Wlat Disney Code of Ethics - Responsabilidad Social Empresarial Part 1

Who is Required to Follow the Standards 1 We do what’s right and take responsibility for our actions to protect our guests, our audiences, our consumers and our shareholders. Our Standards apply to all Cast Members and employees (including temporary, parttime and seasonal employees) as well as others who are identified with our Company as acting on its behalf. Integrity: Our Standards Why We Have Standards of Business Conduct The connection we share with people around the world through the content, entertainment and experiences we offer is a privilege, one we must never take for granted. We recognize that our continued success depends upon a commitment to conduct business with honesty, integrity and in compliance with the law everywhere we operate. Our Standards of Business Conduct (or “Standards”) are a reflection of that commitment and provide you with the information you need to do the right thing on the job and preserve the reputation we have earned as an ethical company. Keep in mind, no document can address every situation you may possibly face in your everyday work. We rely on you to use these Standards as well as your good judgment to guide your behavior and to ask questions if you are ever unsure of the proper course of action. For more information regarding the Company’s ethics and compliance policies, including the Standards of Business Conduct, you may visit www .disneyglobalcompliance . com What the Standards Mean for You As a Cast Member or employee, you have a responsibility to: • Act with integrity and honesty on the job. • Comply with all applicable laws and regulations in performing your duties. • Be familiar with the Standards, follow them at all times and seek help when you have a question. • Share concerns about any conduct that violates our Standards. We are committed to compliance with our Standards. Anyone who violates them is subject to disciplinary action, up to and including termination. Remember, one of the best resources for solving an ethical dilemma is your conscience. If an action you’re contemplating feels dishonest, unethical or illegal, it probably is. If you are a supervisor, you have a greater level of responsibility. We look to you to model ethical behavior and promote a workplace where Cast Members and employees feel comfortable coming forward with concerns and questions. Our Company “Yesterday,my supervisor asked me to do something that violates our Standards. I’m not sure what to do ….” You have a responsibility to comply with our Standards, even if your supervisor asks you to do otherwise. No one – not even your supervisor – has the authority to tell you to do something illegal or unethical. Talk to someone else in management or contact your Human Resources representative, The Guideline or the Legal department for help. Not sure? Ask yourself: • Is it legal? • Does it comply with our Standards? • What would someone I respect say about my actions? is committed to open, free and effective channels of communication, so promote an “open door” policy, be a good listener and work to earn the trust of your co-workers. Make sure you are familiar not only with the Standards but also with the specific laws and policies that apply to you and your team. Our Standards may complement other policies, procedures and our employment agreements. If you or anyone on your team encounters an inconsistency or conflict, seek the help of your supervisor or Human Resources representative or The Guideline. Asking Questions, Sharing Concerns: The Guideline One of our greatest assets is our reputation. We’re known for operating with high ethical standards everywhere we do business. Our continued success depends, in part, on your commitment to doing the right thing and speaking up if you see or suspect someone is violating our Standards. You have the right and the responsibility to protect our Company from conduct that can threaten our day-to-day operations, our reputation and our future growth. If you ever have questions about our Standards or Company policies or if you see or suspect a violation, we rely on you to share them with your supervisor, your Human Resources representative or The Guideline. Available anytime night or day, The Guideline is operated by an independent, third-party company located in the United States and allows you to submit an online report or share your concerns in your own language with a professional interview specialist. Reports are accepted anonymously where permitted by law. Regardless of whom you contact, you may be assured that your concerns will be addressed promptly and fairly. Our Company does not tolerate any form of retaliation (including separation, demotion, suspension or loss of benefits) against anyone who makes a good faith report of potential misconduct or helps with an investigation. We want you to be free to ask questions and raise issues without fear of retaliation, secure in the knowledge that you did the right thing in coming forward. Sometimes, it may seem easier to keep quiet or look the other way when someone violates our Standards, but doing nothing can, in itself, result in serious consequences. When you speak up about unethical and illegal behavior, you’re saying that an honest and ethical workplace matters to you. The Guideline offers a way for you to: • Share concerns about questionable activities • Report known or suspected acts of financial misconduct or other violations of our Standards • Ask for guidance on any business conductrelated issue “I have an issue that I’d like to discuss with someone in Human Resources, but my supervisor told me that all issues should be discussed with her first. Is that right?” It’s a good idea to discuss