a family farm and is permitted by local laws).
Business partners may not produce goods or services for Clorox with: (i) the
sale and trafficking of children; (ii) debt bondage and serfdom of children;
(iii) forced or compulsory labor of children; or (iv) work which is likely to
harm the health, safety or morals of children.
B. Health and Safety
Business partners must maintain safe working conditions and a healthy work
environment for all of their workers. Business partners must:
5. Prepare for Emergencies and Their Response: Business partners must
anticipate, identify and assess emergency situations and events, and minimize
their impact by implementing emergency plans and response procedures,
including worker notification and evacuation procedures, worker training and
drills, appropriate fire detection and suppression equipment, adequate exit
facilities and first-aid supplies.
6. Establish Occupational Safety Procedures: Business partners must establish procedures and systems to manage, track, investigate, and report
occupational injury and illness.
7. Mitigate Ergonomics Risk: Business partners should identify, evaluate and
mitigate worker exposure to physically demanding tasks, highly repetitive or
forced assembly tasks.
1. Establish Regulatory Requirement Processes and Programs: Business
partners must have in place the proper processes and programs that will
drive safety, health and environmental compliance with applicable regulatory requirements.
2. Communicate Hazards: Business partners must ensure that workers receive
appropriate workplace health and safety information, training and warnings
in their primary language. Business partners must post Safety Data Sheets
for any hazardous or toxic substances used in the workplace.
3. Prevent Occupational Injury: Business partners must eliminate physical
hazards where possible, establish safe work procedures and provide appropriate personal protective equipment. Physical guards, interlocks and barriers
should be provided and properly maintained for equipment used by workers.
4. Prevent Chemical Exposure: Business partners must identify, evaluate,
mitigate, and where possible, eliminate worker exposure to harmful chemical,
biological and physical agents. Where hazards cannot be eliminated, business partners must provide appropriate controls such as closed systems and
ventilation. In all cases, business partners must provide safe work procedures
and appropriate personal protective equipment.
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C. Environment
Business partners must demonstrate stewardship of the environment and work
to reduce the environmental impacts of their operations. Business partners must:
1. Prevent Banned or Restricted Product Content: Business partners must
implement programs to ensure products do not contain restricted, banned or
unlawfully taken or traded materials, including protected wildlife, protected
plants or illegal wood products. Business partners must disclose to Clorox
what due diligence the business partner has performed to determine whether
the business partner’s supply chain is free of minerals or materials that finance
conflict in the Democratic Republic of Congo and surrounding countries,
or from other countries designated as part of a conflict region, including
providing relevant documentation upon request.
2. Manage Hazardous Materials Appropriately: Business partners must
identify and manage chemical and other materials posing a hazard if
released to the environment and must ensure safe handling, movement,
storage, recycling or reuse, and disposal of such materials. Business partners
must work to prevent accidental releases of hazardous materials and adverse
environmental impacts on the local community.
3. Monitor and Treat Wastewater and Solid Waste: Business partners must
monitor wastewater and solid waste generated from operations, processes
and sanitation facilities, and control and treat such substances as required by
applicable laws prior to discharge or disposal.
6. Conserve Natural Resources: Business partners are expected to harvest,
mine or otherwise acquire and use materials for production in a responsible
manner that does not negatively impact the well-being of humans, animals,
ecosystems, biodiversity and other living systems.
4. Control and Treat Air Emissions: Business partners must characterize,
monitor, control and treat air emissions of volatile organic chemicals, aerosols, corrosives, particulates, ozone-depleting chemicals and combustion
byproducts generated from operations prior to discharge as required by
applicable laws.
7. Calculate and Reduce Environmental Footprints: Business partners are
encouraged to calculate their carbon, waste and water footprints using
recognized methodologies. Business partners should identify and implement
efforts to reduce their environmental footprints. Clorox reserves the right to
require environmental footprint reporting.
5. Prevent Pollution and Waste: Business partners should use commercially
reasonable efforts to reduce or eliminate waste of all types, including source
reduction, recycling, composting, reusing materials and conserving water
and energy.
