code of business conduct - flowserve accessing flowserve policies and procedures (via passport)...
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“ Leading by example through our strong Code of Business Conduct is critical
to our success. People want to work with and for companies that demonstrate
integrity and ethical behaviour”.Mark Blinn
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To all Flowserve associates:Flowserve has a history of more than 200 years in the pumps, valves and seals industries. We are proud
of the reputation for quality, trust and dependency that our heritage products have brought and continue to
bring to Flowserve.
Along with acclaimed products and services from our company, Flowserve is proud to say that our
workforce is one of the most ethical in the industry. Our associates span the globe in more than 55
countries; we speak different languages, but uphold the same values and ethical standards. It is because of
your commitment to uphold the highest ethical standards that we continue to be a trusted partner for our
shareholders, customers, suppliers and each other.
We review this Code of Business Conduct with our policies on a regular basis to ensure their alignment
and that they accurately reflect the changing global environment in which we live and work. It is important
that you read and comply with the information provided in the Code of Business Conduct so you know of
our expectations that will ensure your success at Flowserve. While we understand that this Code cannot
address every issue you might face in your day-to-day job, we expect that these guidelines will help you
make ethical business decisions consistent with our company values.
If you have any questions about information contained in this Code of Business Conduct, we encourage you
to ask your supervisor or human resources representative. If you are faced with an ethical dilemma and do
not feel comfortable addressing the matter with your supervisor or human resources representative, you
may contact the toll-free Flowserve Ethics Hotline or visit our ethics website, both available year-round, 24
hours a day for Flowserve associates to confidentially and anonymously report issues of concern.
After reviewing the Code of Business Conduct, please follow the instructions to ensure you understand
and complete the acknowledgement process. Ethics, integrity and trust define our character and are “Our
Principles at Work.” These principles are the foundation of our relationships with customers, suppliers,
shareholders and each other, and it is the responsibility of all Flowserve associates to live by the
company’s core values on a daily basis. Please use this Code of Business Conduct as a resource and help
advance our ethical culture.
Sincerely,
Flowserve Officers
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Table of Contents
This version of the Code of Conduct is available in several translations and applies to all countries except Austria, Belgium, France, Germany, The Netherlands and The United States of America. Employees in these particular countries have independent versions of the Code of Business Conduct.
3 Accessing Flowserve Policies and Procedures
5 Introduction How to use the Code Which laws apply?
6 Your Responsibilities to Flowserve Acting ethically Reporting ethical violations Flowserve Ethics Hotline Flowserve Ethics Hotline process Internal and External Investigations
8 Personal Conduct How your actions affect others Controlled substances in the workplace Gambling in the workplace Weapons in the workplace Violence in the workplace
10 Equal Opportunity and Respect in the Workplace Equal Opportunity employment Anti-discrimination and harassment
11 Safety, Health and Environmental Protection Workplace safety Environmental protection Corporate social responsibility
12 Financial Integrity Company books and records False or unsupported financial reporting Reporting financial violations Fraud Reporting suspected fraud
14 Conflicts of Interest What is a conflict of interest?
16 Dealing with Customers and Suppliers Accepting and giving gifts Customer and supplier relationships Supplier/customer bribe offers
17 Corporate Governance
18 A Guide to Decision Making Transparent decision making Making ethical decisions Recognise the situation
19 The Decision-Making Model Consider your OPTIONS Determine your possible SOLUTIONS DECIDE the right thing to do ACT with confidence Making Ethical Decisions guide
22 Regulatory Obligations Antitrust competition laws Trade associations Insider trading Government business Procurement laws and guidelines
24 International Business Transactions Anti-Bribery Laws Export Controls and Economic SanctionsAnti-Boycott Laws Import Compliance
28 Computer Systems and Information Technology Electronic communication equipment The Internet Email and instant messaging Social media Telephone
31 Company Property, Privacy and Security Privacy Security
32 Intellectual Property Trade Secrets/confidential information Confidentiality agreements Inventions made by associates Outside confidential or proprietary information
34 Community Interaction Political contributions Charitable and community contributions
35 Communications Made on Behalf of Flowserve Media enquiries Investor/analyst enquiries Internal communications
36 Policy Application, Implementation and Enforcement
38 Flowserve Key Strategies
39 Flowserve Core Values
40 Appendix Instructions for the Flowserve Ethics Hotline
41 Acknowledgement Form
43 COBC Definitions
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Accessing Flowserve Policies and Procedures (via Passport)
Throughout this International Code of Business Conduct there are several topics and categories that have corresponding policies and procedures. Flowserve policies and procedures are available on Passport and may be accessed at any time using the information below. Flowserve is constantly adapting and upgrading its policies and procedures, so Passport should be used as a consolidated resource for these documents and guidelines.
To access Flowserve policies and procedures:
1. Log in to Passport (http://passport.flowserve.com)2. From the main page, click on “Flowserve Policies” at the top of the screen
3. Select policies either by division/function, topic area or most viewed
4. If you have a question about a particular policy, contact the policy manager or email FlowserveAnnouncements@flowserve.com.
5. Most policies referred to in this version of the Code can also be found on the Ethics and Compliance page in PASSPORT
Accessing Flowserve Policies and Procedures (via management or Human Resources)
If you do not have access to Passport, please ask your supervisor or Human Resources representative for more information on Flowserve’s policies and procedures.
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The Code of Business Conduct serves as a
resource to explain basic guidelines and
expectations. Associates must also rely on the
Flowserve core values such as character to
support good judgment and common sense.
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IntroductionFlowserve is committed to conducting its business according to the highest ethical standards. This International Code of Business Conduct (“Code”) incorporates both our values and corporate policies. Please use it as a guide to understanding the expectations regarding your conduct in all business affairs.
How to use the CodeThe Code defines the standards for our business practices. It reflects our commitment to conducting global operations according to the highest ethical standards. You are required to conduct Flowserve business by adhering to the Code guidelines.
The Code applies to all employees (“associates”) of Flowserve Corporation and its subsidiaries worldwide (“Flowserve”). U.S. employees must also comply with the Flowserve U.S. Code of Business Conduct at all times, regardless of whether they are working in the U.S. or other parts of the world. For U.S. employees, if there is a conflict between this Code and the U.S. Code of Business Conduct, the provisions of the U.S. Code of Business Conduct control. Any reference herein to “Flowserve” or to the “company” shall be interpreted to mean the employer company of the associates concerned, i.e. Flowserve Corporation or the respective subsidiary.
It is important to note that the Code does not replace or surpass company policies. Compliance with laws and regulations is incorporated into the Code. Violation of the letter or intent of the guidelines in the Code could result in disciplinary action or termination in accordance with local law. The acknowledgement of the Code, however, does not provide a right to continued employment with Flowserve.