issues and concerns with your supervisor first, but if, in a particular situation, you feel uncomfortable doing so, you are free to contact another member of management, your Human Resources representative or The Guideline. every product and service we deliver and every interaction we share. That means being courteous, knowledgeable and passionate about providing a high-quality experience to all of our guests and customers. It also means creating products and services that we are proud to identify as ours. 2 We are committed to our guests and our customers – they are the reason we are here. Trust: Our Commitment to Guests and Customers Safety Promoting the health, safety and welfare of our guests and customers is a critical responsibility – one that should never be ignored, minimized or sacrificed. All of us share the responsibility of helping to make guests safe and secure. Do your part to meet our high standards, whether you are designing, building, operating or maintaining our Company attractions, products or facilities. Remember, the commitment you make preserves not only the safety of our guests and customers but also a safe workplace for your fellow Cast Members and employees. Quality We are recognized as providers of high-quality content, entertainment and experiences of all kinds, including films, television programs, news and information, theme park attractions and resorts, online experiences, consumer products and stores. Each of us has a responsibility to build quality into Protecting Privacy In compliance with data privacy laws, we work to keep personal data private. Personal data includes any information that directly or indirectly relates to a person; for example office e-mail addresses, telephone numbers, images, credit card information, etc. You are expected to follow all Company policies as they relate to handling and retention of the information. If you work with personal information as part of your job, use it only for legitimate business reasons and in compliance with all applicable privacy notices or policies. There are strict rules about collection of personal information for marketing purposes – if you’re not sure what is permissible, ask. Breaches of data privacy can expose you and the Company to legal penalties and harm the reputation we’ve earned as an ethical company. "... build quality into every product and service we deliver and every interaction we share." Be sensitive when sharing personal information. Personal information regarding guests or customers should never be disclosed to anyone, except as permitted by law and by the Company. Before sharing personal information with anyone – inside or outside of the Company – make sure the recipient is authorized to receive the information, that he or she knows the information is confidential and understands how the information is to be used or disseminated and that it is legally permitted to share that information. You should contact the Legal department if you have any questions. Limit the amount of information shared to only what is needed to accomplish the business requirement. Be sure to obtain a confidentiality or privacy agreement, if required, before disclosing personal or confidential information to individuals outside of our Company. Want to know more? Information Security Policies and Standards Cast Members and employees are made fairly, with discretion and respect for privacy. A Diverse Workforce 3 We work together to protect the heritage we have built as a company with high ethical standards. Teamwork: Our Commitment to Each Other Fairness, Dignity and Respect Our Cast Members and employees are the cornerstone of our magic. We are committed to a work environment where everyone is afforded the dignity and respect that they deserve. We don’t allow any form of harassment or discrimination on the basis of race, religion, color, sex, sexual orientation, gender identification, national origin, age, marital status, covered veteran status, disability, pregnancy or any other basis prohibited by applicable law. If you see or suspect any violation, or feel you, yourself, are a victim of harassment or discrimination, promptly report it. For more information, please consult the Employee Policy Manual or, if you work for Pixar, the Pixar Employee Handbook. We promote professional development. We are also committed to offering opportunities for Cast Members and employees to develop and advance professionally, in a manner consistent with their abilities. Any decisions related to hiring, evaluating performance, promoting, disciplining or terminating Each of us is a valued member of the team. We embrace our multicultural workforce and tap the unique talents and potential of every Cast Member and employee to create superior products and services. To foster diversity, we: • Seek to attract and develop a workforce that reflects the guests and customers, business partners, shareholders, labor markets and communities in which we do business. • Maintain a workplace that offers open opportunities to all, recognizing individuals for their experience, performance, training, work history and potential. “I overheard a co-worker use insulting language when referring to someone on our team. What should I do?” Language that is disrespectful of a person’s race, religion, color, sex or any other protected class doesn’t fit in a workplace that values diversity. If you feel comfortable doing so, say something to your co-worker to express your concern. If you don’t, speak to your supervisor, your Human Resources representative or call The Guideline. "Each of us is a valued member of the team." 4 Protecting our reputation requires a commitment to truth and high standards in everything we do. Honesty: Our Commitment to the Company