O u r Va l u e s a n d C o d e o f C o n d u c t

P&G Values and

Code of Conduct
 CEO and Chairman
Letter
P&G Values and Code of Conduct

P
rocter & Gambles reputation does. We all must remember P&Gs values

P
is earned by our conduct: what and policies. We all should ask questions
we say and, more important, of our leaders or responsible staff whenever
what we do; the products we in doubt as to the appropriate course
make; the services we provide; of conduct.
and the way we act and treat others. As
conscientious citizens and employees, we It is in this spirit that we provide this
want to do what is right. For P&G, and publication, P&G Values and Code of
its global operations, this is the only way Conduct. By acting consistently with these
to do business. guidelines, we can each do our part to
assure that P&G earns its reputation as a
To conduct our business with integrity company which conducts its business with
in a lawful and responsible manner, we the utmost integrity.
have to be alert to situations that pose
questions of right and wrong. We need to
have a good understanding of our Core
Values and the laws that are pertinent to A.G. Lafley
the work we do and the decisions we President and
make. And, most important, we must use Chief Executive
good judgment in deciding what course
of action is most appropriate.

This booklet provides sustainable

development guidelines for business
conduct that are based on P&Gs Core
Values and which summarize important John E. Pepper
policies and legal obligations. No single Chairman of
set of rules can provide explicit guidance the Board
for every situation that may be faced by
a complex global Company such as P&G.

Ultimately, P&G relies on every employee to

use good judgment in everything he or she

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 Introduction

P&G Values and Code of Conduct

&Gs guidelines for business conduct

PP flow from our Purpose, Core Values and

Principles. These key elements are of the
utmost importance for the proper conduct and
respect for all individuals in the quest for
P&G Statement
of Purpose
common prosperity. We will provide products
and services of superior
Our Purpose is focused on improving the lives
of our consumers. quality and value that
improve the lives of the
P&G has been built through the character of
its people. That character is reflected in the worlds consumers.
Companys Core Values, which have been
fundamental to our success for more than As a result, consumers will
160 years. Our continued success depends
reward us with leadership
on each one of us doing our part to uphold
these values in our day-to-day work and in sales, profit and value
all the decisions we make, as reflected in our
creation, allowing our people,
operating principles. These principles flow
from our Purpose and Core Values. our shareholders, and the
communities in which we live
While P&G competes hard to achieve
leadership and business success, the Company
and work to prosper.
is concerned not only with results, but with
how those results are achieved. We will never
condone nor tolerate efforts or activities to
achieve results through illegal or unethical
dealings anywhere in the world.

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 P&G Core Values
P&G is its people and the Core Values by which they live.

Leadership Ownership
People
Integrity Passion for
Winning
Trust

P&G People Integrity

We attract and recruit the finest people in We always try to do the right thing. We are
the world. We build our organization from honest and straightforward with each other. We
within, promoting and rewarding people operate within the letter and spirit of the law.
without regard to any difference unrelated to We uphold the values and principles of P&G in
performance. We act on the conviction that every action and decision. We are data-based
the men and women of Procter & Gamble will and intellectually honest in advocating
always be our most important asset. proposals, including recognizing risks.

Leadership Passion for Winning

We are all leaders in our area of responsibility, We are determined to be the best at doing
with a deep commitment to deliver leadership what matters most. We have a healthy
results. We have a clear vision of where we dissatisfaction with the status quo. We have
are going. We focus our resources to achieve a compelling desire to improve and to win in
leadership objectives and strategies. We the marketplace.
develop the capability to deliver our strategies
and eliminate organizational barriers. Trust
We respect our P&G colleagues, customers,
Ownership consumers and treat them as we want to be
We accept personal accountability to meet the treated. We have confidence in each others
business needs, improve our systems and help capabilities and intentions. We believe that
others improve their effectiveness. We all act people work best when there is a foundation
like owners, treating the Companys assets as of trust.
our own and behaving with the Companys
long-term success in mind.

