One Company

One Code of Conduct

The BASF Compliance Program
2 The BASF Compliance Program
Introduction

Dear Colleagues, We therefore expect you to take personal responsibility

for complying with all:
BASF combines economic success, social responsibility and • applicable laws
environmental protection. We do this as one company. • fundamental international standards and
Consequently, our compliance standards are fundamentally • corporate policies and guidelines
the same on a global level and therefore based on one global
Code of Conduct. The BASF Code of Conduct summarizes important laws
and corporate policies that govern the behavior of all BASF
To be successful in what we do and to implement our “We create employees in their dealings with business partners, office
chemistry” strategy, it is essential that each and every member holders, other employees and society. It guides us to make
of the BASF team understands and lives our values: Creative – the right choices; it will, however, not cover every situation you
Open – Responsible – Entrepreneurial. may face. Specific laws and regulations may apply in specific
fields of activity or locations.
Our value “Responsible” states that we strictly adhere
to our compliance standards. What does this mean? Ensuring compliance is an integral part of our daily work. We
must maintain and further develop a genuine culture where
Nothing is more important than our integrity as a company executives act as role models promoting business ethics and
and as individuals. BASF is strictly committed to high standards legal compliance, and where compliant behavior is everyone’s
of legal compliance as well as business ethics and expects all responsibility.
employees to adhere to these standards. Such commitment
must run deeply through the entire organization, as every BASF is committed to give you all the information and support
employee is an ambassador for the company. For us, behavior needed to meet your obligations. If you are in doubt, just ask.
that complies with our standards is of utmost importance. Thank you for your commitment.
There can be no compromises.
Sincerely,
This is not new and, with all due respect, I believe our compliance
system, which has been continuously improved and further
developed since its introduction, has proven itself. Nevertheless,
compliance will always remain a challenge and we must
constantly foster and further develop our compliance culture
on the basis of our values. Kurt Bock
Chairman of the Board of Executive Directors of BASF SE

The BASF Compliance Program 3

4 The BASF Compliance Program
About the Code of Conduct

This Code of Conduct is binding for all employees of the For this purpose, confidential (and in most cases toll-free)
BASF Group worldwide. While it is not intended to describe Compliance Hotlines have been established in all regions of the
every law and internal policy that may apply to you, it world. Messages can also be left anonymously. These cases
defines basic, globally applicable standards of conduct will be thoroughly investigated and handled as confidentially as
and what is expected from you. Please make sure that you possible. BASF strictly prohibits retaliation against any person who
understand the standards of the Code of Conduct as well uses the Compliance Hotline in good faith.
as the respective local laws and corporate guidelines,
and always abide by them and attend all mandatory and
necessary training sessions. Managers are responsible
for supporting their employees in this endeavor.

Violations of the law by just one employee can seriously harm our
company’s reputation and inflict considerable damage, including
financial damage. Our company does not tolerate these violations
and will not protect those responsible for sanctions imposed by the
authorities. Violation of laws, international standards and internal
rules may result in disciplinary action, including termination of
employment, and may be subject to civil or criminal action.

In almost all cases, breaches of the law can be avoided by timely

advice. If you have doubts about the legal or ethical implications
of your own conduct or questions about what is required, you
are requested to seek advice or assistance from your manager,
the relevant department (e.g. human resources, legal or finance
department) or the Compliance Officer. You must also report any
suspected or actual violation of law or company policy. In such Our Chief Compliance Officer
cases, you may also use the Compliance Hotline. is supported by around 100
The contact details for your respective Compliance
Compliance Officers worldwide.
Hotline can be found on the BASF Intranet under
compliance.basf.net/hotline.

You will find more details regarding BASF’s

Compliance Program on the BASF Intranet
under compliance.basf.net.