and our Shareholders Conflicts of Interest Our business is built on public trust and confidence and an expectation by guests and customers that they can depend on our products and services. To deliver our very best, each of us has an obligation to make objective decisions on behalf of the Company and avoid situations where a conflict (or apparent conflict) exists between the Company’s interests and our own, personal interests. It’s impossible to list all of the situations that could present a potential conflict of interest, but there are certain situations where conflicts often arise. It’s important that you are familiar with these situations, recognize a potential conflict when you see one and take the appropriate action. Doing business with family can present a conflict of interest. Even if you work to remain objective in your business dealings, the fact that you share a personal relationship or financial interest with someone or a company can create the appearance of a conflict of interest. As a result, you may not conduct business on behalf of our Company with a member of your immediate family or with a company in which you or a member of your immediate family has a financial interest, which is defined as any paid relationship or arrangement (for example as an agent, representative, employee, promoter, consultant or “finder”) with a business or any ownership interest (of stock, partnership, interest, etc.) other than not in excess of 5 percent of a publicly-traded entity unless you obtain approval from the Management Audit department. What about situations where you are not actually conducting business yourself with a member of your immediate family or a company owned by an immediate family member, but you are in a position to influence or affect our Company’s business relationship with that person or company? If you or a member of your immediate family has a material financial interest in a company that is or wants to do business with our Company, you must disclose that information to the Management Audit department as soon as you become aware of it. Don’t ask others to do something you are prohibited from doing. If you are a supervisor, you may not allow (or direct) any employees you directly supervise to conduct business with you or members of your immediate family or companies in which your immediate family has a financial interest, unless approval is obtained from the Management Audit department. In situations where employees you indirectly supervise are conducting or intending to conduct business with a member of your “When my department hosts special events, my team puts me in charge of catering because my daughterin-law owns a local restaurant that provides great food at a discount. Is that okay?” No, even if the restaurant offers a great meal at a great price, selecting your daughter-in-law’s business without prior approval from the Management Audit department may give the appearance that we chose her business because of your family connection. “To make some extra money, I’ve started my own Internet business on my home computer. Is that okay?” It’s always best to check with your supervisor but, in general, as long as the business doesn’t compete with the Company’s business, use Company assets or interfere with your ability to do your job, it is acceptable. immediate family or company in which you or your immediate family has a financial interest, you must disclose the situation to the Management Audit department as soon as you become aware of it. Be careful in working for or investing in other companies. Working for or having a material financial interest in a company that competes with our Company can present a conflict. A conflict can also arise if you work for a company that has no association with ours but your work interferes with the time, talent and energy you bring to the work you do for our Company. Therefore, if you are considering investing in such a company, starting your own business or accepting a second job, talk to your supervisor to make sure there is no conflict. If you have questions about investments and possible conflicts, contact the Management Audit department. Are you involved in decisions regarding our Company and a financial institution? If you play a role in establishing or managing a relationship between our Company and any financial institution, you may not enter into any transaction with – or receive any benefit or opportunity from – the institution that isn’t generally available to other customers or clients. This policy also applies to members of your immediate family or a business where you or your family have a material financial interest. Gifts, Entertainment and Hospitality The exchange of gifts is often a common business practice and one that can build goodwill among companies with which we do business, but when gift-giving becomes lavish or frequent, it can suggest something improper. That’s why we have policies in place to help you determine what’s appropriate – and what’s not – in terms of giving or receiving gifts. Our policies are designed to: • Comply with the law and, when giving a gift, comply with the company policies of the person receiving the gift. • Make sure our success is based on the merits of our products and services, not gifts we give or receive. • Promote transparency – we don’t engage in any activity that would compromise our professional judgment or suggest favorable or preferential treatment. What is a “Gift”? A gift is anything of value. It includes tangible items such as jewelry and art, but also intangible items such as discounts, services, loans, favors, special privileges, advantages, benefits and rights that are not available to the general public. A “gift” also includes