Our corporate activity is governed by national and local laws and statutes that place a range of obligations on the Bayer Group and its employees throughout the world. Bayer manages its business responsibly and in compliance with the statutory and regulatory requirements of the countries in which it operates.

Bayer expects legally and ethically impeccable conduct from all of its employees in daily business operations, as the way they carry out their duties affects the company’s reputation. By ensuring regular dialogue between employees and their supervisors and providing training courses involving the responsible Compliance Officers, the company endeavors to acquaint its employees with internal codes of behavior and with the numerous statutory and regulatory requirements of the countries where they work that are of relevance to them. This lays the foundation for managing the business responsibly and in compliance with the respective applicable laws.

The Board of Management states in the Corporate Compliance Policy that Bayer is unreservedly committed to corporate compliance and will forgo any business transactions that would violate compliance principles. The Policy also details the organizational framework for corporate compliance and specifies areas in which violations of applicable law can have particularly serious adverse consequences, both for the entire enterprise and for individual employees. The principles set forth in the Corporate Compliance Policy are designed to guide employees in their business-related actions and protect them from potential misconduct. Its core requirements are:

• adherence to antitrust regulations,
• integrity in business transactions and the ban on exerting any kind of improper infl uence,
• the observance of product stewardship and the commitment to the principle of sustainability,
• the strict separation of business and personal interests, and
• the commitment to ensure fair and respectful working conditions across the enterprise.

Employees may contact their respective supervisors or Compliance Officers for support and advice on ensuring legally compliant conduct in specific business situations.

Each Group company with business operations has at least one Compliance Officer. Some foreign companies have several local compliance functions with clearly defined responsibilities for the different business units within the respective companies. The main responsibilities of each local compliance function include:

• providing advice to the operational business units,
• monitoring and assessing risks,
• running or arranging compliance training programs,
• investigating any reports of possible compliance violations and initiating appropriate corrective action, and
• meeting Group-level reporting obligations toward the Compliance Offi cers of the companies in each country.

These Compliance Officers in turn report to the Chief Subgroup Compliance Officers at the Group management companies or to the Group Compliance Officer appointed by the Group Management Board. At least once a year, the Group Compliance Officer and the Head of Corporate Auditing report to the Audit Committee of the Supervisory Board on any compliance violations that have been identified.

The issue of corporate compliance is a permanent part of the performance targets agreed with the members of the Group Leadership Circle (glc). By virtue of their positions, these executives have a special obligation to set an example for their employees, spread the compliance message increasingly within their companies and take organizational measures to implement it.