The Code cannot address every conceivable situation encountered in the workplace. Just because a situation is not covered in the Code does not mean it is considered acceptable. For more information, please refer to official Flowserve policies and procedures on Passport, the company’s global employee intranet. You can also request copies of individual policies from your supervisor or local Human Resources representative.
Which laws apply?With operations in more than 55 countries, Flowserve is governed by the laws of multiple jurisdictions. If a provision in the Code conflicts with applicable law, Flowserve modifies the Code only to the extent of bringing it into legal compliance with federal, state, provincial or local laws and regulations.
Use this Code as a quick reference. No set of rules can answer every question; if
you want to confirm your understanding, then speak up and ask for guidance first
before committing to action.
Many times there are grey areas where a
judgment call has to be made. Our ethical
standards and Code of Business Conduct help us
by providing a consistent, well-grounded base for
making important decisions.
Recognising ethical issues and doing the right thing is your responsibility as a Flowserve associate.
Acting ethicallyWhen faced with an ethical dilemma, consider the following:
• What feels right or wrong about the situation?• Is your planned course of action consistent with
Flowserve policies and with the Code?• How would your actions affect or appear to
affect others?• Would another person’s input be useful in making
your decision?
Reporting ethical violationsYou should report any violation of law, the Code or Flowserve policies and/or consult with your supervisor or local Human Resources representative if you suspect a violation or questionable ethical behaviour. You may contact the Flowserve Ethics Hotline if you are not comfortable with this approach or if the concern relates to suspected fraudulent
activity. You may also contact the Flowserve Ethics Hotline if you feel your concern has not been adequately addressed following a complaint.
Flowserve Ethics HotlineWhere permitted by local law, the Flowserve Ethics Hotline is available globally, with multilingual capabilities, 24 hours a day, seven days a week. You have the option of remaining anonymous when reporting a possible violation; however, in some circumstances, an investigation into the allegation may be compromised or made impossible if the reporter’s identity is unknown or if insufficient detail or information is provided.
• Flowserve policy prohibits retaliation, in any form, against an associate who reports any matter of ethical concern in good faith; any suspected retaliation should be reported to the Flowserve Ethics Hotline.
• Any employee who knowingly makes a false report against another employee will be subject to disciplinary action or termination.
Your Responsibilities to Flowserve
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The Flowserve Ethics Hotline is available 24 hours a day, seven days a week.
Access the Flowserve Ethics Hotline via: The Internet: http://ethics.flowserve.com www.ethicspoint.comPassport: http://passport.flowserve.comUnited States and International Freephone number: Please refer to the Appendix for access codes and dialing instructions. Alternatively you can find the telephone numbers and dialling instructions on the Ethics Hotline Web site.
Flowserve Ethics Hotline processWhen calling the Flowserve Ethics Hotline, a trained communications specialist answers your call, listens to your concern and asks questions in order to understand the situation better. A translation and interpreting service is available in a number of languages.
When making a report online, you are guided through a series of questions to document your concern. With either approach, you are given a unique report key, password and follow-up date to check on the status of your report. When you follow up, you may be asked additional questions prior to a solution being provided, or subsequent follow-up may be required.
Following your submission, a report is prepared that documents the question or concern. The report is
routed to the Flowserve vice president of internal audit, chief ethics and compliance officer and general counsel. If one of the above is named in the report, they do not receive notification of that report nor do they have access to the information within the report. Then allegations are processed by the Corporate Inquiries team.
Online or telephone access to the status of your report – reviewed, in process or resolved – is available using your report key and password. Specific details regarding solutions may contain confidential information and may not be shared with you.
Internal and External Investigations Investigations are sometimes necessary to review business practices, commercial and operational issues or potential violations of law or internal policies. When necessary, you will be notified of your responsibilities during an investigation and will be required to cooperate fully with internal and authorized external investigations and audits.
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For more information, visit the Ethics & Compliance or the Flowserve Policies sections of Passpo rt to review:• EthicsInvestigationsProceduresPolicy• InternalInvestigationResponsibilitiesPolicy
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Honesty and integrity are fundamental to good business practice. In other words, you are expected to be honest in all your business dealings.
How your actions affect othersFlowserve makes no attempt to control your private life. Remember, however, that personal behaviour affects the perception others have about our company. Exercise common sense when performing your duties and act in an appropriate manner while at work or when representing Flowserve, even in a social or recreational setting. Avoid all activities that could call into question the compliance of Flowserve with legal requirements or ethical standards.
Controlled substances in the workplacePossession, use or distribution of controlled substances and the commission of illegal acts is prohibited. Drinking alcoholic beverages on company premises is prohibited except as provided for under the Flowserve Drug and Alcohol Policy.
Gambling in the workplaceParticipation in gambling while on company premises, at work or on duty, is prohibited.
Weapons in the workplacePossession of a handgun, firearm or weapon of any kind on company premises, whilst at work or on duty, is prohibited, regardless of whether or not you are licensed to carry this weapon.
Violence in the workplaceFlowserve is committed to providing a work environment that is safe from threats of violence, bodily harm or physical intimidation. This is no joke; it is simply not tolerated.
Workplace violence includes:
• Physical, verbal or written threats• Violent or threatening behaviour• Conduct that threatens safety in the workplace
You should report anything that could reasonably be considered violent or threatening behaviour. If you do not feel comfortable reporting this behaviour to your supervisor or local Human Resources representative, or if the behaviour is related to illegal or suspected fraudulent activity, you may report it directly to the Flowserve Ethics Hotline.
Personal Conduct
Formoreinformation,visittheEthics&ComplianceortheFlowservePoliciessectionsofPassport.
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Flowserve is a global company. While our Code establishes the principles for
proper personal conduct, different countries have different cultures. If there are
differences due to local customs, laws or culture, then the highest standard of
behavior will apply.
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Equal Opportunity and Respect in the WorkplaceWe encourage a culture of mutual respect for and understanding of the similarities and differences between our associates, customers, suppliers and stakeholders.
Equal Opportunity EmploymentFlowserve is an Equal Opportunity employer. All employment and staffing decisions are made without regard to race, colour, national origin, religion or belief, age, gender, sexual orientation, disability or other reasons prohibited by law. For U.S. associates, the policy is posted on company bulletin boards and Passport. For non-U.S. associates, please consult the applicable local regulations and policies or contact your local Human Resources representative.