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 P&G Principles We are Externally Focused
We develop superior understanding of
These are the Principles and
consumers and their needs.
supporting behavior which flow
We create and deliver products, packaging and
from our Purpose and Core Values.
concepts that build winning brand equities.
We develop close, mutually productive
We Show Respect for All
relationships with our customers and
Individuals
our suppliers.
We believe that all individuals can and want
We are good corporate citizens.
to contribute to their fullest potential.
We value differences.
We Value Personal
We inspire and enable people to achieve
Mastery
high expectations, standards and
We believe it is the responsibility of all
challenging goals.
individuals to continually develop
We are honest with people about their
themselves and others.
performance.
We encourage and expect outstanding
technical mastery and executional
The Interests of the
excellence.
Company and the
Individual are Inseparable
We Seek to be the Best
We believe that doing what is right for the
We strive to be the best in all areas of
business with integrity will lead to mutual
strategic importance to the Company.
success for both the Company and the
We benchmark our performance rigorously
individual. Our quest for mutual success
versus the very best internally and
ties us together.
externally.
We encourage stock ownership and ownership
We learn from both our successes and our
behavior.
failures.

We are Strategically
Mutual Interdependency
Focused in Our Work
is a Way of Life
We operate against clearly articulated and
We work together with confidence and trust
aligned objectives and strategies.
across functions, sectors, categories and
We only do work and only ask for work that
geographies.
adds value to the business.
We take pride in results from reapplying
We simplify, standardize and streamline our
others ideas.
current work whenever possible.
We build superior relationships with all the
parties who contribute to fulfilling our
Innovation is the
Corporate Purpose, including our
Cornerstone of Our
customers, suppliers, universities
Success
and governments.
We place great value on big, new consumer
innovations.
We challenge convention and reinvent the
way we do business to better win in the
marketplace.

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 Respect of Government
and the Law
P&G Values and Code of Conduct

&G is committed to meeting or responsibility to know and understand legal

PP exceeding all laws and regulations

wherever we conduct our business
activities. The Company expects every employee
to know the laws and policies that apply to
and policy requirements as they apply to their
job, and to notify management when they
believe a violation of law or P&G policies
has occurred.
their P&G activities, and to conduct them
with uncompromising honesty and integrity. Accuracy of Company
Records
Of course, some business activity is not The Companys business records are depended
governed by any law, and some laws and upon to produce reliable and accurate reports
regulations set unacceptably low standards of to management, shareholders, creditors,
behavior far lower than P&G sets for itself. governmental entities and others. Thus,
In these situations, an employee should be able all official records of the conduct of the
to answer yes to the following questions Companys business must be accurate,
before taking action: honest and complete,
without any restriction
Is this action the or qualification of any
right thing to do? kind. This means
Would this action the accuracy of any
withstand public records involves both
scrutiny? factual documentation
Will this action and ethical evaluation/
uphold P&Gs appraisal.
reputation as an
ethical company? The Company does not
condone concealing any
If the answers are not payment by means of
an unqualified yes, we dont do it. passing it through the books or accounts of
third parties, such as agents or consultants.
Compliance with
Laws and P&G Business All P&G operations worldwide must comply
Conduct Policies with all local and national laws relating to the
P&G employees worldwide are expected and accurate and complete maintenance of
directed to comply with all laws and all P&G Company financial books and records.
business conduct policies relating to their P&G
business activities. It is also each employees

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As in their other responsibilities, employees
are expected to be honest, objective and
loyal in the performance of recordkeeping
responsibilities. However, because loyalty
includes never knowingly being a part of any
illegal or unethical activity, there is no
excuse for a deliberately false or misleading
Company record.