meals, entertainment, hospitality, vacations, trips, use of vacation homes, tickets to sporting or music events, golf outings, vendor familiarization trips and use of recreational facilities. Under no circumstances should you ever solicit a gift from any person or company that is doing – or seeks to do – business with us unless it is for charitable purposes and no employee or Cast Member receives any benefit. Note that meals, entertainment and hospitality may also qualify as a gift. "… Disney’s success is based on the merits of our products and services, not gifts we give or receive." Giving gifts: What’s our policy? Offering gifts to win or keep business is unethical and, in many cases, illegal. Be sure you understand the rules and ask questions if you’re ever unsure about whether a particular gift is okay. In general, you should never give a gift that: • Is (or could reasonably be perceived to be) an inducement to do business with our Company • Would be considered excessive under the circumstances • Would violate our Company policies or those of the recipient • Would be contrary to the interests of our Company • Is, in fact, different from what you reported either to us or to others In addition, if you are located in the United Kingdom, work for a Disney entity that is subject to U.K. law, or are otherwise subject to U.K. law you must obtain approval from your immediate manager before giving any gift in connection with any business relationship. Accepting gifts: What’s our policy? From time to time, you may be offered gifts from a person or a company that does – or seeks to do business – with us. Use the following information to guide your decision-making and ask for help if you are ever unsure of the proper course of action. Note that this policy applies whether you are personally offered a gift or if a gift is offered for the benefit of a specific group or department at the Company (including as a prize to be distributed at a party or event). • Gifts worth not more than US$75: In general, you may accept a gift as long as the total value of all gifts received from such person or company does not exceed US$75 in value in any one calendar year. Keep in mind gifts of cash or cash equivalents such as checks or gift cards that can be converted to cash are never acceptable. • Gifts greater than US$75 but less than US $500: Gifts within this range are subject to our “ordinary course of business” test. Ask yourself: - Would the gift be considered customary given your job duties, job title and seniority? If the gift was reported in the media, would others think favorably of you? Of our Company? - Would the gift complement or enhance a business relationship? For offers of hospitality or entertainment, is the person extending the offer going with you? If the answers to these questions are “yes,” based on your good faith assessment, you may accept the gift without notifying the Management Audit department. In addition to the other requirements of this policy, if you are located in the United Kingdom, work for a Disney entity that is subject to United Kingdom law, or are otherwise subject to U.K. law you must obtain approval from your immediate manager before accepting any gift whose fair market value exceeds US$75. “One of my vendors routinely provides me with tickets to a professional football game – is that a violation of our gift policy?” Use the “ordinary course of business” test. Let’s assume the gift is customary given your position at the Company. Ask yourself: Does the gift complement or enhance my business relationship? Certainly, if the vendor just passes the tickets on to you and does not attend with you, the event clearly does not offer an opportunity to build upon your working relationship. In that case, you should either: return the gift to the vendor with a polite letter that references our policy or accept the gift but write a check to the Company for the amount by which the fair market value of the tickets exceeds US$75 (generally, the fair market value will be determined by Management Audit and the proceeds of the check will be used by the Company for charitable purposes). If the gift fails the “ordinary course of business” test, you must either: (1) return the gift letting the giver know that it is against Company policy to accept it; (2) give the gift to the Company so it may be either donated to charity or otherwise disposed of; or (3) keep it and write a check to the Company for the amount by which the fair market value of the gift exceeds US$75, which will be used by the Company for charitable purposes. • Gifts greater than US$500: If you are offered a gift that you, in good faith, believe meets the “ordinary course of business” standard but exceeds US$500 in value, you have the option to refuse or accept the gift. If you decide to accept it, you must notify the Management Audit department within 15 days of receipt. They will review the gift and determine whether it was, in fact, within the “ordinary course of business.” If Management Audit determines it was not, you will be required to pay – or make a charitable donation through the Company equal to – the amount by which the fair market value of the gift exceeds US$75. • Meals: Meals are not subject to a dollarvalue limit as long as they meet the “ordinary course of business” test. Good working relationships are important to our business, but use good judgment and be careful to avoid even the perception of something improper. Gift Decision Tree Can I Accept It? Is the gift worth more than US$75? NO You may accept it as long as it’s not cash or a cash equivalent and the combined value of gifts from the giver is less than US$75 in one calendar year. YES Does it pass the "ordinary course of business" test? YES NO Is its value more than