The BASF Compliance Program 5

Table of Contents

8 Human Rights, Labor and Social Standards

9 Protection of Environment, Health, and Safety

10 Antitrust Laws

12 Corruption

14 Gifts and Entertainment

15 Conflicts of Interest

17 Information Protection and Insider Trading Laws

18 Protection of Data Privacy

19 Imports and Exports

20 Protection of Company Property and Property of Business Partners

21 Money Laundering

22 Amendments to the Code of Conduct

23 Contact

6 The BASF Compliance Program

The BASF Compliance Program 7
Human Rights, Labor,
and Social Standards

BASF seeks to ensure that the conduct of all BASF

employees is consistent with internationally agreed-upon
standards of human rights as well as core labor and
social standards. These standards include the Universal
Declaration of Human Rights, the OECD Guidelines for
Multinational Enterprises and the International Labor
Organisation (ILO) Tripartite Declaration of Principles
Concerning Multinational Enterprises and Social Policy.

BASF is particularly committed to the abolition of all forms of

child and forced labor, the principle of non-discrimination, the
recognition of the freedom to associate, collective bargaining
and social partnership, fair compensation and benefits based
on local market conditions, entitlement to adequate working
hours and paid leave as well as maintaining proportionality in
disciplinary measures and security.
We act in accordance with
BASF is firmly committed to equal employment opportunities internationally declared human
and to compliance with all applicable laws that particularly
prohibit employment discrimination on the basis of age, race,
rights, labor and social standards
color, sex, sexual orientation, gender identity or expression, and adhere to applicable laws
national origin, religion or disability. This policy applies to all within the framework of our
employment decisions, including recruiting, hiring, training, job business activities.
rotations, promotions, pay practices, benefits, disciplinary actions
and terminations. BASF also strictly prohibits sexual harassment
and other workplace harassment. BASF promotes a diverse and
inclusive workplace where all employees must treat each other
with respect and dignity.

8 The BASF Compliance Program

Protection of Environment,
Health, and Safety

At BASF, we drive sustainable solutions and take on Waste must be disposed of in accordance with legal
economic, ecological and social responsibility. We never requirements. If the services of third parties are used for
compromise on safety. Economic considerations do not this purpose, it must be ensured that they, too, comply
take priority over safety, health and environmental with environmental regulations and our corporate standards.
protection.
BASF often goes beyond the minimum requirements of existing
Compliance with all legislation to protect humans and the laws and constantly strives to improve procedures and processes
environment is one of our basic tenets. This applies to our to further minimize our environmental impact and prevent health
products as well as to our processes. risks. However, if incidents or plant malfunctions nevertheless
occur, the relevant corporate units must be immediately and
You are required to deal responsibly with natural resources and comprehensively informed. The goal is to initiate the appropriate
to protect the environment in your area of work. Likewise, the emergency response and damage repair measures as promptly
health and safety of all humans is of utmost importance to and as precisely as possible. Furthermore, these units must
BASF. According to the principle of Responsible Care, we act immediately communicate with governmental authorities and
responsibly to protect and preserve our employees’, neighbors’ provide the information required by law. Where necessary, the
and business partners’ health. Each employee is responsible for units responsible for environmental protection must also exercise
working safely at all times and must comply with all applicable their duty to warn and inform the neighborhood.
environmental and occupational health and safety laws and
regulations, as well as with the corresponding corporate policies Employees who report such incidents in good faith need not
and rules. All managers have the duty to instruct, supervise and fear any retaliation. On the contrary, omitted, delayed or
support their team in living up to this responsibility. In areas incomplete reports are not in the company’s interest.
where no express regulations or corporate policies and rules
exist for environmental protection and occupational health and
safety, you must make your own decisions based on common Each employee shares in the
sense, in consultation with your manager where necessary. responsibility to protect human
Air, water and land may be used for industrial purposes only
beings and the environment in his
within the framework of approvals granted by the relevant or her area of work.
authorities. The same applies when erecting and operating or
modifying and extending production plants. Every unauthorized
release of substances must be avoided.

