Information about http://www.kimberly-clark.com/pdfs/Code%20of%20Conduct%20-%202003%20Final.pdf

KIMBERLY-CLARK CORPORATION …

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Pages: 14
Language: english
Created: Wed Oct 6 11:10:40 2004
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             KIMBERLY-CLARK CORPORATION



                          CODE OF CONDUCT




The information in this Code of Conduct has been prepared as a guide for all employees
of Kimberly-Clark Corporation to give a better understanding of Kimberly-Clark and its
expectations. However, the statements in this Code of Conduct are statements of
principles and do not constitute a contract of any kind or an inflexible set of rules.
Management reserves the right, at all times, to take any action deemed by it to be in the
best interests of Kimberly-Clark.
                        TABLE OF CONTENTS

CHAIRMAN'S LETTER                                1

ETHICS ON THE JOB                                2

     ASSET PROTECTION                            2

     CONFIDENTIAL INFORMATION                    2

     USE OF CONFIDENTIAL INFORMATION             3

     CONFIDENTIALITY AGREEMENT                   3

     ACCURATE RECORDS AND INFORMATION            4

     PUBLIC DISCLOSURE AND REPORTING             4

     COMPLAINTS REGARDING ACCOUNTING, INTERNAL   4
      CONTROLS OR AUDITING MATTERS

ETHICS IN CONDUCTING BUSINESS                    5

     COMMITMENT TO QUALITY                       5

     COMMITMENT TO SAFETY                        5

     COMMITMENT TO EMPLOYEES                     5

     COMMITMENT TO ENVIRONMENT                   6

     MISREPRESENTATIONS AND MISUNDERSTANDINGS    7

     COMPLIANCE WITH LAWS                        7

     COMPETITIVE INFORMATION                     7

     GIFTS AND ENTERTAINMENT                     7

     GIFTS OR PAYMENTS TO GOVERNMENT PERSONNEL   8

     EXPENSE REIMBURSEMENT                       9
ETHICS OFF THE JOB                   9

     CONFLICTS OF INTEREST           9

     INVESTMENTS                     9

     PUBLIC SERVICE                  10

     POLITICAL PARTICIPATION         10

CODE OF CONDUCT VIOLATIONS           10

RESPONSIBILITY FOR COMPLIANCE        10

ADDRESSES FOR REPORTING VIOLATIONS   11
DEAR TEAM MEMBER:

        Over the past 130 years, despite many changes in the world, our company
has remained committed to the values of quality, service and fair dealing on
which it was founded. These values continue to provide the basis for all aspects
of our business relationships. In other words, Kimberly-Clark and the
environment we operate in are dynamic, but our ethical standards have not and
will not change.

       The Kimberly-Clark Code of Conduct is a valuable guide to ethical issues
that may arise from time to time in your contacts with fellow team members,
customers, suppliers, competitors and the general public. If you have any
questions or need advice about issues of this nature, I encourage you to consult
with your team leader or an attorney in our Legal Department. You should also
remember that while achieving business results are important to our success, the
principles of ethics embodied in our Code of Conduct must not be compromised.

      The high ethical standards followed by Kimberly-Clark people, past and
present, have been a major factor in the company's growth. To attain our vision
of enhancing the health, hygiene and well being of people every day,
everywhere, we must continue to follow our Code of Conduct. These standards
help make it possible for us to be proud of our company and ourselves.

Sincerely,


Thomas J. Falk

Chairman of the Board and
 Chief Executive Officer
Dallas, Texas

June 1, 2003




                                        1
This Code of Conduct applies to every Kimberly-Clark employee around the
world without exception. This includes employees and officers of Kimberly-Clark
Corporation and its subsidiaries.

ETHICS ON THE JOB

This section describes responsibilities for protecting the company's assets and
confidential information, and for accurate, fair and honest reporting of information
inside and outside the company.

ASSET PROTECTION

Kimberly-Clark's assets are the resources with which it conducts business. These
assets include physical property such as buildings, machines and inventories, as
well as intangible assets such as confidential information, inventions, business
plans and ideas, whether stored on paper, computer media or as knowledge.
Intangible assets can be more valuable than physical assets and are usually
more difficult to protect from theft and unauthorized use.