Antidiscrimination and harassmentYou are prohibited from harassing, discriminating against or unfairly treating any associate for any reason such as race, colour, religion, national origin, age, gender, veteran status, sexual orientation, disability or other reasons provided by law. Violation of this policy may lead to disciplinary action or termination of employment.
If you are aware of, have observed or believe that you yourself have been a victim of harassment or discrimination, you should notify your supervisor, local Human Resources representative or contact the Flowserve Ethics Hotline. Flowserve policy prohibits retaliation, in any form, against an associate who reports in good faith any matter of ethical concern.
For more information, visit the Ethics & Compliance or the Flowserve Policies sections of Passport to review the Global Equal Opportunity and Respect in theWorkplacePolicy.
disability or other reasons provided by law. Violation of this policy may lead to disciplinary action or termination of employment.
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Flowserve is committed to providing a workplace that is free from harassment
and discrimination. This encourages a culture of mutual respect.
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The Code of Business Conduct isn’t just about
how we work. It’s about how we interact with
and the respect we show our communities and
the environment.
Safety, Health and Environmental ProtectionThe health and safety of Flowserve associates is a company priority. It is your responsibility to follow all policies, procedures, laws and regulations regarding public health, safety and environmental preservation.
Workplace safetyThe use of safe work procedures and specified personal protective equipment is required at all times. Details on these requirements are found in the Flowserve Safety, Health and Environmental Policy and Procedures Manual and on Passport. In addition, all associates are required to comply with all local safety rules and regulations.
Environmental protectionThe Flowserve Safety, Health and Environmental Policy and Procedures Manual provides comprehensive guidelines concerning environmental protection issues. Copies of these manuals are
available in every facility and on Passport. Your facility manager as well as your health & safety and environmental affairs officer are also available to answer any questions you may have.
Corporate social responsibilityWe have a responsibility to be good neighbours and contributing corporate citizens in our communities. Flowserve is committed to conducting business in ways that honour our ethical values and respect people, communities and the environment. Additional information on our sustainability programme may be found on the Flowserve Web site.
For more information on the Flowserve safety policies, please visit the Safety, Health & Environmental Affairs folder within Flowserve Policies section on Passport. You can also find more information on our company’s corporate sustainability principles by visiting the About Flowserve section on www.flowserve.com.
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Financial IntegrityIt is Flowserve policy that financial reporting be consistent, above reproach and in compliance with all local, generally accepted accounting principles, as well as United States GAAP, where applicable.
We have established a system of internal controls which provides a standard for the integrity and timeliness of our financial reporting process. You should strive to maintain the accuracy, effectiveness and integrity of the financial results of Flowserve.
Company books and records All financial documents, including agreements, invoices, cheque requests, inventories and other reports must be accurate. All transactions must be supported by accurate documentation in reasonable detail, recorded consistently and placed in the correct
accounting period. You must also honestly record information relating to your job responsibilities, such as time and attendance, expense reporting, production reports, research statistics and other schedules. You should maintain all supporting documentation for financial transactions in accordance with Flowserve policies.
False or unsupported financial reporting You should never feel pressured to enter false or misleading financial entries. You may not interfere with or improperly influence any audit of the Flowserve financial statements. The intentional manipulation of financial data violates both company policy and the law, and is considered to be fraud. Violation may lead to termination and/or prosecution.
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Our strong system of financial controls and approval processes assist in the
deterrence of fraud and prevention of financial reporting violations.
Reporting financial violations If you believe that you have discovered a weakness or error in the company’s internal controls system or believe an ethical violation has occurred or will occur, you should immediately notify your supervisor or contact the Flowserve Ethics Hotline. Flowserve policy prohibits retaliation, in any form, against an associate who reports in good faith any matter of ethical concern.
Fraud Flowserve is committed to preventing fraud. Fraud includes “any intentional or deliberate act committed to secure unfair or unlawful gain or to deprive another of property or money by guile, deception or other unfair means”.
Examples of situations that might involve fraud include:
• Intentionally recording a false or misleading transaction or accounting entry
• Manipulation of company records• Forging or altering company cheques
• Misappropriating assets of the company, an employee, customer or supplier
• Submitting for reimbursement false or inappropriate expenditures
• Engaging in bribery, embezzlement or money laundering
• Using or taking company property or funds for private use
Remember that fraud may be committed by employees or external parties. Flowserve is committed to continuously enhancing its policies and procedures to help prevent, detect and deter fraud.
Reporting suspected fraud If you become aware of improper or questionable accounting or auditing matters, or feel that any other type of fraud has occurred or will occur, you should immediately report this to your supervisor or contact the Flowserve Ethics Hotline.
For more information, visit the Ethics & Compliance or the Flowserve Policies sections of Passport to review the Antifraud Program Policy and theFinancialpolicies.
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Conflicts of InterestStrive to avoid situations in which your interests or the interests of your family or friends may appear to conflict with the best interests of Flowserve. Do not let personal considerations or relationships influence business dealings while representing Flowserve or when making recommendations to management.
What is a conflict of interest?Generally, a conflict of interest may arise when:• Our position or job responsibilities present an
opportunity for personal gain.• An obligation or situation resulting from our personal
activities or financial interests may influence our judgment or actions in the performance of our job duties.
It is impossible to describe every situation that could be viewed as a conflict of interest. The following are a few general examples:
• Outside financial interests – Ownership or financial interest in a Flowserve supplier or vendor, except stock ownership in a publicly traded company.
• Gifts from customers – Receiving gifts from a customer, before or after a transaction, can have the appearance of impropriety; your position with Flowserve and the relationship of the other party must be evaluated to determine whether or not a conflict exists.
• Gifts from suppliers – Gifts of more than a nominal value accepted from suppliers often constitute a conflict of interest; you should never accept anything of value for business or personal use, except as
explained in the section Dealing with Customers and Suppliers.
• Outside employment – If you are employed by a company that competes with or provides goods or services to Flowserve, or if your relationship could in any way influence your duties at Flowserve, you must immediately report this conflict of interest. This type of situation may require you to terminate your outside employment. You cannot use Flowserve resources in any way to facilitate outside employment.
• Family member – Where a customer or supplier is a family member to the Flowserve associate.
Because the appearance of a conflict of interest can be just as harmful as an actual conflict, employees should avoid situations that might be viewed as conflicting with the best interests of the company.
If you find yourself in a position where a potential conflict of interest exists or could arise, contact your supervisor to disclose the information, discuss the details and complete a “Conflict of Interest Disclosure Form”. If you feel uncomfortable approaching your supervisor, contact your Human Resources representative, the Flowserve Legal department, or the Flowserve Ethics & Compliance organisation.