The BASF Compliance Program 9

Antitrust Laws

Our policy is to promote fair competition. We therefore These comprise, for example, agreements on prices, collusion
require all employees to strictly abide by all applicable on tender bids, allocation of customers, terms of sale or
antitrust laws. procurement, production or sales quotas, or carving up
geographical markets.
Violations are subject to severe sanctions and fines and may
lead to the invalidity of the affected agreement. Not only agreements, i.e., express contractual arrangements,
but also concerted action resulting from a sequence of unilateral
Agreements between competitors declarations (e.g., announcements of price increases aimed at
Agreements and concerted practices between competitors triggering the same reactions from competitors) are prohibited.
(“horizontal agreements”) are prohibited if their objective or
effect is to prevent or restrict competition.

10 The BASF Compliance Program

Any direct or indirect exchange of information between Abuse of a dominant market position
competitors (which can include non-exclusive distributors) is Due to its market position in many product areas, BASF is often
prohibited, such as information on customers, pricing, costs, subject to specific rules. In principle, the abuse of a dominant
salaries, terms of sale, methods of distribution, market shares, market position is prohibited in the E.U., the United States, China
production volumes, bidding or strategies (business and and other countries, although with minor differences, and subject
research strategies, for example). to the imposition of fines or the invalidity of the respective
agreements. Such abuse can, for example, be different treatment
In the course of contact with competitors, you must always of customers without good cause (ban on discrimination), refusal
ensure that no information is accepted or given which permits to supply, selective supply, imposition of inadequate purchase/
any conclusions regarding the present or future market conduct sales prices, and conditions or tie-in arrangements without
of the information-providing party. justification for the additional service demanded.

In case of horizontal agreements, the strict regulations of the The definition of a dominant market position, as well as the
European antitrust law must be complied with worldwide, limits within which a given conduct is permissible, depend on
irrespective of local laws that may be less strict or non-existent. the circumstances of the individual case. Furthermore, there
are different rules in different jurisdictions. Therefore, local laws
Vertical Agreements prevail and must be checked.
Many types of vertical agreements, i.e., arrangements and
agreements between suppliers and customers or patent holders In case of doubt in connection with antitrust laws or the
and licensees, are forbidden in the E.U., the United States and permissibility of a certain behavior under such laws, you are
other countries, and may lead to the imposition of fines or the requested to consult your manager or the legal department
invalidity of the respective agreements. at an early stage.

These include restrictions of the customer’s freedom to set prices

and conditions of supply with respect to their business partners Our policies towards antitrust
(geographical, customer or application restrictions), certain laws cover agreements between
most-favored-customer clauses, exclusivity such as total
requirement or exclusive supply, as well as non-competition.
competitors, vertical agreements,
and the abuse of a dominant
In many cases, the permissibility and, as a result, effectiveness market position.
of a restraint will depend on the duration and intensity as well as
the market position of those involved.

Furthermore, there are differences in the permissibility of vertical

restraints in different jurisdictions. Therefore, unlike horizontal
restraints, local laws prevail and must be checked.
The BASF Compliance Program 11
Corruption

All our business partners, in particular our suppliers, We require all employees to inform their manager if a business
customers, joint venture partners, contractors and partner or governmental official offers or demands any
distributors, must be dealt with fairly. BASF expects the personal benefits.
same from its business partners. Our relations with all
business partners shall be based solely on objective criteria, Furthermore, “facilitation” or “grease” payments (i.e., small cash
in particular quality, reliability, competitive prices, as well or non-cash benefits to office holders to facilitate administrative
as compliance with environmental, social and corporate procedures or official acts, e.g., customs clearances, to which
governance standards. Anti-bribery laws in most countries the company or the individual is entitled) are not allowed. If,
of the world prohibit bribes to domestic and foreign however, the refusal to make facilitation payments would put
governmental officials and employees and representatives your personal safety at risk, you may make such a payment
of domestic and foreign companies in the private sector. but must inform your manager thereafter.

BASF is strictly committed to fighting any kind of corruption.