All assets owned by the company are for conducting Kimberly-Clark business
and are not for personal use or consumption. Examples of prohibited activities
are use of company labor or materials to build or fabricate items for personal use,
the personal use of company vehicles or the use of telephones, facsimile
equipment or computers for conducting non-Kimberly-Clark business. Incidental
personal use of telephones, computers, e-mail and the Internet is permitted as
long as it does not distract from your job responsibilities and is in compliance with
relevant law and Kimberly-Clark's ethical standards, policies and procedures.

Each of us is responsible for protecting the assets under our direct control. We
also have a responsibility to be attentive to security procedures and to be alert for
situations that may lead to loss, theft or misuse of assets. You are encouraged to
report any concerns you have about protecting the assets of the company to your
team leader, the Global Security Department or an attorney in our Legal
Department.

CONFIDENTIAL INFORMATION

In the course of our work, many of us have access to confidential information,
including business plans, financial information, patent applications, product
development information, and personnel and salary information. Also included in
the confidential category are company research and development activities and
manufacturing methods.

Disclosure of confidential information outside the company, especially to
competitors, could be harmful to the company's competitive position and its



                                         2
stockholders. Consequently, confidential information should be maintained in
secure files or storage areas and properly disposed of in accordance with our
records retention policy. Also, care should be exercised when discussing
confidential information in public such as in elevators, airplanes and restaurants,
when using cellular or otherwise unsecure communications devices, or even at
work in the presence of employees not authorized to have access to such
information. Permitting unauthorized access to company facilities by non-
Kimberly-Clark personnel is also a breach of confidentiality.

If someone outside the company asks about confidential matters, do not provide
the information unless you are authorized and it is appropriate to do so. If you are
not so authorized, refer the person to your team leader or the Corporate
Communications Department.

USE OF CONFIDENTIAL INFORMATION

We all have an obligation to use the confidential information that we possess only
in connection with our job responsibilities. For example, it is unethical and illegal
to buy or sell Kimberly-Clark stock (including within company sponsored
employee benefit plans) while you are in possession of material nonpublic
information. Such information includes earnings reports and merger, acquisition
or divestiture plans before they have been released to the public. Similarly, it is
unethical and illegal to trade in the stock of a merger or acquisition candidate
before a pending transaction has been publicly announced.

These so-called "insider trading rules" apply to each of us. In addition, although
each of us has an obligation not to disclose confidential information, if our family
and friends obtain such information from us they are also subject to the "insider
trading rules" with respect to such information.

CONFIDENTIALITY AGREEMENT

When we joined the company, each of us was required to sign a "Confidential
Information and Business Ideas, Inventions and Developments Agreement." That
agreement obligates us to transfer to Kimberly-Clark all rights to inventions or
discoveries, to protect the company's trade secrets and to keep information
confidential. This obligation is in addition to federal, state or local laws that
protect Kimberly-Clark's proprietary or confidential inventions, discoveries, trade
secrets and information.

Generally, that agreement extends only to matters in which the company has a
business interest. If you believe an invention or discovery that you have an
interest in is outside the company's business interests, you should request a
written release for the particular matter from our Legal Department.




                                          3
In addition, even after you leave the company for any reason, you remain
obligated not to disclose or misuse any confidential information acquired while
employed by Kimberly-Clark.

ACCURATE RECORDS AND INFORMATION

Kimberly-Clark is required by law to maintain financial records that accurately
and fairly present its activities and transactions. All supporting documents,
including agreements, invoices, check requests and expense reports, are
likewise required to be true and accurate.

No false or misleading entries should be made in any books or records of the
company for any reason; and no fund, asset or account of the company should
be established for any purpose unless it is accurately and fairly recorded on the
books and records of the company. All errors and adjustments should be
promptly corrected and recorded when discovered. Accounting information
should be prepared in conformity with the Corporate Financial Instructions.

The need for accurate and proper recording of information extends beyond the
accounting and financial functions of the company. All of us must honestly and
fairly record information within our job responsibilities. For example, attendance
and time worked, production reports, laboratory tests, market research tests,
financial schedules and expense reports must be reported truthfully.