For more information, visit the Ethics & Compliance or the Flowserve Policies sections of Passport to review:• ConflictsofInterestPolicy• ConflictsofInterestDisclosureForm
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Flowserve respects its employees’ privacy and does not normally take an interest
in personal conduct outside of work. However, when an employee’s personal
activities do or potentially could interfere with the employee’s loyalty and
objectivity toward the company, a “conflict of interest” may exist.
Disclosing potential conflicts creates the transparency we value at Flowserve.
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Dealing with Customers and SuppliersAll transactions with customers and suppliers should be impartial, objective, free from outside influence and in accordance with Flowserve policies. Gifts and entertainment should never influence, or appear to influence, your ability to make impartial decisions.
Accepting and giving giftsThe same guidelines apply for giving gifts to customers and prospects as with receiving gifts from suppliers. You should not give or receive gifts or favours except for:
• Gifts customarily given or received in connection with holidays or special events and provided to others having a similar business relationship (if permitted by local law or regulation)
• Advertising novelties or gifts of nominal value routinely used in the industry (if permitted by local law or regulation)
Customer and supplier relationships There are occasions when you will work closely with an existing or prospective customer or supplier in order to better understand mutual needs and capabilities. Part of this process may include recreation, entertainment or other social activities. Social activities of this kind are permitted as long as all of the following provisions are met:
• The purpose is to develop a better understanding and develop a closer business relationship
• The activity is reasonable in nature, frequency and cost, and is consistent with customary business practices
• The activity does not violate the other party’s own rules against such activity
It’s important that giving
or receiving gifts, or engaging in
social activities with prospective
customers or prospects, should not
influence your ability to make fair
and impartial business decisions.
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We ask Flowserve suppliers to adhere to our Supplier Code of Business Conduct.
This information can be found on the Ethics & Compliance page of Passport and
the Ethics page of the Flowserve website (www.flowserve.com). 17
• The activity is not a violation of any applicable law or regulation
• The general practice is approved under existing Flowserve policy or in advance by your supervisor, and your supervisor does not participate in the activity
• The activity is not seen as a condition or guarantee of future business
• The activity is in accordance with Flowserve travel and expense policies regarding acceptable venues for business activities.
It is inappropriate for you to attend an engagement if the customer or supplier (existing or prospective) providing the entertainment does not attend.
Supplier/customer bribe offers Participation in bribery or any other financial misdealings is both against Flowserve policy and very often illegal. Quite simply, if someone offers you payment or goods – or solicits payment or goods from you – as part of a transaction, you should decline the offer and report the incident to your supervisor. If the transaction proceeds after your refusal, you are required to report the conduct of Flowserve in the transaction. Documenting these kinds of incidents protects both you and Flowserve from future accusations of impropriety.
Corporate GovernanceMaintaining high standards of corporate compliance is important to continued Flowserve growth and success. Our responsibility to ensure that we conduct business fairly, honestly and ethically is very important to us.
Flowserve is committed to the continued enhancement and maintenance of our compliance programme. This includes preventing compliance risks, detecting compliance violations and responding to identified compliance issues.
As required by the U.S. Sarbanes-Oxley Act of 2002, Flowserve management, principal executive and financial officers certify in quarterly and annual statements their responsibility for establishing and maintaining control over the design and reliability of financial reporting.
For more information, visit the Ethics & Compliance or the Flowserve Policies sections of Passport to review the Travel and Expense Reporting, EntertainmentandBusinessGiftPolicy.
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A guide to decision makingTheCodeofBusinessConductdoesnottellpeoplewhattodoandhowtothink;instead,wesuggestwhattothinkaboutandhowtothinkitthrough.Theinformationonpages18-21willguideyouinmakingbusinessdecisionsandhelpyoudeterminetherightthingtodo.
Transparent Decision MakingYou should be able to explain to others how you reached your decision. If another associate is faced with the same scenario, he or she should come to the same conclusion – be transparent in your decisions.
Making Ethical DecisionsMaking business decisions grounded in both ethics and compliance is your responsibility as a Flowserve associate. We are all faced with situations where there is a right and a wrong way to conduct business. In addition, in a global company, we encounter many different cultures and customs. Anytime we represent Flowserve,
it’s important to ensure we are making decisions ethically and conducting business with integrity. Let the “Making Ethical Decisions” model serve as your guide for thinking through a decision and figuring out the right thing to do.
Recognise the situationIn many situations, it is not difficult to make a decision, and there is no need to follow a structured process. But for those situations that make you hesitant to act, your decision-making process can be solved with some structured guidance.
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The Decision-Making ModelConsider your OPTIONSIf you are faced with a situation, question or problem, there are many resources you can use to evaluate and determine the way to go forward. Information you gather in finding possible solutions will help you rule out some ideas, while other aspects will show you possible ways to proceed.
Determine your possible SOLUTIONSWhen determining what your solution could be, think through the scenarios you are considering. Who is affected by this decision, and what are the implications? Consider any potential barriers or areas where you might meet resistance. If there is a colleague or supervisor who needs to support your decision, discuss the issue with them. Before you can be confident that you are doing the right thing, it is best to evaluate the influencing factors on your decision, and it is always helpful to discuss the matter with someone you trust. Once you have considered all relevant factors and reviewed all available resources, your possible solution should become clear.
DECIDE the right thing to doOnce you have determined your solution, it’s now time to make your decision. Consider one final question before you take action: Am I comfortable with my choice? Think through whether or not you can defend your decision. Would you be able to get support from another colleague or your supervisor, if necessary? Would you hesitate to tell others about the decision you made, or could you share your final decision with confidence? Answering these questions will help you know you are making the right choice.
ACT with confidenceNow that you have gone through the decision-making process and asked all the right questions, you are ready to act. Before doing so, put your decision to the test one last time. Ask yourself: Is my decision transparent, meaning can others understand why I decided to proceed this way? Will it be considered fair, even by affected parties? What is the anticipated outcome?
After you have considered all relevant aspects, you should be able to determine what course of action to take. If you are still unsure at this point you should consult your supervisor or Human Resources representative.
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OPTIONSIDEAQUESTIONCONCERNPROBLEM
SOLUTIONConsider:
CompanyPolicies
LawsandRegulations
Expectations
Perceptions
ValuesandCulture
Experience
Whoisaffected?
Whataretheimplications?
ShouldIconsultothers?
DidIconsiderallrelevantfactors?
Arethereanybarriers,resistance?
Whoneedstosupportmydecision?
MAKING ETHICAL DECISIONS
DILEMMA
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ACTACT
SOLUTIONDECIDE
Whoisaffected?
Whataretheimplications?
ShouldIconsultothers?
DidIconsiderallrelevantfactors?
