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Sustainability Goals and Indicators
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Structure and GovernanceOperational StructureBristol-Myers Squibb core businesses include:
These businesses have key alliances with different research, medical, clinical, NGO, and social equity groups and with other companies, including a worldwide external network of academic and biotech research collaborations. Our drug discovery and development programs include many biotechnology alliances and other licensing and collaborative agreements. Many of our partnerships produce new drug candidates for active development in our pipeline, while others provide us with cutting edge discovery and development technology. Corporate GovernanceEvery policy, program, and strategy within Bristol-Myers Squibb flows from and supports the Bristol-Myers Squibb Pledge. It is a fundamental element of our corporate culture. The Pledge is a formal commitment to conscientious citizenship. It supports environmental and economic progress, a safe work environment, and policies and practices that fully embody the responsibility, integrity, and decency required of free enterprise if it is to merit and maintain the confidence of our society. The Pledge addresses a full range of sustainability issues, from fair wages and equitable treatment for employees to ethical practices with our contractors and suppliers. Board of DirectorsBristol-Myers Squibb is managed by a Board of Directors, of which the majority of members are independent directors, including the chairman. The board has adopted Corporate Governance Guidelines, which address the structure and responsibilities of the Board of Directors and other matters related to the board and are published on the company's Internet site at www.bms.com. The Board’s Committee on Directors and Corporate Governance is responsible for considering matters of corporate social responsibility and matters in areas related to corporate public affairs and the company's employees and stockholders. Consistent with the New York Stock Exchange listing standards, to be independent, the Board of Directors must determine that a director does not have any direct or indirect material relationship with the Company other than as a director. The Bristol-Myers Squibb Board policy is that a substantial majority of its members be independent directors. Only independent directors may serve on the Audit Committee, Compensation Committee, Committee on Directors and Corporate Governance, and Science and Technology Committee. The Board annually reviews all commercial and charitable relationships of its members. Codes of ConductBristol-Myers Squibb has established a Code of Conduct called the Standards of Business Conduct and Ethics, which provides a summary of the important policies and procedures in conducting the company's business in a legal, ethical and responsible manner. The Standards also provide specific guidance to company employees on how to comply with these policies and procedures. The Standards of Business Conduct and Ethics help ensure that Bristol-Myers Squibb meets the highest standards of moral and ethical behavior in its business activities. The Code of Business Conduct and Ethics for Directors provides the directors of Bristol-Myers Squibb guidance with respect to recognizing and handling ethical issues, as well as a mechanism to report unethical conduct. The code applies to all directors of Bristol-Myers Squibb and is intended to help foster a culture of openness and accountability. The Audit Committee has adopted a Code of Ethics for Senior Financial Officers that supplements the Standards of Business Conduct and Ethics by providing more specific requirements and guidance on certain topics. This code applies to the chief executive officer, the chief financial officer, the controller, the treasurer, and the heads of major business units. Compensation and Non-Financial GoalsWe have a performance management system that rewards behaviors as well as results. Our employees must perform effectively in many areas that are not measured specifically by financial or operational results. These are included in our company’s core behaviors, which are minimal expectations for all employees. Performance is also assessed against the company's Standards of Business Conduct and Ethics. ComplianceComprehensive Compliance ProgramIt is Bristol-Myers Squibb’s policy that all employees must comply with applicable laws and regulations, as well as with company policies. The company has established a comprehensive compliance program (CCP) structured around the elements outlined in the April 2003 “Compliance Program Guidance for Pharmaceutical Manufacturers,” published by the United States Department of Health and Human Services, Office of Inspector General (OIG Guidance). The CCP is designed to prevent and detect violations of law or company policy. However, as acknowledged by the OIG Guidance, implementing a CCP cannot guarantee that improper employee conduct will be eliminated in its entirety. If the company becomes aware of violations of law or company policy, the matter will be investigated and, if appropriate, disciplinary action will be taken and corrective measures will be implemented to prevent future violations. As described by the OIG Guidance, the CCP was designed to fit the company’s unique compliance needs. Bristol-Myers Squibb continuously assesses the effectiveness of the CCP in order to implement necessary adjustments or refinements. OrganizationBristol-Myers Squibb has established an Office of Corporate Compliance headed by the Chief Compliance and Ethics Officer. The Chief Compliance Officer reports directly to the Chief Executive Officer, and provides reports to the CEO, the Chairman of the Board, the executive vice president and general counsel, the Board of Directors and the Audit Committee. Sustainability and its obligations are highly visible within the organization. The Vice President, Environment, Health and Safety and Corporate Product Quality, reports to the General Counsel, and the General Counsel reports to the CEO. Division presidents are held accountable for implementation of the Bristol-Myers Squibb Pledge and EHS Policy within their divisions. Sustainability is integrated into the different functions and operations, from the Corporate EHS Steering Committee and European Working Committee to committees on governance and public policy. Systems for Managing RisksBristol-Myers Squibb practices business risk management (BRM) consistent with the Council of Sponsoring Organizations of the Treadway Commission (COSO) Enterprise Risk Management Integrated Framework. The COSO-based approach calls for company leaders to anticipate, assess the potential effects of, and take action to address risks. Additionally, BRM enables the company to identify and prioritize unforeseen opportunities that surface during a disciplined assessment of the company’s strategy. At Bristol-Myers Squibb, a standardized risk management approach is integrated into worldwide business units and corporate staff functions. Risk management at Bristol-Myers Squibb features identification, assessment, and prioritization of risks that may impact company or business unit strategic objectives. Additionally, risk management calls for analyzing risks, planning responses, executing on risk response plans, monitoring effectiveness, and integrating improvements with business processes going forward. The Bristol-Myers Squibb risk management approach is depicted below.
Integration with existing business functions is key; the Bristol-Myers Squibb risk management approach does not exist separately from day-to-day operations. Risk management is an integral part of business performance, in addition to key processes such as strategic planning, brand planning, performance management, disclosure, and crisis management. A business risk management approach helps Bristol-Myers Squibb leadership understand longer range strategic risks whether they arise from the external environment, such as emerging regulations, or internal sources such as new areas of innovation or technology. Periodically, senior leadership is updated regarding priority strategic risks facing the company. The Audit Committee of the Board of Directors reviews progress and provides guidance regarding the company’s risk profile. Bristol-Myers Squibb works proactively to navigate uncertainty by utilizing a risk management approach that features corporate level, business unit and staff function assessments, prioritization, and response to risk. This business risk management approach is one of many pillars that support sustainable performance.Stockholder ResolutionsFor more information on stockholder resolutions reviewed at the 2007 Annual Meeting of Stockholders and the Board's recommendations on each, please refer to the company's proxy statement at www.bms.com. Last updated August 3, 2008 . Italicized product names are registered trademarks of Bristol-Myers Squibb Company or one of its divisions or subsidiaries. Copyright © 1998-2006 Bristol-Myers Squibb Company. Your use of the information on this site is subject to the terms of our Legal Notices. |
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