8. Minimize Packaging and Shipping Impact: Business partners should identify
methods to eliminate or minimize the amount of packaging used to ship products. Business partners should utilize recycled, recyclable or returnable shipping material and should make every effort to optimize shipping methods to
minimize energy consumption.
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D. Business Conduct and Ethics
Business partners must commit to the highest standards of ethical conduct and
fair business practices. Business partners must:
1. Not Give or Accept Illegal Payments or Engage in Corruption: Business partners
must not pay or offer to pay anything of value to any government official,
including an officer, employee or consultant of a government or governmental
department or agency, officer or employee of a state-owned enterprise or
partially state-owned enterprise, political party or official, candidate for
political office, officer or employee of a public international organization, such
as the World Health Organization or World Bank, or the spouse or immediate
family members of any of the persons mentioned above, or any other person
for the purpose of improperly influencing such person or obtaining or
retaining business. Business partners must fully comply with the U.S. Foreign
Corrupt Practices Act, the UK Bribery Act and other applicable corruption
laws. Business partners may also not accept or request such unlawful
payments. All Clorox payments to business partners must be made directly
to the business partners by local bank wire transfer, check or credit card.
2. Comply with Antitrust and Competition Laws: Business partners must prohibit agreements and actions that unreasonably restrain trade, are deceptive
or misleading, or that unreasonably reduce competition. Business partners
must comply with all applicable antitrust and competition laws.
3. Behave Ethically in General Contracting: Business partners must compete
fairly and ethically for all business opportunities. Business partners must
ensure that all statements, communications and representations to Clorox
are accurate and truthful.
4. Protect Intellectual Property and Confidentiality: Business partners must
respect and protect Clorox’s intellectual property rights and maintain
the confidentiality of Clorox trade secrets and other Clorox proprietary or
confidential information. Confidential and proprietary information includes
any information that is non-public or not easily determined or obtained by
others. Business partners must also respect the intellectual property rights,
trade secrets and confidential or proprietary information of third parties and
are prohibited from compromising these rights in the course of working with
Clorox. Business partners may not use Clorox’s name or trademarks in any advertising or marketing materials without prior written authorization from Clorox.
5. Comply with Securities and Insider Trading Laws: Business partners that
possess non-public information relating to Clorox may not use or share that
information to trade or enable others to trade in Clorox securities or the
securities of another company to which such information pertains. Business
Partners must comply with all applicable securities and insider trading laws
when conducting Clorox business.
6. Operate with High Financial Integrity: Business partners must not make
false, inaccurate or intentionally misleading entries in accounting books, records
or communication with external or internal auditors related to Clorox, and
must maintain accurate books and records in compliance with generally
accepted accounting principles.
7. Avoid Conflicts of Interest: Business partners must disclose to Clorox any
actual or potential conflict of interest. For that reason, business partners
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must inform Clorox if a business partner’s worker, investor or other affiliated
person, or his or her family member, has a relationship with a Clorox employee
who can make decisions which may affect business partner’s business, or if
an employee of Clorox has any interest of any kind in business partner’s business. Ownership of less than 1% of a public company’s outstanding shares
need not be disclosed unless it might influence judgment or decisions.
8. Minimize Gifts and Avoid Offers of Hospitality: Business partners must
ensure that the acceptance or giving of any gift or offer of hospitality when
performing Clorox business cannot be construed as an attempt to secure
favorable treatment from or to business partners. Business partners or any
member of their family must not accept or give any type of gift or any offer of
hospitality beyond that of nominal value when conducting Clorox business.
9. Prohibit Animal Testing: Business partners must ensure that they do not
conduct, or cause third-parties to conduct, any animal testing with products,
raw materials or components of finished products supplied to Clorox, unless
such testing is disclosed to Clorox in advance and mandatory under applicable laws.
10. Comply with All Applicable Laws: Business partners must ensure that they,
their affiliates and their workers comply with all applicable laws and regulations when conducting business for Clorox.
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