PUBLIC DISCLOSURE AND REPORTING

The company is committed to providing full, fair, accurate, timely and
understandable disclosure of relevant information to stockholders, investors and
the Securities and Exchange Commission. Reporting of financial information to
stockholders, investors and to the Securities and Exchange Commission requires
the highest standard of fairness and honesty. The harm done to the company's
reputation and to its investors by fraudulent or misleading reporting can be
severe. Dishonest financial reporting can also result in civil or criminal penalties
to the individuals involved and to the company. Consequently, the reporting of
any false or misleading information in internal or external financial reports is
strictly prohibited.

COMPLAINTS REGARDING ACCOUNTING, INTERNAL ACCOUNTING
 CONTROLS OR AUDITING MATTERS

If you believe that the company's accounting, internal controls, or auditing
practices have not complied with this Code of Conduct or with applicable law,
you should report the matter to the General Counsel or to the Executive Director
of Global Security at the addresses appearing at the end of this Code of
Conduct. You may report such matter on an anonymous basis. All alleged
violations will be fully investigated and employees reporting any such matter in



                                         4
good faith should fear no reprisal. If you are not satisfied with the actions taken
by the Company in response to a complaint, you may report the matter to the
Chairman of the Audit Committee of the Board of Directors. Any such report
should be addressed to the Chairman of the Audit Committee of Kimberly-Clark
Corporation, c/o the Corporate Secretary at the address appearing at the end of
this Code of Conduct.

ETHICS IN CONDUCTING BUSINESS

This section describes the company's commitments to quality, safety, employees
and society and to the legal and ethical standards that govern dealings with
customers, suppliers, competitors and employees.

COMMITMENT TO QUALITY

Kimberly-Clark is committed to quality and value in the products and services it
produces and sells and to the quality management process. In fulfilling this
quality commitment, we constantly strive to delight our customers, both within
and outside Kimberly-Clark.

COMMITMENT TO SAFETY

We are committed to producing and selling products that are safe and that fulfill
customer expectations. To that end, Kimberly-Clark conducts the most
dependable tests available to ensure that its products are safe for use by the
public.

We are equally committed to safety in the workplace. Safety is a fundamental
value of Kimberly-Clark. There is no production goal, there is no cost or time-
saving measure and there is no competitive advantage that is ever worth an
injury of any kind. In other words, our goal is an accident-free workplace. This
goal is challenging, but can be accomplished through effective safety and
hygiene systems that seek to identify and control the risks that may exist in our
workplaces.

COMMITMENT TO EMPLOYEES

We are committed to recruiting, promoting and supporting the professional
development of a globally diverse workforce through equal employment
opportunity. Decisions regarding the hiring of job applicants and subsequent
employee actions, such as training, compensation and promotion, must be made
without discrimination on the basis of race, color, sex, sexual orientation, age,
religion, national origin, disability or other categories as provided by law. A work
environment free from harassment and intimidation will be maintained for all
employees.




                                         5
We are equally committed to the health and fitness of our employees. We have
pioneered programs to help prevent illness by encouraging employees to
manage their own health and fitness. We are a leader in establishing a health
management program to evaluate employees' health risks through voluntary,
confidential medical screening and to assist in decreasing these risks by
prescribing exercise and other health improving actions. Employee health
information will be kept confidential by the company in accordance with
applicable federal and state laws.

The manufacture, possession, distribution, sale or use of alcohol, illicit drugs
and/or other controlled substances by employees on company premises is
prohibited except in the case of individual use of legally obtained prescription
drugs or the serving of alcoholic beverages in connection with an authorized
event on company premises. Unless prohibited by law or some other valid
reason, we perform pre-employment drug tests on all job applicants, and all
employees are subject to testing when an employee appears to be under the
influence of drugs or alcohol at work or we otherwise have reason to believe this
policy is being violated by the employee. In addition, each business unit and
staff function is expected to conduct awareness programs to educate employees
about the hazards of substance abuse and addiction and how to deal with this
challenge to our productivity, safety and health.

We realize that problems stemming from family and marital conflict, depression,
stress, drug and alcohol abuse, and financial and legal burdens may affect job
performance. In response to these concerns, we have established confidential
employee assistance programs for employees in a number of countries, including
the United States, Canada, United Kingdom and Australia.

The possession, use or discharge of weapons while on Kimberly-Clark premises
or at Kimberly-Clark functions is prohibited except security personnel who are
authorized by the company to carry weapons in the performance of their job
functions.