Therefore, BASF prohibits its employees, agents, and other third Never accept or offer any
parties acting on BASF’s behalf from engaging in any form of benefit that could be construed
bribery. While dealing with business partners or government
officials, they must never demand or accept anything of value
as an attempt to influence or
(e.g. cash, gifts, entertainment or any other personal benefits) induce business decisions.
which could be construed as an attempt to influence or induce
business decisions. Likewise, employees of other companies
or government officials must never be promised or granted any
personal benefits with the intent to obtain or retain business or
to gain any improper advantage for BASF.

12 The BASF Compliance Program

The BASF Compliance Program 13
Gifts and Entertainment

Gifts and invitations in business are generally handled Specific gift policies – in due consideration of the principles
much more restrictively today than some years ago. above – may exist in your country or unit (e.g., procurement).
We explicitly welcome and support this development. In case of doubt, you are requested to consult your Compliance
Officer or the legal department.
Consequently, gifts, business meals or entertainment are to
be given or accepted only if intended or understood as simple
business courtesies which are consistent with customary Only accept gifts, business
business practices and which from the outset rule out any meals or entertainment if they
influence on a business decision or an official decree. This
also applies to gifts, meals or entertainment given or accepted
are understood to be simple
in the course of professional business events or conferences. business courtesies.

If inappropriate gifts cannot be tactfully refused, they should be

accepted. In that case, the manager must be informed thereof and
shall decide on the further treatment (e.g., a donation to charity).

Offering, granting, demanding or accepting cash or cash

equivalents is never appropriate.

In most countries, gifts and invitations of a certain value are

considered taxable benefits. You must make sure that the
applicable tax law is strictly adhered to. If in doubt, you are
required to consult your manager or the tax department.

14 The BASF Compliance Program

Conflicts of Interest

You are expected to act in the best interests of our Each employee must inform his manager of any existing or
company and to safeguard its reputation by avoiding potential conflict of interest and seek a solution together with
conflicts of interest. Personal relationships or interests the manager to avoid, or at least minimize, the conflict of interest.
must not affect business activities. This means that you
must not create or maintain personal interests, which may
pose, or appear to pose, a conflict with the interests of Employees’ private interests and
BASF or which might influence, or appear to influence, the interests of the company must
your judgment in the performance of your duties.
be strictly segregated. If you are in
You should, for example, avoid any investment, interest, association, doubt, just ask!
or activity that may cause others to doubt your fairness, integrity or
ability to perform your duties objectively.

The BASF Compliance Program 15

16 The BASF Compliance Program
Information Protection
and Insider Trading Laws

Any non-public information about BASF that, if disclosed, As an employee, you may have access to material, non-public
would be detrimental to the company, or would give information about BASF or the affairs of a third party which, if
someone an unfair business or personal advantage, is disclosed, could impact the value of publicly-traded securities,
confidential property of the company. Inventions, patents in particular the BASF share. Insider trading laws prohibit making
and expertise are particularly important for the long-term personal use of such information and/or disclosing it to third
success of BASF. You must always keep confidential parties, including friends or family. Examples include information
information secret and protected against unauthorized relating to the intended sale of substantial parts of the company,
access by third parties. You must also not exploit your the acquisition or merger of businesses, undisclosed data on
knowledge of such information for your personal gain or profits or particularly promising research results.
the benefit of a third party. This also applies to confidential
information disclosed to you by third parties. Individual criminal and civil liability may result from the violation
of applicable insider trading laws.
You must comply with applicable policies and guidelines, e.g.,
the minimum requirements of information protection and the
guidelines on the use of intranet, internet as well as external If you are unsure what constitutes
social media. If you are unsure what constitutes proprietary proprietary information, you
information, you should consult your manager, the competent
information protection officer or the legal department.
should consult your manager, the
competent information protection
officer or the legal department.