Securities Trading
Policies
To ensure fairness and integrity in financial
markets, we do not trade in P&G securities or
those of any other company on the basis of
material, non-public information acquired
through our employment. Material information
is any information that an investor would
reasonably consider important in making
investment decisions. Examples include
knowledge of acquisitions or divestitures, new
product launches or financial information.
Non-public inside information about P&G P&G avoids even the appearance of an
must not be communicated without a antitrust violation. That is why the
legitimate business reason and proper Companys general rule is NO CONTACT
leadership authorization. WITH COMPETITORS. Membership in
trade associations is permissible only if
Antitrust Policy and approved in advance by P&G legal counsel.
Compliance Guidelines
Antitrust laws are designed to prohibit Contact with Government
agreements among companies that fix prices, Officials
divide markets, limit production or otherwise P&G policy is to comply with all applicable
impede or destroy market forces. P&Gs policy laws, rules and regulations relating to lobbying
is that all employees strictly comply with or attempting to influence government
antitrust laws and the competition and officials. Such information provided to
anti-monopoly laws of all countries, states governments must be accurate and interactions
and localities in which they conduct P&G with government officers must be honest and
business. Supervisors and managers are ethical. All activities that might constitute
responsible for ensuring that employees under lobbying or attempts to influence government
their responsibility are aware of and comply officials are first reviewed with subsidiary
with this policy. management and legal counsel.

It is very important for employees to

understand and follow this policy so that

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Political Contributions Transacting International
and Related Policies Business
The Companys basic policy is that P&G funds Managers and employees of P&G affiliates
or resources may not be used to make a political doing business around the world abide by special
contribution to any political candidate or laws and regulations which apply to the
political party anywhere in the world. import and export of products and technical
Exceptions to the Companys basic policy data, as well as the conduct of business with
are allowed only where such contributions non-U.S. entities. We also comply with
are permitted by law and express anti-boycott and international embargo
permission has been given in advance regulations in all locations where we
by P&Gs Chief Executive. do business.
P&G policy does not
permit the use of any
P&G facilities or resources
by employees for political
campaigning, political
fundraising or partisan
political purposes.
A decision by an
employee to contribute
any personal time, money
or other resources to a
political campaign or
political activity must be totally voluntary.

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 Respect in the
Workplace
P&G Values and Code of Conduct

Personal Behavior in the harassment or intimidation because of race,

Workplace color, religion, gender, age, national origin,
citizenship, sexual orientation or disability.
&Gs fundamental policy is that we

PP
Employees are encouraged to bring questions
will treat all of our P&G colleagues or concerns in this area to their management.
with respect. Strict disciplinary action for violations of
this policy will be taken, including
The Company strives to provide a safe, termination of employment.
healthful and productive work environment.
Each employee has a personal responsibility to Additionally, every employee is expected to
other P&G employees and to the Company to perform his or her work in a safe manner, free
help eliminate actions or circumstances which of the influence of alcohol or drugs.
undermine this environment.

P&G policy requires that individuals are to be

considered for employment opportunities on
the basis of merit, as measured against
objective job requirements. Moreover, every
good faith effort shall be made to implement
programs designed to provide equal employment
opportunity to all types of jobs and at all
levels of the work force.

P&G expects each employee to support the

Companys commitment and continuing efforts
toward equal employment opportunity for all.
P&G is committed to compliance with all
applicable laws and regulations relating to equal
employment opportunity, non-discrimination
and similar employee-related matters.

We at P&G recognize the power that comes

from people of diverse backgrounds and
experiences coming together around a common
goal. Our policy forbids any discrimination,