COMMITMENT TO ENVIRONMENT

Kimberly-Clark is committed to being a good corporate citizen with a sincere and
proper regard for the environment. The company strives to comply fully with
governmental requirements. It also supports environmental planning and
performance auditing, sustainable use of natural resources, an integrated
approach to solid waste management, and energy conservation. All employees
are expected to act as responsible citizens by adhering to workplace rules and
regulations concerning the environment.




                                        6
MISREPRESENTATIONS AND MISUNDERSTANDINGS

Honesty and trustworthiness build long-lasting relationships; this type of behavior
attracts similar behavior by those with whom we deal. In the interest of dealing
fairly with customers and suppliers, if you notice that they have made an obvious
error or mistake, whether the error is in our favor or not, you should attempt to
correct it. Likewise, you should correct any mistake made by you or any other
Kimberly-Clark employee.

COMPLIANCE WITH LAWS

It is the company's intent to comply with all applicable governmental laws, rules
and regulations. The company also is committed to engaging in no activity which
violates or appears to violate the antitrust laws of the countries in which it does
business. In contacts with competitors in the United States and many other
countries, it is illegal to discuss pricing policies, sales terms, inventory levels,
business or marketing plans and any other confidential matter. If a competitor
raises any of these issues, no matter how casually, stop the conversation
immediately, explain that it is against our policy to discuss such matters and, if
necessary, leave the gathering. All incidents of this nature should be reported to
our Legal Department.


COMPETITIVE INFORMATION

In the ordinary course of business, information is acquired about other
companies, including customers, suppliers and competitors. Obtaining this type
of information is an ordinary part of the competitive system. However, there are
legal and ethical limits on acquiring competitive information. We should not
acquire information through improper means, such as industrial espionage, nor
should we hire an employee of a competitor to get confidential information or
encourage employees of competitors to disclose confidential information about
their employer.

If offered information about a competitor that you reasonably believe is
confidential, you should inquire if it is confidential and how it was obtained. If the
material that is offered is written and carries a classification such as secret,
confidential, proprietary or "for your eyes only," or if you otherwise determine that
it is confidential, you should consult with a member of our Legal Department.


GIFTS AND ENTERTAINMENT

Some of the most common ethical questions arise about gifts and entertainment.
Our goal is to avoid all situations in which an employee's interest may conflict, or
appear to conflict, with the company's business interests. In particular, gifts and
entertainment should not be accepted if they will make you feel obligated to


                                          7
repay the donor with corporate business or if you believe the donor feels he must
provide the gift or entertainment in order to obtain company business.

Gifts include money and tangible property, as well as services and discounts on
purchases of goods and services.

Accordingly, to avoid the appearance of a conflict of interest, gifts should not be
accepted beyond the level which is reasonable and customary under the
circumstances of the business relationship. Any gift that does not meet this
standard should be returned to the sender with an explanation that it is against
our policy to accept such items. If you are in doubt about whether a gift is
reasonable and customary, you should consult your team leader.

Employees transacting business with vendors or suppliers on behalf of the
company are not permitted to participate in sales incentive contests, games or
promotions which confer personal benefits to the employee. For example,
acceptance of a free microwave oven by an employee who purchases a specified
level of supplies on behalf of the company would be a prohibited transaction.
Free travel awards accumulated under "Frequent Flyer" and similar programs
offered by many airlines, hotels and car rental agencies earned while traveling on
Kimberly-Clark business may be used for personal as well as business travel.
However, an employee must not request or modify flights or other arrangements
for the purpose of accumulating additional points or mileage if such action would
result in a higher cost to Kimberly-Clark or would not be in the best interests of
the company.

No employee should give a gift beyond the level which is reasonable and
customary under the circumstances of the business relationship to any officer or
employee of a customer or supplier. Like gifts, entertainment beyond the level
which is reasonable and customary under the circumstances of the business
relationship should also be avoided.

GIFTS OR PAYMENTS TO GOVERNMENT PERSONNEL

Relationships with governments and governmental agencies and their employees
are subject to laws of the United States and other countries. Consequently,
Kimberly-Clark, its subsidiaries or equity affiliates and any of their officers or
employees must not authorize, offer or make any illegal gift or payment, directly
or indirectly (such as through third party consultants), to any government official
or any employee of a government, governmental agency or government
controlled enterprise.