The BASF Compliance Program 17

Protection of Data Privacy

BASF is committed to respecting the privacy and integrity

of its employees and its business partners. We adhere to
strict standards when processing our employees’ personal
information and our business partners’ data. All personal
data collected and held by BASF will be processed fairly,
transparently, carefully and in compliance with the locally
applicable data privacy laws.

Access to personnel records is restricted to BASF employees

and agents who have appropriate authorization and a business
need for that information. Confidential employee information shall
not be disclosed to anyone outside the company without proper
authorization or unless required by law.

In case of any doubt, you must consult the Data Protection

Officer or the legal department.

We value and protect data privacy.

Personal data is collected and
processed only for legitimate
business reasons in full compliance
with the locally applicable data
privacy laws.

18 The BASF Compliance Program

Imports and Exports

Various national and international trade laws restrict or substances are particularly important to our company. Therefore,
prohibit the import and export of products or services none of our employees must buy, produce or sell chemicals or
that BASF sells. These restrictions are based not only on other substances if this violates these regulations. Without an
the nature of the product, but also on the country of origin express permit from the relevant authorities and the voluntary
or destination and, sometimes, even on the identity of the declaration of final destination required by BASF for certain
customer (embargo). Similar restrictions may apply to the products, no substance or technology subject to legal control
export of technology and software. Country-specific or voluntary self-monitoring by BASF may be exported or sold.
embargoes are in place for certain countries. Where required by law, products must be kept under lock and key.

No person or company subject to the jurisdiction imposing an

embargo may participate or assist in the import or export of All employees must comply with
goods or services from or to a country, its citizens or residents the control regulations when
subject to an embargo.
buying, producing or marketing
In addition, the provisions of the Chemical Weapons Convention goods or when transferring or
and the laws and international conventions regulating trafficking acquiring technology.
and dealing in narcotics, psychotropic substances or addictive

The BASF Compliance Program 19

Protection of Company Property
and Property of Business Partners

You are required to handle company property in a

responsible manner and to protect BASF assets against
loss, damage, theft, abuse and unauthorized use.
Company property also includes intangible assets such
as proprietary knowledge, intellectual property rights
and copyrighted material.

Company computers and other equipment are furnished for

work, not for personal use. Accordingly, you should only load
software onto them that has been properly licensed.

Without the express consent of the relevant unit, company

property may not be used for private purposes or removed
from the company’s premises.

All employees must comply with the relevant corporate policies

covering the protection of company property.

Handle company property

with care.

20 The BASF Compliance Program

Money Laundering

Money laundering means the introduction of assets (not Where questionable financial transactions involving transfers
only cash) originating from criminal offences into the of cash or cash equivalents are requested, prior review by
regular financial and economic cycle. Money laundering and approval from your treasurer is required.
is a criminal offence in the Member States of the E.U.,
the United States, China and various other countries.
Be aware of potential questionable
No employee, either alone or in collaboration with third parties, financial transactions and ask for
may take measures that violate applicable regulations on
money laundering.
clarification.

The BASF Compliance Program 21

Amendments to the Code of Conduct

BASF SE’s Board of Executive Directors is responsible for

approving and issuing the Code of Conduct. The Code of Conduct
will be periodically reviewed by BASF SE’s Chief Compliance
Officer and legal department to determine whether revisions are
necessary in light of changes in the law, and to ensure that our
employees meet the high ethical and legal standards we expect.
BASF SE’s Board of Executive Directors will be responsible for
approving any revisions to the Code of Conduct.

22 The BASF Compliance Program

Contact

The contact details for your respective Compliance Hotline can be

found on the BASF Intranet under compliance.basf.net/hotline.

You will find more details regarding BASF’s Compliance Program

on the BASF Intranet under compliance.basf.net.

Further Information on the BASF Internet under

www.basf.com/code-of-conduct.

The BASF Compliance Program 23

COM/CC 1302 E 3rd Edition

BASF SE
Communications & Government Relations
BASF Group
67056 Ludwigshafen, Germany
Phone: +49 621 60-29052
Fax: +49 621 60-40602
E-Mail: [email protected]