Code of Corporate Responsibility & Business Ethics

Chief Executive's Message
Code of Corporate Responsibility and Business Ethics
Compliance with Laws and Regulations
Competition
Proper Business Behaviour
Dealings with Suppliers and Customers
Employees
Health and Safety
Environment
Communities
Public Activities
Human Rights
Reporting and Internal Controls
Application and Compliance
Authority Structure
Questions or Concerns?

Chief Executive's Message

As a leading international company with operations in over 40 countries, Smiths Group has a responsibility to be a leader in the way it conducts business. We need to ensure that all Smiths employees, throughout the organisation, have a clear understanding of how the company expects them to behave.

Many of the markets in which we do business require our products to meet life critical standards of performance, which we must not only match, but also exceed. And all our stakeholders - e.g. owners, customers, suppliers and communities have high expectations of the company. These need to be anticipated and satisfied.

This Code of Corporate Responsibility and Business Ethics acts as a guideline for behaviour, to enable Smiths people to meet these expectations, responsibilities and standards of performance. It is based on a set of common values of integrity, honesty, fairness and transparency, which have been the basis of how Smiths has conducted business for many years. It goes beyond compliance, regulation and simply following the law - and must be used to encourage us all to promote behaviours which others will admire.

The Code cannot address every situation but it clearly demonstrates the standards that we must aspire to and the actions that we should take if aware of potential violations of law, our Code, or any other act of questionable conduct. Smiths Group management will give total support to any employee who reports apparent violations.

I want us all to be "Committed to Integrity". This Code should be held up to us as a challenge, to ensure our values continue to earn respect and support as they are put into practice in our everyday working lives.

The Code is endorsed and supported by the Board of Smiths Group and management at all levels. Our efforts to measure ourselves against the Code will build a reputation for Smiths which will help satisfy our customers, shareholders and other stakeholders -and it will influence how we grow so that we can reach our full potential.
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Code of Corporate Responsibility and Business Ethics

The Group Code applies to all business and employees of Smiths Group worldwide.

Compliance with the Group Code will sustain the good reputation of the Company and help each business to reach its full potential through therecruitment and retention of talented and honest people.
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Compliance with Laws and Regulations

Smiths Group plc and its subsidiary companies ('Smiths'), its employees and agents, are required, as a minimum standard, to comply with all the laws and regulations of the countries in which they operate.
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Competition

Smiths believes in competing fairly and vigorously in its market sectors.

Smiths does not engage in, nor is it party to, agreements, business practices or conduct that, as a matter of law, are anti-competitive.
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Proper Business Behaviour

Smiths expects its employees to act with integrity at all times. No employees shall engage in personal activities or pursue financial or business interests which might give rise to, or give the appearance of, conflicts of interest with Smiths or which might compromise their ability to meet the responsibilities of their job.

Smiths does not offer, promise, give, demand or accept bribes, or other unethical advantage in order to obtain, retain or give business or other advantage.

Smiths' employees who have access to privileged information must not use it to achieve personal gain for themselves or others.
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Dealings with Suppliers and Customers

Smiths' suppliers are paid promptly within agreed terms of business.

Smiths seeks to provide its customers with products and services which meet or exceed their requirements, through the application of quality management systems and continuous improvement programmes. These are designed to develop and apply innovative ideas, to respond quickly to changing customer demand and to improve continuously product quality, value and delivery times.

Smiths believes in working in partnership with its suppliers, so as to meet the expectations of Smiths' customers, and to ensure quality, value and timeliness throughout the supply chain.
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Employees

Smiths recruits, selects and promotes employees on the basis on their qualifications, skills, aptitude and attitude.

In employment related decisions, Smiths complies with anti-discrimination requirements in the relevant jurisdictions concerning matters of race, colour, national origin, gender, marital status, sexual orientation, religious belief, age, or physical or mental disability.

All Smiths' employees shall be treated with respect and dignity. Accordingly, any harassment or bullying is unacceptable.

Smiths respects the right of each employee to join or not to join a trade union or other bona fide employee representative organisation.

Smiths believes in good communications with employees and in promoting consultation, co-operation and teamwork on matters of mutual concern.
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Health and Safety

Smiths is committed to conducting all its activities in a manner which achieves the highest practicable standards of health and safety.
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Environment

Smiths is committed to ensuring that, as far as is reasonably practicable, any detrimental effects of its activities, products and services upon the environment are minimised.
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Communities

In addition to the provision of employment opportunities and training and development activities, Smiths seeks to contribute to the communities in which it operates by participation in, and support for, community and charitable initiatives.
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Public Activities

As and when appropriate, Smiths engages with governments, government departments, agencies and other organisations in relation to issues which affect its legitimate business interests, either directly or through trade associations or other similar bodies.
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Human Rights

Smiths seeks to uphold all internationally recognised human rights wherever its operations are located.

Smiths adheres to all relevant government guidelines designed to ensure that products are not incorporated into weapons or other equipment used for the purposes of terrorism, internal repression or abuse of human rights.
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Reporting and Internal Controls

Smiths records all business transactions accurately, prudently and transparently, in compliance with the accounting policies as detailed in the Smiths Group plc annual report and accounts and in accordance with best practice.

Strong systems of internal control are an essential aspect of Smiths' structure and serve to ensure that it is managed effectively and that reported results are accurate.

An Independent Internal Audit function monitors and reports to the Board of Smiths Group plc on the effectiveness of internal controls and on the ongoing risk management process for identifying, evaluating and managing significant business risk.
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Application and Compliance

The Group Code applies throughout Smiths and to all its employees worldwide. Disregard or breach of the Group Code by an employee may result in disciplinary action.

The Group Code is not intended to replace existing policies of Smiths Group plc or its business units. It serves as a governing document to which other policies must adhere.

Where a Smiths' company is a participant in any joint venture or commercial sharing arrangement, Smiths seeks, wherever practicable, to ensure that the combined vehicle complies with the Group Code.

Smiths expects employees to bring promptly to management's attention any suspected or actual breaches of the Group Code. Any employee making such information known through the appropriate procedures will not face any adverse or unfavourable treatment for such disclosure.
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Authority Structure

In order to enhance the ability of Smiths Group, its employees and, as appropriate, its agents to comply with the Code of Corporate Responsibility and Business Ethics (Code), Smiths Group maintains a Corporate Responsibility and Business Ethics Programme (Programme).

The Board of Directors has overall responsibility for the Code and the Programme.

The Audit Committee of the Board of Directors has responsibility for monitoring the implementation of the Code and the Programme and compliance with these provisions.

The Compliance Council for the Code of Corporate Responsibility and Business Ethics is responsible for determining priorities, reviewing key issues and making recommendations to the Audit Committee.

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Questions or Concerns?

If you have any questions regarding our Code, or have reason to believe that a Smiths employee or agent has violated the Code, please contact us at EthicsHelpline@smiths.com.
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