Arethereanybarriers,resistance?
Whoneedstosupportmydecision?
CanIdefendmydecision?
AmIcomfortablewithmydecision?
DoImindifotherpeopleknowaboutmydecision?
HowwillIgetsupportformydecision,ifnecessary?
Test your decision:
Transparent?
Fair?
Outcome?
Ethics Integrity TrustOur Principles at Work
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Antitrust, insider trading and other
regulatory matters are often complex areas of
law. For more information, please consult the
Antitrust Policy, and the Insider Trading Policy,
both of which are available on Passport, and
contact the Flowserve Legal department.
Flowserve is committed to complying with regulatory obligations and dealing fairly with customers, suppliers and competitors. We will not engage in anti-competitive sales practices, unfairly limit trade or attempt to exclude competitors from the marketplace. As these are complex areas of law, you should contact the Flowserve Legal department if you have any specific questions.
Antitrust competition lawsAntitrust laws of the United States and other countries are designed to prevent monopolies and encourage competition. These laws are complex and difficult to interpret and the penalty for infringement can be severe.
• Do not communicate or conspire with competitors to engage in anti-competitive sales practices, such as controlling prices, dividing up market shares, harming suppliers or limiting sales.
• Do not seek competitive advantage by using a competitor’s confidential information or trade secrets.
Trade associationsTrade associations bring competitors together for useful and legitimate functions. Such meetings, however, provide an opportunity to review issues with competitors that could violate antitrust law. When you participate in trade association functions, be careful not to exchange confidential data with competitors. Should any confidential data be improperly disclosed by a competitor, leave the meeting and have your departure recorded in the meeting minutes.
Insider tradingThe following actions violate Flowserve policy and could violate securities laws:
• Purchasing or selling Flowserve securities while in possession of non-public information about Flowserve financial results, business performance or other activities/facts relating to Flowserve
Regulatory Obligations
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• Disclosing, relaying or making available non-public information about Flowserve to third parties without justification (particularly to anyone who might use it to buy or sell securities or pass on information to others)
• Recommending, dissuading or encouraging third parties to purchase or sell Flowserve securities on the basis of non-public information
Treat all non-public Flowserve information as confidential and follow the applicable requirements within the Confidential and Proprietary Information section. If you are ever in doubt, contact the Flowserve Legal department prior to providing information to a third party or making any transaction in Flowserve securities.
Government businessIf you conduct Flowserve business with federal, state, provincial or local government, whether domestic or foreign, you must comply with all laws, rules and regulations concerning government business relationships. Be sure to familiarize yourself with all applicable regulations, statutes and Flowserve guidelines for conducting government business before entering into government contracts.
Procurement laws and guidelinesThe U.S. federal procurement process and various local laws prohibit government contractors and procurement officials from engaging in certain activities during the procurement process. This includes soliciting or discussing post-government employment and soliciting, obtaining or disclosing proprietary or source selection information.
The procurement process extends from the development, preparation and issue of a solicitation through to the award of a contract and to any modification or extension of the contract.
It is important that we know and adhere to Flowserve policies, as well as local
country laws and regulations where we are doing business.
For more information, visit the Ethics & Compliance or the Flowserve Policies sections of Passport to review:• InsiderTradingPolicy• AntitrustandAnti-CompetitiveBehaviorsPolicy• GatheringCompetitorInformationPolicy
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Flowserveoperatesinmanydifferentcountriesanddeliversgoods,services,softwareandtechnologyallovertheworld,crossingmanyinternationalborders.Thisaspectofourbusinessaddscomplexitytoouractivitiesandthewayinwhichweconductourselves.
We must comply with national and international rules and regulations that apply to our cross-border trade activities. This includes anti-bribery, export controls, anti-boycott regulations, economic sanctions and import requirements. Actions taken with the intent to avoid the application of these laws are not allowed. Following applicable laws is a strict requirement for everyone representing Flowserve interests.
This means that you and all other Flowserve associates are required to be familiar with laws affecting your business activities and that you assume responsibility for compliance. To assist associates in complying with these complex rules and regulations, Flowserve will issue notifications to you when applicable, concerning global trade compliance developments, regulations and Company policies.
Global trade compliance laws and regulations are complex and the consequences for violating them are severe for both Flowserve and associates involved. Consequences include, but are not limited to, negative publicity, the loss of trade privileges, loss of tax benefits, loss of customers, product seizures/delays, and civil and criminal penalties, including the imposition of substantial fines, termination of employment and/or imprisonment for violators.
Please consult with the Global Trade Compliance Team about any transactions that you believe may involve a conflict between U.S. laws and applicable local law. If you need more information or have any concerns relating to global trade compliance laws, regulations or Company policies, contact our Global Trade Compliance Team and consult our Export, Import and Anti-Bribery compliance policies, procedures and related tools available on Passport.
International Business Transactions
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Anti-Bribery LawsFlowserve has adopted a zero-tolerance policy for bribery and follows all national laws and regulations, including the U.S. Foreign Corrupt Practices Act (FCPA) and the U.K. Bribery Act 2010 (U.K. Bribery Act), and all other international laws, treaties and regulations that forbid bribery of “government officials,” as well as commercial bribery. The term “government officials” is defined very broadly to include any employee of a government, government agency or department, public organizations, political party, as well as employees of state-owned and/or state-controlled entities.
We may never make, solicit, accept, offer, attempt to offer, authorize, approve or promise any sort of bribe, kickback or other improper payment to any government official or commercial representative for the purpose of obtaining or retaining business or securing an unfair or improper advantage.
Engaging a third party (sales representative, agent, distributor, consultant, customs broker, etc.) to indirectly make an improper payment violates this Code, anti-bribery laws and regulations worldwide. Additionally, before we retain the services of third parties, they must be carefully screened using our due diligence procedures.
Ensure that you seek prior approval as necessary for meals, gifts, entertainment and travel involving government officials. This is a high risk area where mistakes can lead to trouble for the Company and associates involved. If you have any questions about whether the individual or party you are dealing with might be a government official, contact our Global Trade Compliance Team before proceeding.
Despite FCPA and certain other national rules that sometimes permit payments to government officials called “facilitation payments,” (commonly known as facilitation payments), the U.K. Bribery Act and other national laws prohibit such facilitation payments. Therefore, to avoid confusion and the possibility of violating local laws, Flowserve strictly prohibits all associates and those acting on our behalf from making any small payments.
