Genentech's Good Operating Principles (GGOPs) As a fundamental part of Genentech's corporate mission and values, we are committed to the highest standards of behavior at Genentech. These high standards are important to Genentech's success and represent how we operate as a business. These standards, which we call the Genentech Good Operating Principles (GGOPs), apply to our officers and employees, as well as to our directors in their activities on behalf of Genentech.
Business Ethics Genentech's business is to be conducted with honesty and integrity and in accordance with the exercise of good judgment and with Genentech’s various policies and procedures. Genentech and its representatives will act with honesty and integrity, will deal fairly with our customers, suppliers, collaborators and employees, and will avoid taking unfair advantage through manipulation, abuse of privileged information, or misrepresentation of material facts.
Compliance with Laws Genentech adheres to all applicable laws (including insider trading laws) and regulations governing Genentech's business, and employees, officers and directors are to act in a manner consistent with Genentech's policies implementing those laws and regulations.
Conflict of Interest Genentech’s business will be conducted without concern that decisions are influenced by factors other than those that specifically relate to our business. Conflicts of interest (real or perceived) are to be avoided when conducting business or making decisions on behalf of Genentech, including abstaining from participating in any decision related to a particular transaction involving another company or matter in which a Genentech representative or a family member has a material financial interest or where the effect of that decision would provide a material benefit to the Genentech representative or family member coming from the other person or company. Owning stock or other equity in a company with whom Genentech has a business relationship is an example of a potential conflict of interest. Loans from such a company would be another example. In addition, directors and executive officers are strictly prohibited from receiving personal loans of any kind from Genentech. Any material transaction or relationship that reasonably could be expected to result in a conflict of interest should be disclosed. Employees and officers should decline a material personal benefit from another company with which Genentech has, is contemplating or is pursuing a business relationship, while directors should disclose such a benefit and abstain from decision-making on the matter.
Gifts and Other Benefits: Gifts, hospitality, or other benefits (except for gifts of nominal value or reasonable business hospitality) from anyone with whom Genentech does business or may do business must be declined unless approved in advance by more senior management. Corporate Opportunities: Business opportunities discovered through use of Genentech property or information or through a position at Genentech are not to be taken for personal benefit. Genentech property, information and positions should not be used for personal gain. Officers, directors and employees owe a duty to Genentech to advance its legitimate interests when the opportunity to do so arises. An employee, officer or director should not compete with Genentech, directly or indirectly. Genentech’s Certificate of Incorporation separately address issues related to Roche Holdings Inc., its affiliates and employees, and the potential for competition, including with respect to corporate opportunities, which provisions would control as to Roche and its nominated directors. |
Confidential Information and Protection of Assets Genentech's confidential and proprietary information must be used only for Genentech's benefit and not disclosed to others (except as authorized or as required by applicable law) or used for personal profit or for the benefit of others outside of Genentech. Confidential information of others must not be used for Genentech's benefit, unless the other person or company gives their permission first. The Company’s assets are to be protected to ensure their efficient use for legitimate business purposes.
Information Related Genentech's confidential and proprietary information must be used only for Genentech's benefit and not disclosed to others or used for personal profit or for the benefit of others outside of Genentech. Confidential information of others must not be used for Genentech's benefit, unless their permission is given first.
Follow Genentech’s policies on the secure and appropriate use of Genentech computers, servers, electronic mail and other information systems, including the selection of secure passwords. Do not forward emails containing confidential information outside of Genentech or to those inside Genentech unless they need to know it. Do not share passwords with anyone, including with your assistant.
Financial Controls and Reporting Fiscally responsible behavior is to be exercised in all Genentech’s financial transactions and expenditures, including operating within Genentech's financial controls, operating budgets, approval authority, and use of purchase orders. Accepted accounting rules and controls will be followed, including keeping all company books, records and documents in a manner that accurately and completely describes the transactions they represent. Our disclosures (including financial results) contained in our public filings and other public communications are to be full, fair, accurate, timely and understandable.
Employment Behavior Genentech is an equal opportunity employer, committed to the hiring, employment and development of people, regardless of race, color, religion, age, gender, sexual orientation, national origin, disability or veteran status. Harassing behavior is not tolerated and we foster an environment which is nondiscriminatory and in which people are evaluated and rewarded on their accomplishments and not on their race, color, religion, age, gender, sexual orientation, national origin, disability, veteran status or the like.
Violations Committing ourselves to the highest standards of behavior brings a significant level of personal responsibility. Genentech's General Counsel has overall responsibility for oversight of Genentech's GGOPs, including the effectiveness of these standards, implementation and other compliance-related activities. We expect Genentech employees, officers and directors promptly to report suspected, planned or actual violations of our GGOPs. Reports of violations, including those from outside the company, may be made on an anonymous basis via gCom, Genentech's Compliance and Ethics toll-free phone line. gCom is available 24 hours a day, seven days a week and can be reached at (866) 411-gCom or (866) 411-4266.
Violations of any of the GGOPs could result in disciplinary action up to and including termination of employment with Genentech. Acts of retaliation or retribution against an employee, officer or director who in good faith reports a suspected, planned or actual violation of Genentech’s Good Operating Principles are not permitted and will be dealt with appropriately.
Any waiver of any of the GGOPs for a director or executive officer of Genentech may be granted only by the Board of Directors or a committee of the Board of Directors, and must be promptly disclosed to the stockholders of Genentech if and as required by applicable law or the rules of the New York Stock Exchange.