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Child Labor and Worker P&G applies a single performance standard to
Exploitation Policy each of its worldwide manufacturing facilities.
P&G does not use child or forced labor in any This is reinforced by training and mandatory
of our global operations or facilities. We do annual internal audits. Facilities have
not tolerate unacceptable worker treatment, flexibility in how they achieve the standard,
such as exploitation of children, physical so that local circumstances can be considered
punishment or abuse, or involuntary and costs can be controlled.
servitude. We expect our suppliers and
contractors with whom we do business to The Company uses internal audit scores and
uphold the same standards. Should a pattern performance against
of violation of these principles become known a set of critical
to the Company and not be corrected, we will measures to assess
discontinue the business relationship. how effectively sites
are implementing
Wage and Hour Practices the global standard.
P&G pays employees a competitive wage, as These measurements
benchmarked with other leading companies. are endorsed by
Consistent with our principle of valuing Company
personal mastery, we reward employees for management and
improving their skills and capabilities. At a are conducted
minimum, we comply with all applicable wage semi-annually.
and hour laws, rules and regulations, including Overall results are
minimum wage, overtime and maximum hours. reported to senior
management and to
Health, Safety and the Public Policy
Environmental Policies Committee of the
As one of the three legs of sustainability, the Board of Directors.
Health, Safety and Environmental (HS&E)
policies are derived from principles, values, Environmental Quality Policy
legal requirements and regulatory P&G has historically sought, and continues to
requirements. Compliance with the law is seek, to achieve clean, safe, incident-free
a P&G Core Value and it is the single highest operation at all of our worldwide sites. This
priority for the Companys HS&E programs. policy is assured by internally imposed
standards of operation applied worldwide,
The policy is translated into action by which frequently go beyond the letter and the
standards of performance (Mandatory Whats), spirit of those laws and regulations that
standard operating procedures (Mandatory apply locally. This commitment to responsible
How Tos), and current best approaches operation is implemented by the sites
(Voluntary System Guidance), and reinforced by following formal environmental programs
mandatory annual internal audits. A regular supported by professional staff organizations
reassessment of the standards structure in Legal, Engineering and Product Supply.
promotes continuous evaluation of the system
to improve performance.

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P&Gs Environmental Quality Policy, which is Employee Privacy
applicable to all of the Companys worldwide P&G respects employee privacy and dignity.
businesses, states that we will continually We will only collect and retain personal
strive to improve the environmental quality information from employees that is required
of our products, packaging and operations
around the world. To carry out this
commitment at our sites and in all our
operations, it is P&Gs policy to:
Ensure our operations are safe for
employees, neighbors and the environment
surrounding our sites.
Reduce or prevent the adverse
environmental impacts from our operations.
Provide customers with appropriate
factual information about the
environmental impacts from our sites.
Assess our environmental performance with
a focus on continuous improvement. for the effective operation of the Company
Ensure employee understanding and or as required by law. We will keep that
accountability for incorporating information confidential and release it only to
environmental quality into daily business. those who have a legitimate need to know.
Have operating standards, programs and
resources in place to implement this policy.
Meet or exceed the requirements of all laws
and regulations.

Conflict of Interest
Policies
The Company policy regarding possible conflict
of interest is based on the principle that an
employees decisions in the business must be
made solely in the best interest of P&G. In
reaching these decisions, an employee should
not be influenced by personal or family
considerations which might consciously (or
unconsciously) affect his or her judgment as
to what is in the best interest of P&G.

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 Respect in the
Marketplace
P&G Values and Code of Conduct

Product Quality ensure that the best scientific judgment

and objections are reflected in our research
&G is committed to ensuring that and safety conclusions.

PP consumers trust our products for

their superior performance, quality
and safety. All employees associated with the
safety assessment of our products have a
We will meet or exceed all legislative and
regulatory requirements with respect to
product development and labeling.

responsibility to see that the design, execution Communicating with

and interpretation of research meets the the Media
highest professional and scientific standards Providing clear and accurate information to
so that the Company and the consumer are the media and general public maintains
assured of the best possible safety judgments. integrity in our relationships with the public.
Consumer health, safety and well-being are of Because this is so important, all P&G business
utmost concern to us. units have a designated external relations or
communications function responsible for
Of equal importance is the responsibility communicating product information and
of both manager and scientist to ensure that Company positions on a range of issues.
all responsible views are included in the
evaluation of safety data. Managers must
avoid actions which in any way discourage or
tend to suppress the free exchange of views.
As a guide, we administer our product
safety programs by following these principles:

Our products shall be safe for humans and

the environment when used as intended
and under conditions of reasonably
foreseeable misuse.
Our safety testing program must provide
positive assurance of safety for the products
we sell.
Our programs must be based on an
expanding scientific understanding of our
products and their components. Input from
independent experts from both inside and
outside the Company shall be used to

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Commercial Bribery Gifts, Entertainment and
Commercial bribery is illegal and subject to Gratuities
criminal penalties in many countries, We conduct our business on the basis of the
including the United States. Any personal superior value of goods and services we buy
payments or bribes to individuals employed by and sell. Our policy on gifts, entertainment
P&Gs customers or suppliers, or receipt of and gratuities is designed to preserve and
bribes or personal payments by P&G employees maintain P&Gs reputation as a global
is strictly prohibited. Even in locations where enterprise, which acts with integrity and
such activity may not, technically speaking, bases decisions only on legitimate business
be illegal, it is absolutely prohibited by considerations. Receiving gifts, entertainment
Company policy. P&G competition for or other gratuities from people with whom we
business is conducted fairly and on the merits do business is generally not acceptable because
of our products and services. doing so could imply an obligation on the part
of the Company and potentially pose a conflict
We believe in promoting good governance and of interest.
the fair and impartial administration of laws.
It is also, therefore, strictly prohibited to give The Government as a
anything of value directly or indirectly to a Customer
government official in order to influence his P&G products are often purchased by
or her judgment in the performance of governments for use or resale to authorized
official duties. military consumers. P&Gs legal compliance
policy requires strict observance of the laws
Fair Dealing with and regulations which govern the acquisition
Customers and Suppliers of goods and services by governmental entities,
P&Gs success depends on building
productive relationships with our
customers and suppliers based on
integrity, ethical behavior and
mutual trust. P&G recognizes that
our customers have individual
needs and expectations
representing unique opportunities
for mutual success.

The Company bases its worldwide

supplier relationships on
fundamental concepts of honesty,
fairness, mutual respect and
nondiscrimination. P&G encourages
continued supplier support of all
kinds that will enhance our, and their, whether in the United States or in any other
prosperity and build sound, long-term country. It is P&Gs policy that all statements
relationships. and representation to government procurement
officials are accurate and truthful, including
costs and other financial data.

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Fair Competition based on their own quality and performance
We believe in competing fairly because we all and our reputation as a company, rather
benefit from fair, free and open markets. We than by false or deceptive statements
compete strictly on the merits of our products or comparisons.
and services and make no attempts to restrain
or limit trade. Consumer Privacy
The intent of P&Gs Privacy Policy is to create
Specifically, an environment of knowledge, confidence and
trust that encourages consumers to exchange
We never discuss such matters as prices, information with P&G. That environment
pricing strategies, product or marketing
plans, or terms of sale with competitors.
Should a prohibited subject come up during
the course of a trade association or other
meeting, we must leave the meeting and
inform our leadership or legal counsel.
We do not enter into agreements with our
competitors concerning prices, production
volumes, customers or sales territories.
We do not link purchase of one product to
another or compel suppliers to buy from us
to retain their P&G business.
We do not disparage the products or
services of a competitor.
We collect competitive information through
proper public or other lawful channels but
do not use information that was obtained
illegally or improperly by others, including
through misrepresentation, invasion of enables us to better understand and meet
property or privacy, or coercion. their needs, while reflecting our stewardship of
their data.