If you have any questions about whether
the individual or party you are dealing
with might be a government official or
commercial representative, contact our
Global Trade Compliance Team
before proceeding
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Export Controls and Economic SanctionsMany countries maintain export controls as well as economic sanctions or embargoes that restrict transactions with certain countries, individuals, entities and end-users, as well as for certain end-uses such as development of biological, chemical, or nuclear weapons. To maintain compliance with these requirements, we must screen our international transactions to ensure we see no evidence of any prohibited end-destination, end-user, or end-use, and watch for warning signs that suggest another party may be trying to evade applicable laws.
Before engaging in export of a good, service, software or technology (including data) and reexports from one country to another, we must:
1. classify our goods, software, services and technology to determine whether any pre-export or pre-reexport permission is required;
2. verify the legitimacy and eligibility of the delivery destination, the recipients of the items and the purpose to which they will put our items to make sure no prohibited end-destination, end-user, or end-use is implicated;
3. obtain all required permissions or licenses as applicable; and
4. ensure accurate information is collected and reported in a timely manner to the appropriate export authorities, as necessary.
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Anti-Boycott LawsCountries also maintain restrictive trade practices or boycotts against other countries. We may receive requests to cooperate with such boycotts, either through oral or written requests, which can appear in tenders, contracts, letters of credit, procurement, shipping documents or even consular documents.
For example, the US anti-boycott laws and regulations prohibit or restrict Flowserve from participating in boycotts against countries friendly to the United States, mainly the Arab League Boycott of Israel. Additionally, US law prohibits compliance with requests for information or other actions that further such boycotts and requires Flowserve to report certain legal and illegal boycott requests to the US government on a regular basis.
We must promptly report receipt of these requests to our Global Trade Compliance Team to ensure that we do not cooperate with any restrictive trade practice or boycott prohibited under applicable law.
Import ComplianceMany countries have laws governing the importation of goods. To maintain compliance with import requirements, we must accurately declare all goods that cross international borders and ensure that all required information is accurately provided on all shipping documentation and Customs declarations.
For more information, visit the Ethics & Compliance or the Flowserve Policies sections of Passport to review:• Foreign Corrupt Practices Act and Other
Anti-BriberyLawsPolicy
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Computer Systems and Information TechnologyFlowserveprovidescomputersandothercommunicationtechnologies(Internetaccess,BlackBerry,etc.)tohelpyoudoyourjob.UsethisequipmentinamannerconsistentwithFlowservevaluesandethicalbusinesspractices.
Electronic communication equipment•Do not send, download, distribute or view
information reasonably considered to be offensive, defamatory or disruptive to other employees.
• Communication which is considered sexually explicit, verbally abusive, defamatory, harassing, vulgar, obscene or threatening is prohibited and could result in disciplinary action or termination of employment. This includes but is not limited to sexually explicit messages, jokes and images, unwelcome propositions, and ethnic or racial slurs
• For legitimate business purposes, and to determine if company policies or laws have been violated, Flowserve has the right (to the full extent permitted by local law), without further notice, to block, monitor or examine your Internet usage, email, text messages, instant messages and all other communications, documents and images, created with, stored on, or which otherwise involve the use of Flowserve equipment. This includes, but is not limited to, company computers and networks, mobile or landline phones and other information technology. Although limited personal use of company computer systems and information technology is permitted, employees should not expect any right of privacy for any information created with, stored on or which otherwise involves the use of Flowserve equipment (as far as permitted by local law).
The Internet• Except where prohibited by policy, agreement or
law, limited personal use of email and the Internet is permitted but such use should never interfere with job performance.
• You should never use the Internet for purposes that could interfere with Flowserve IT operations.
Email and instant messaging• Flowserve email and messaging systems are for
business-related communications only, unless otherwise allowed by local law.
Social Media• It is important that employees exercise common
sense when using social media platforms. • Flowserve Associates should adhere to the terms
and conditions of any third-party site and take full responsibility for their communications, both on and off company time.
• Please refer to the Acceptable Use Policy or the Flowserve Social Media Guidelines document on Passport for additional information.
Telephone• Personal telephone use is permitted; calls should
be kept to a minimum and be made during lunch and break times.
• Certain employees have access to mobile phones and other telecommunication devices provided by Flowserve; their use should be, as far as possible, for business purposes only.
For more information, visit the Ethics & Compliance or the Flowserve Policies sections of Passport to review:• FlowserveSocialMediaGuidelinesPolicy• AcceptableUsePolicy• InformationandSystemSecurityPolicy
Ethical business practices extend to cover proper communication through
multiple channels, whether email, text message, telephone, or social media
platforms like Facebook or blogs.
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Many documents that you create in the course of your job, such as
drawings or technical data, are automatically accessible by Flowserve.
Company Property, Privacy and Security
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Flowserve strives to provide secure work areas, safe equipment and the latest technology systems to help you perform your job. However, as indicated below, there should be no expectation of privacy regarding their use.
Privacy Flowserve retains the right, as far as it is allowed by local laws, to search all company property, including but not limited to all data and information created with, stored on, or which otherwise involves the use of company equipment or property, at any time and without further notice, to determine if company policy or any law has been violated. The company may also permit or request public safety or law enforcement officials to conduct searches. Such inspections may be conducted during or after business hours and in the presence or absence of the associate.
Information maintained on computers and servers or transmitted through voicemail, messaging and email systems is considered company property. Any work performed on or transmitted by company property is subject to company review. Flowserve has the right, as far as allowed by local laws, to override passwords and codes in order to access any computer and communication systems.
Examples include:
• Email, voicemail, text and instant messages• Graphics, software or electronic files• Documents or data composed, sent, received or
stored on company property
Security You may only access files or programs, whether electronic or hard copy, that you have permission to access. Any review, duplication, dissemination, removal, damage or alteration of files, passwords, computer systems or programs, other company property or improper use of information obtained, if unauthorised, is a violation of the Code.
Any work product created or transmitted on Flowserve computer systems or other Flowserve electronic communication resources (including all email and voicemail messages, graphics, software, electronic files, documents or other data composed, sent, received and stored on Flowserve property or electronic systems) may be subject to investigation, monitoring, search and review, as far as permitted by local law.
For more information, visit the Ethics & Compliance or the Flowserve Policies sections of Passport to review:• ConfidentialandProprietaryInformationPolicy• InformationandSystemSecurity
Flowserve business is built upon the immense amount of experience and know-how of the company’s employees.
This experience has resulted in a body of knowledge, including confidential drawings, data, technology, products, services and other information, that enables Flowserve to compete and succeed in the marketplace. You are required to maintain the security, integrity and proprietary nature of trade secrets and confidential information at all times.
Trade secrets/confidential informationYou may not disclose to a third party, or use for personal gain, the company’s trade secrets or other confidential information relating to Flowserve or any of its activities, products, services or personnel.