                                         8
EXPENSE REIMBURSEMENT

It is the policy of the company to reimburse its employees for reasonable and
necessary expenses actually incurred in the conduct of company business. All
such expenses should be accurately recorded and processed in accordance with
the company's expense reimbursement policies.

All of us should exercise care in incurring business expenses and avoid the
selection of unusually expensive hotel accommodations, means of travel and
business meals. Our Business Travel Guidelines should be consulted for further
guidance. Team leaders have the responsibility to judge the reasonableness of
expenses incurred by employees and to counsel employees on these matters, if
necessary.


ETHICS OFF THE JOB

The company does not wish to inquire into the private lives of employees beyond
that which is necessary to ensure that individual actions will not adversely affect
the company's reputation for high ethical standards. This section describes some
of those ethical standards.

CONFLICTS OF INTEREST

Kimberly-Clark will not permit employees to work for a competitor or supplier or
to be a consultant or member of the board of directors of a competitor or supplier
if it is reasonable to believe that the interest or relationship will conflict with the
company's business interests. Potential conflicts of interest should be reported
to your team leader or to an attorney in our Legal Department for advice.

INVESTMENTS

A conflict of interest may also arise when the company does business with a
supplier or customer in which an employee or a family member of the employee
has an investment or other financial interest.

The ability of the employee to influence action by Kimberly-Clark, the size of the
employee's investment in relation to the size of the company's or the employee's
net worth, and the appearance of a lack of independence all affect whether a
conflict of interest actually exists. Each potential conflict of interest case is unique
and all factors must be evaluated in reaching a final decision. Potential conflicts
of interest should be reported to your team leader or to an attorney in our Legal
Department for advice.




                                           9
PUBLIC SERVICE

Many employees are involved in civic activities on their own time, and this type of
community involvement is encouraged. However, if you are serving on a
community board of directors or a civic committee that is confronted with a
decision involving Kimberly-Clark, you must take care to ensure your actions are
independent of Kimberly-Clark.


POLITICAL PARTICIPATION

Kimberly-Clark will make no illegal political contributions or payments to political
parties or candidates.

Employees should feel free to participate in the political process as individuals
and on their own time. Employees may likewise make political contributions on a
personal or individual basis and may participate in political action committees on
a voluntary basis.

When expressing views on public or political issues at civic meetings, employees
should make it clear that they are speaking as individuals and avoid giving any
appearance that they are speaking as Kimberly-Clark representatives unless
they have been authorized to speak for the company.

CODE OF CONDUCT VIOLATIONS

Violations of the Code of Conduct are serious offenses which may result in
disciplinary action, reprimand, suspension, dismissal or civil action by the
company. In addition, violations of the Code of Conduct which are also violations
of law may result in fines, penalties or other legal remedies.

RESPONSIBILITY FOR COMPLIANCE

Each employee is responsible for his or her own compliance with the Code of
Conduct. Questions of interpretation should be directed to your team leader or an
attorney in our Legal Department.

In addition, we all have a responsibility to be observant and to report violations of
the Code of Conduct to Kimberly-Clark's General Counsel or its Executive
Director of Global Security at the addresses set forth below. Alleged violations
may be reported on an anonymous basis. All alleged violations will be fully
investigated and employees reporting any such matter in good faith should fear
no reprisal.

The General Counsel of Kimberly-Clark is the senior corporate officer
responsible for administration of the Code of Conduct.



                                         10
ADDRESSES FOR REPORTING VIOLATIONS

Addresses for communicating with the General Counsel, the Executive Director
of Global Security or the Corporate Secretary are as follows:


General Counsel:          Kimberly-Clark Corporation
                          P.O. Box 619100
                          Dallas, TX 75261-9100
                          U.S.A.
                          Attention: General Counsel

                          Facsimile: 972-281-1492


Executive Director of
Global Security:          Kimberly-Clark Corporation
                          P.O. Box 619100
                          Dallas, TX 75261-9100
                          U.S.A.
                          Attention: Executive Director of Global Security

                          Facsimile: 972-281-1236

Chairman of the
Audit Committee of        c/o Kimberly-Clark Corporation
Kimberly-Clark            P.O. Box 619100
Corporation:              Dallas, TX 75261-9100
                          U.S.A.
                          Attention: Corporate Secretary

                          Facsimile: 972-281-1578




                                      11