Advertising/Promotion P&G believes in protecting the privacy of

Policies personal information. We strive to treat
A basic operating principle of the Company information provided by an individual as that
is honesty. Neither deceptive advertising nor individuals, which has been entrusted to
questionable promotional activity can ever P&G. We inform people about the use and
be justified. These are vital tenets of our handling of data they provide us. This
dedication to consumers and essential to includes informing consumers about the
gaining and keeping their continuing loyalty information we collect, what we do with it,
to our brands. and the choices consumers have concerning
further uses of the information.
P&G observes standards of commercial fairness
in devising, using and selecting advertising
and promotions, so our products succeed

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 Respect in Society
and our Communities
P&G Values and Code of Conduct

Community Relations P&G recognizes the importance of improving

the quality of life in our local communities,
&G and its employees have a and we support local initiatives and encourage

PP long-standing commitment to being

good citizens and neighbors in all the
places where we do business around the world.
We believe we have a responsibility to society
employee involvement. P&G has a rich
history of support and a strong commitment
to diversity for a number of worthy organizations.
Our priority lies in the following areas:
to use its resources money, people and education, health and social services; cultural,
energy wisely. We satisfy our commitment civic and environmental; community relations;
through financial support for a wide range of and public policy.
educational, health, social service, cultural,
civic and environmental organizations. This
includes gifts from The Procter & Gamble
Fund in the United States and our operating
companies around the world.

In addition, P&G employees and retirees have

a long tradition of volunteer involvement in
the communities where we live. We lend a hand
to those in need. We pitch in when disaster
strikes. We
support the
arts. We
support
education.
We invest in
our resources
and
ourselves,
through tens
of thousands
of volunteer hours in our neighborhoods
around the world.

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Support of Universal Working with governments and communities
Human Rights to improve the educational, cultural,
P&G is committed to universal human economic and social well-being of those
rights, particularly those of employees, communities.
communities in which we
operate, and parties with
whom we do business. To
that end, P&G practices and
seeks to work with business
partners who promote the
following standards:

Equal opportunity for

employees at all levels
with respect to issues of
race, color, religion,
gender, age, national
origin, citizenship, sexual
orientation or disability;
A safe and healthy workplace protecting
human health and the environment;

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 Sustainable
Development and P&G
P&G Values and Code of Conduct

ustainable development, or

SS
our employees, shareholders and communities.
sustainability, integrates economic This is not to say we are defining
progress, social responsibility and sustainability as business as usual. Instead,
environmental concerns with the objective of we see sustainability as an opportunity to
improving the quality of life for everyone, now address needs that are unmet today needs
and for generations that are driven by the
to come. six billion people on
this planet, which
Over the past several may grow to eight to
years, academics, ten billion in the
governments and next century.
non-governmental
organizations have P&G directly
been evolving their contributes to
views of environmental sustainable
quality to the broader, development by
more holistic concept providing products
of sustainable and services that
development. While improve the lives of
some see this as consumers, whether
inevitably leading in terms of health,
to restraining hygiene or
consumption, we view convenience.
it as an opportunity and stimulus to Through our activities, we also contribute
innovate and to improve consumers lives, to the economic and social well-being of a
while also making important contributions range of other stakeholders, including
to environmental quality, economic employees, shareholders, local communities
development and social issues, particularly in which we operate, and more widely to
in developing countries. regional, national and international
development. So, P&G contributes to
Sustainability aligns very well with our sustainable development both through
Companys Statement of Purpose, which what we do and how we do it, including
describes the synergy among meeting the needs ensuring we address any environmental,
of our consumers, building our sales and economic and social issues associated with
profit, and contributing to the prosperity of our products and services.

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 Notes

P&G Values and Code of Conduct

For further information, please contact:

Corporate Sustainable Development
The Procter & Gamble Company
2 Procter & Gamble Plaza
Cincinnati, Ohio 45202

www.pg.com

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 www.pg.com

This publication was printed on 10 percent

post-consumer recycled paper.

The Procter & Gamble Company

2 Procter & Gamble Plaza 12/00
0013-4912 Cincinnati, Ohio 45202 Printed in the U.S.A.