US$500? NO You may accept it as long as it's not cash or a cash equivalent. If you are covered by U.K. law, you must obtain your immediate manager's approval before accepting the gift. YES Either: 1. Refuse it or 2. If covered by U.K. law, obtain your manager's approval and 3. Notify Management Audit within 15 days for "ordinary course of business" determination. You may: 1. Return it. 2. Give it to Disney for donation or other use. 3. Keep it and pay difference > US$75. Note that : 1)Gifts of cash or cash equivalents may never be accepted, and 2)Meals in the “ordinary course of business“ are not subject to a dollar value limit. This is a general framework for decision-making. Keep in mind, we never accept any gift if it would compromise our professional judgment or suggest favorable or preferential treatment. Contact the Management Audit department regarding any questions or concerns regarding Disney’s gift policy. Gifts and Anti-corruption Compliance In addition to the requirements for accepting or receiving gifts stated in this document you must also be mindful of the Company’s Anti-corruption Policy which is available at www.disneyglobalcompliance.com. Please note that any gift – including meals, entertainment, and hospitality – given to a “government official” (which term is defined in the Anti-corruption Policy) that is worth more than $20 USD, or a meal that cost more than $100 USD per person, must be approved in advance by the Legal department or the Company’s Chief Compliance Officer. Your business segment may have more stringent requirements so check with your local legal department for further guidance. Know your obligations as they relate to customers and licensees. Treat others as you wish to be treated. Understand the policies and standards that are applicable to our Company. Don’t misrepresent the characteristics or capabilities of our products or recommend products or services that don’t meet a customer’s needs. Be careful when collecting information about competitors, customers and vendors. You have a responsibility to comply with Company policy in gathering competitive information in the marketplace. Although the standard for what is acceptable and what isn’t may vary from country to country, the Company prohibits certain practices that are always improper as follows: Vendors, Suppliers and Customers Be fair and ethical in purchasing decisions. If you purchase products or services for the Company, put the Company’s interests first and seek to obtain the maximum value for the money spent consistent with Company policy. You must also comply with the Company’s competitive bidding policy. Treat all vendors fairly, honestly and courteously. Avoid unfair buying tactics and favoritism, and never take unfair advantage of any vendor through manipulation, concealment, misrepresentation of material facts or any other unfair practice. We are committed to having our suppliers reflect the same diversity that we seek in our workforce. Work to identify minority and women-owned business enterprises, and evaluate them in accordance with their qualifications. • Theft • Blackmail • Wiretapping • Bribery • Trespassing • Industrial espionage • Receipt of stolen property • Asking or inducing someone to disclose information that is confidential regarding a current or former employer. (Note that collecting information for newsgathering purposes is governed by other policies set forth elsewhere.) In addition, collecting information by misrepresenting facts, employee identity or Company affiliation is also prohibited without the prior approval of the Company’s General Counsel. “I found a vendor’s confidential five-year plan in one of our conference rooms. What should I do?” Do not read the information or share it with others. Deliver the plan promptly to the Legal department for follow-up. If you find you’re in possession of information that may have been obtained unethically or illegally, or if you’re ever in doubt about whether a particular practice for the collection of information is proper, contact the Legal department or The Guideline. Protecting Company Assets “I have a friend who is starting a new business and has asked me for a list of customers who might be interested in her services. Is that okay?” No, our customer lists are private and should never be shared with anyone outside our Company (or with anyone inside our Company who does not need the information to do his or her job). Our assets – whether information, physical, financial or technology assets – are essential to operating our Company successfully. As a Cast Member or employee, you have a responsibility to use them only for legitimate Company business and safeguard them against theft, loss, waste or abuse. Never use opportunities you discover through the use of Company assets for your personal gain. Confidential information is protected nonpublic information you may be exposed to as part of your job and can relate to our Company, guests, customers, vendors or other Cast Members and employees. It represents one of our Company’s most valuable assets and should never be used for your personal benefit or disclosed to others inside or outside of the Company who don’t have the right to it – and the need for it – to carry out their assigned work. Note, however, that the obligation not to disclose confidential information does not apply to a disclosure made 1) in confidence to an attorney or directly or indirectly to a federal, state, or local official, as long as the disclosure is made solely for the purpose of reporting or investigating a suspected violation of law or 2) in a complaint or other document filed in a lawsuit or other proceedingas long as the filing is made under seal. Examples of confidential information include: • “Inside” information about our Company that could reasonably influence someone in making decisions to buy or sell stock in a company (ours or someone else’s). For more information, see the Inside Information and Securities Trading section • Cast Member and employee personnel information • Non-public sales and earnings figures • Financial projections or strategic plans • Information about contemplated acquisitions, mergers, stock splits or sales of associated companies or real estate transactions • Strategic business or marketing plans • New creative projects contemplated by the Company Except as otherwise stated in this section, never disclose any confidential information to any party except as specifically authorized by management and be careful not to discuss confidential information in public areas. Be sensitive to conversations you have via cell phone or on elevators and take care in dialing fax numbers or sending e-mails if transmitting confidential information electronically. Our technical and creative works are renowned the world over. You have a responsibility to protect our trade secrets and proprietary information even after you leave the Company. “A co-worker asked me to make her a copy of some spreadsheet software we use in our department. That’s okay since we work for the same company, right?” No, copying the software could violate our license agreement as well as copyright laws. Unless you have appropriate permission to do so, never copy any software – even for business use. “I think my supervisor lists expenses on his expense report that he didn’t incur. Should I say something to someone?” Yes. Lying on an expense report is not only a violation of our Standards, but is plainly wrong. Report your concern to your Human Resources representative, the Management Audit department or contact The Guideline. Safeguard our physical and electronic assets, too. Our Company assets also include the physical space where you work, the equipment and supplies you use and the computer resources you access. Hardware, software, e-mail, voicemail, intranet and Internet access, computer files and programs – including any information you create, send, receive, download or store on Company assets – are Company property, and we reserve the right to monitor their use, where permitted by law to do so. Never install unauthorized software, hardware or storage devices on your Company-issued computer and don’t access our network through unauthorized applications or devices. Use good judgment if authorized to use Company-provided Internet access; take care to never violate a law, harass other users, disclose confidential information or interfere with network users, services or equipment. Accurate Recordkeeping and Financial Reporting and Complaints Regarding Accounting and Auditing Matters Accurate and complete recordkeeping is essential to the successful operation of our Company, as well as to our ability to meet our legal and regulatory obligations. You have a responsibility to be accurate, complete and honest in what you report and record to meet regulatory requirements, as well as in all Company documents, including accounting records, time cards, expense reports, invoices, payroll records, safety records, business records, performance evaluations, etc. If you see or suspect financial misconduct, notify your supervisor immediately and contact the Management Audit department or The Guideline. For more information, refer to the Employee Complaint Procedures for Accounting and Auditing Matters. You are also responsible to provide accurate information in connection with our financial reporting obligations. Comply with Company policy when it comes to retaining, storing and disposing of Company records. Our records management and retention policy ensures that we maintain the records we need to meet our legal, tax and regulatory requirements and securely dispose of records that are no longer needed. Take care never to dispose of information that may be relevant to current or threatened litigation or subject to a legal hold until you are authorized in writing to do so by the Legal department. Speaking on Behalf of our Company Our Company conducts business in many parts of the world and the public expects the information we provide to be accurate. It’s critical that information provided to the public is complete, consistent and accurate and also that confidential information is protected. Unless you are an authorized “A local reporter approached me at work and asked me to comment on a rumor circulating about our Company. It was a great opportunity to set the record straight, but I didn’t think I should say anything.” Your instincts were right. Unless you are an authorized representative, you should not speak on behalf of the Company. Direct the reporter to the Corporate Communications department. Company spokesperson, don’t speak on behalf of the Company. Instead, refer the individual to one of the following: • For media inquiries, contact the Corporate Communications department. • For questions regarding financial performance, contact Investor Relations. • For legal issues, contact the Legal department. Be responsible in your use of social media. Use online tools in a way that is consistent with our Company policies. Certainly when speaking about the Company you should be professional, truthful and accurate. Regardless of whether you access the Internet via our systems or yours, be sure to respect your obligation to protect confidential information and the confidential information of companies with which we do business. If you comment online regarding any aspect of Company business, identify yourself as an employee and make it clear that the views posted are your own and not those of our Company.