Examples of the company’s trade secrets include (but are not limited to):
• Manufacturing or detail drawings• Manufacturing and engineering processes, data
and techniques• Bills of materials• Customer/supplier lists• Price lists• Market research• Marketing strategies• Non-public financial information• Personal employee information
Your responsibility to securely maintain the company’s trade secrets and confidential information extends beyond your employment with Flowserve and applies to all methods of communication. Do not copy, take or retain any Flowserve trade secrets or other confidential information for personal use. Your use, distribution and disclosure of these materials should be limited exclusively to the promotion of Flowserve business interests. If you have any doubt whether the information is confidential, or how to handle it, contact your supervisor or the Flowserve Legal department.
Intellectual Property
Confidentiality agreements between customers, suppliers and other third parties
require just that – confidentiality. Be careful
when discussing Flowserve business in public,
particularly at industry meetings or trade shows.
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are not limited to):
• Manufacturing or detail drawings• Manufacturing and engineering processes, data
Flowserve business interests. If you have any doubt whether the information is confidential, or how to handle it, contact your supervisor or the Flowserve handle it, contact your supervisor or the Flowserve Legal department.
Confidentiality agreements between customers, suppliers and other third parties
require just that – confidentiality. Be careful
when discussing Flowserve business in public,
particularly at industry meetings or trade shows.
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Confidentiality agreementsFlowserve often enters into confidentiality agreements with customers, suppliers and other third parties in which it agrees to hold business information in confidence. Be cautious when discussing Flowserve business relationships with outsiders so that you do not disclose non-public information or trade secrets.
Inventions made by associatesInventions made during your employment, which are related directly or indirectly to Flowserve, or the products or services provided by Flowserve, must be immediately disclosed to the company. Subject to local law, inventions either automatically become the property of Flowserve or Flowserve has the right to lay claim to such inventions.
Outside confidential or proprietary information Flowserve does not gather or use non-public competitor information which is proprietary or confidential, no matter how it is obtained, and this type of information should not be used to benefit Flowserve in any way. In some instances, valuable or sensitive information may be obtained in the normal course of business which may need further review. In these cases refer to the “Policy on Gathering Competitor Information”.
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Confidentiality agreements between customers, suppliers and other third parties
require just that – confidentiality. Be careful when discussing Flowserve business in public,
particularly at industry meetings or trade shows.
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Confidentiality agreements between customers, suppliers and other third parties
require just that – confidentiality. Be careful when discussing Flowserve business in public,
particularly at industry meetings or trade shows.
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Confidentiality agreements between customers, suppliers and other third parties
require just that – confidentiality. Be careful when discussing Flowserve business
in public, particularly at industry meetings or trade shows.
For more information, visit the Ethics & Compliance or the Flowserve Policies sections of Passport to review:• ConfidentialandProprietaryInformationPolicy• GatheringCompetitorInformationPolicy
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Community InteractionFlowserve promotes good citizenship and encourages associates to be involved in their local communities. Do not, however, perform these activities during work hours or utilise Flowserve resources.
Political contributionsWhere permitted, as an individual you are free to contribute to causes of your choice. Flowserve funds or other assets, however, may not be contributed, directly or indirectly, to any political party, committee, candidate, or holder of federal, state, provincial or local government office.
In countries where political contributions by companies are lawful, political contributions may be made only with the written approval of the Flowserve chief executive officer.
It is against policy for a Flowserve manager to compel you to make a contribution to any political party, committee or candidate. Furthermore, your status within Flowserve shall not be affected positively or negatively because of participation, or lack of participation, in lawful political activity.
Charitable and community contributionsFlowserve is committed to supporting the communities in which we all live. We encourage associates to do the same. Such activity, however, should not be done during working time or utilise Flowserve resources.
In addition, you should not claim to represent Flowserve in any public function unless specifically requested to do so by Flowserve management.
For more information, visit the Ethics & Compliance or the Flowserve Policies sections of Passport to review the GlobalPhilanthropyandDonationsPolicy.
Consistent communications to investors
and the media is critical. If a reporter
ever asks you a question about a
business-related issue, be sure to refer
him or her to the director of global
communications and public affairs.35
Communications Made on Behalf of FlowserveCommunications from and within Flowserve must be carefully controlled to ensure an accurate and consistent message, and to ensure compliance with disclosure regulations.
Only those whose job responsibilities include communications with the public or the media should represent Flowserve. The director of global communications and public affairs is the principal Flowserve spokesperson. Others may be asked to serve in this role depending on the information being communicated.
Media enquiriesDirect all media enquiries to the director of global communications and public affairs. You are not permitted to comment on behalf of Flowserve to any media representative.
Investor/analyst enquiriesAll questions from investors or financial analysts should be directed to the director of investor relations. You are not permitted to comment on company performance on behalf of Flowserve.
Internal communicationsInternal communications follow similar guidelines as external communications. Direct all questions on internal communications processes or resources to the director of global communications and public affairs. You may also email intercom@flowserve.com.
For more information, visit the Ethics & Compliance or the Flowserve Policies sections of Passport to review:• MediaCommunicationsPolicy• MediaandInvestorRelationsand
DisclosurePolicy
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The policies and guidelines referred to in the Code are applicable to all Flowserve associates. The standards are enforced fairly and without prejudice at all levels and in a manner consistent with the company’s obligations under the law and within established company processes.
The Code is not intended to define all work rules or policies applicable to every company location. Each location may have work rules or policies in addition to those in the Code. You are required to comply with all applicable work rules and policies. You should understand that the provisions in the Code establish only the minimum standard of conduct.
Violation of any of the ethical standards of conduct in the Code is prohibited and may result in disciplinary action or termination. Legal proceedings may be instigated to recover improper expenditures and profits realised by the offending associate and any damages sustained by Flowserve.
Any actual or contemplated conduct that you believe may reasonably constitute a violation of the Code should be promptly reported to your supervisor, local Human Resources representative or the Flowserve
Ethics Hotline. Flowserve takes all reasonable steps to keep the identity of associates about or against whom allegations are brought confidential, unless it has been determined that a violation has occurred or that the company must obtain such information as part of an investigation. Flowserve takes all reasonable steps to keep the identity of anyone reporting a possible violation confidential, unless disclosure is necessary to comply with legal processes or to provide the alleged violator with an opportunity to defend himself or herself.
The acknowledgement of the Code does not establish a right to continued employment with Flowserve. For further information on specific policies for Flowserve functions and divisions, please visit Passport, or ask your supervisor or local Human Resources representative for assistance.
Following this publication, Flowserve may periodically modify or amend the Code. The most recent version is available on Passport or you may obtain a copy from your supervisor or Human Resources representative.
Policy Application, Implementation and Enforcement
For more information, visit the Ethics & Compliance or the Flowserve Policies sections of Passport to review:• GlobalPhilanthropyandDonationsPolicy• CodeofBusinessConductAllegationsor
ConcernsReportingPolicy
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Instructions for the Flowserve Ethics Hotline Where permitted by local law, the Flowserve Ethics Hotline is available anytime through telephone or Internet 24 hours a day, seven days a week.
You may call/access the Flowserve Ethics Hotline anytime free of charge. Information on how to reach the Flowserve Ethics Hotline can be found on Passport and the Ethics Hotline Web page (http://ethics.flowserve.com)
Internet accessVisit http://ethics.flowserve.com or www.ethicspoint.com; enter “Flowserve” in the search field and select “Flowserve Corporation”
Offered in Chinese, Czech, Dutch, English, French, German, Italian, Japanese, Portuguese, Russian, Spanish, Swedish
Telephone options• Use toll free numbers (country-specific) found on Passport, http://ethics.flowserve.com or
www.ethicspoint.com
• Call collect by dialing through an international operator (country-specific access); tell the operator you would like to place a reverse-charge call (collect call) to the United States using +1-503-352-7138; the call will be answered in English.
– Once your call is answered, if they ask who is placing the call, simply state “Flowserve Corporation”.
• Call the direct number +1-503-352-7138 (global access, charges will be applied)
• After you are connected to the Flowserve Ethics Hotline, if you need an interpreter, let the person answering know and it may take 1-3 minutes to arrange for an interpreter.
Appendix
International Access Number (chargeable): (+1-503-352-7138)A complete list of Freephone numbers can be found on Passport or the Flowserve Ethics Hotline Web page.
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InstructionsPlease complete the form on this page, detach and return it to your supervisor or site manager. Please ensure that the identification information from the label below is clearly legible. This information is required for each associate.
AcknowledgementOnline Acknowledgement OptionIf you have a Flowserve email address, you have an option to complete this acknowledgement securely online. You will soon receive instructions via that account on how to complete the acknowledgement process online. You will be asked to provide identification information from it during the acknowledgement process. Please keep this copy of the Code of Business Conduct for your reference.
Signed Form OptionReview the information below, and sign this form as your acknowledgement.
I acknowledge that I have received a copy of the current Flowserve International Code of Business Conduct (the “Code”) and have had an opportunity to ask questions about the policies and practices referred to in the Code.
I understand that it is my responsibility to follow the policies, practices and rules set out in the Code, and that I am required to comply with them.
I understand that the Code is designed to serve as a guide to Flowserve policies and practices in conducting business affairs in an ethical manner. I understand that company policies provide additional detail and are available upon request.
Printed Name:
Signature:
Date:
Please retain a copy of this acknowledgement form for your personal records.
Acknowledgement Form
(Associate name and address label to be attached here)
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Terminology Definitions*Ethical dilemma A situation that may violate local law, the Flowserve Code of Business Conduct, or Flowserve policies.
No-retaliation policy** Flowserve policy prohibits retaliation, or the threat of retaliation, in any form, against an associate who reports in good faith a violation of company policy or any other matter of ethical or legal concern, or for filing, testifying, assisting or participating in any manner in any investigation, proceeding or hearing conducted by Flowserve or a governmental enforcement agency.
Integrity The quality of being honest and having strong moral principles.
Equal opportunity** Employment and staffing decisions are made without regard to race, color, religion, faith, marital status, ethnicity or national origin, age, gender, gender identity, veteran status, sexual orientation, disability, perceived disability, political opinion, family status, or other characteristic prohibited by Flowserve policy or local law.
Discrimination** Treating an associate, vendor, contractor, customer, or other person unfairly, inappropriately, or differently because of a protected characteristic including but not limited to, race, color, religion, faith, marital status, ethnicity or national origin, age, gender, gender identity, veteran status, sexual orientation, disability, perceived disability, political opinion, pregnancy, family status, or other characteristic prohibited by Flowserve policy or local law.
Harassment** Inappropriate behavior which creates an intimidating, degrading, humiliating, or offensive environment, regardless of intent, including sexual harassment, and including verbal, visual or physical conduct, written, electronic or verbal communications, and any other serious misconduct that constitutes a threat to service, production, safety, good order, discipline, and/or causes or has the potential to cause harm to Flowserve or its reputation, or any of Flowserve’s employees, customers, vendors or representatives.
Corporate social responsibility Being good neighbors and contributing corporate citizens in our communities; conducting business in ways that honor our ethical values and respect people, communities and the environment.
Financial integrity Financial reporting that is consistent, above reproach and in compliance with generally accepted accounting principles in the United States and other countries.
Fraud Any intentional or deliberate act committed to secure unfair or unlawful gain or to deprive another of property or money by guile, deception or other unfair means.
Conflict of interest Generally, a conflict of interest may arise when:
• Our position or job responsibilities present an opportunity for personal gain.
• An obligation or situation resulting from our personal activities or financial interests may influence our judgment or actions in the performance of our job duties.
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Terminology Definitions*Bribe An offer or solicitation of payment or goods as part of a transaction.
Kickback A payment made to someone who has facilitated a transaction or appointment.
Transparency Characterized by visibility or accessibility of information, especially concerning business practices.
Insider trading Purchasing, selling, disclosing, relaying or making available, recommending, dissuading or encouraging third parties from purchasing or selling Flowserve securities on the basis of non-public information.
Social media Forms of electronic communication through which users create online communities and share information, ideas, personal messages and other content.
Trade secrets A formula, practice, process, design, instrument, pattern, or compilation of information which is not generally known or reasonably ascertainable, by which a business can obtain an economic advantage over competitors or customers. This is also known as confidential information. Examples include:
• Manufacturing or detail drawings• Manufacturing and engineering processes, data
and techniques• Bills of materials
• Customer/supplier lists• Price lists• Market research• Marketing strategies• Non-public financial information• Personal employee information
Export1. The shipment of a product, software or
technology, including electronic transmission of technical data, from one country to another; or
2. In certain countries, such as the United States, the disclosure of technical data from a citizen to someone who is not a citizen of the same country (e.g., US citizen provides technical data to an Indian citizen while in the United States).
Re-export The shipment of previously imported product, software or technology from one country to another (e.g., shipping a product from the US to India and then shipping the same product from India to Singapore).
* The definitions on these pages are in addition to, and do not replace, definitions in company policies, or as such terms are defined by local law.
** See also the Flowserve Global Equal Opportunity and Respect in the Workplace Policy for a country-specific definition.
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