Ryobi Code of
Business Ethics and Conduct
In General: Every Ryobi
associate is expected to be loyal to the Company by avoiding personal,
business, financial and other relationships that may impair or "appear" to
impair their independent judgment relative to Company business. Set forth below
are general standards that shall be met by all associates. However, these
standards are not necessarily all of the obligations that apply to Ryobi
associates' conduct. These standards, coupled with other applicable administrative
policies and good judgment, are designed to assist an associate in making the right decisions.
associates are not authorized to make contractual obligations for the Company.
Certain designated associates may obligate the Company to their extent the
position allows. Generally, any verbal or written commitments are strictly
regulated and a standard approval policy is followed. Any agreement with a
vendor or supplier must be reviewed by the Company with the approval of the
purchasing manager, appropriate director and the Company Officer duly appointed
and authorized to enter into agreements.
Use Of Company
Property/Assets/Products: All associates are expected to be economical in
using company resources. Use of company resources should be solely for company
business unless otherwise approved. Company resources are defined as money,
materials, assets, supplies, products, equipment, labor, contracted labor and
all other goods and services procured by/for Ryobi use.
reports, records and other documents prepared by or for any individual working
for Ryobi are expected to be truthful and accurate and in compliance with
applicable laws, regulations, accounting rules, policies and procedures. No
misleading, false or artificial entries are to be made to any company records
or books. Suspected situations that appear to violate this position should be
reported to the associate's manager, or the next level in the chain of command
that is not thought to be involved.
funds or assets of Ryobi shall be used for or in aid of any candidate or
nominee for federal, state or local political office in the United States or
for or in aid of any political party or committee unless otherwise permitted by
law. These prohibitions include direct contributions and indirect assistance
such as the furnishings of goods, services or equipment to candidates,
political parties or committees. Such corporate contributions are prohibited by
federal law as to federal election. Associate contributions to approved Company
Political Action Committees are permissible. Associates are free to devote
personal funds and personal time to any political campaign or activity. Certain
non-partisan activities may be supported by the company, i.e., voter
registration, candidate appearances allowing equal time, support or opposition
of legislative action directly affecting the company's business, etc.
Lobbying: Ryobi and other
groups have the right to provide information to legislators in order to
persuade them to act on their behalf. Lobbyists must be registered with the
appropriate governments and file as lobbyists. Lobbying is strictly controlled
by state and federal governments to prevent abuses. Associates who are involved
in activities that might be construed as lobbying should contact the Director
of Human Resources to obtain clarification.
Data: Ryobi's trade secrets and proprietary data are parts of Ryobi's
valuable intellectual property. These include technical, financial, operating,
marketing and administrative information in many forms. Protection of their
confidentiality is vital. A Ryobi associate shall not use such information for
personal benefit. Furthermore, a Ryobi associate shall not disclose or make
public such information except with the authorization of the Company President
or his designated representative. This restriction on disclosure to others
applies to the Government and to prime contractors, sub-contractors and
suppliers, as well as to the general public. Whether inside or outside the
Company and its facilities, an associate must take reasonable precautions to
protect such information from inadvertent disclosure.
and its associates may from time to time receive or have access to trade
secrets or proprietary data of the Government, other corporations and others.
Ryobi associates shall handle these in accordance with any agreements
concerning their use or disclosure, and with the same care and under the same
restrictions as if they were owned by Ryobi. Furthermore, Ryobi associates
shall not disclose to other company associates or use for the benefit of Ryobi
the trade secrets or proprietary data of their former employers.
Directorships And Consulting: A Ryobi associate, if asked
to serve as a director or consultant of another business corporation, shall
first receive clearance from the Ryobi Director of Human Resources and Company
President. These matters will be closely monitored and the possibility of an
appearance of a conflict of interest or violation of antitrust or other laws
will be evaluated.
Public Office: The performance of duties related to an elected office must not
interfere with the associates Company responsibilities. To avoid
misunderstandings and potential conflicts, any associate who wants to become a
candidate for or accept appointment to any public office should first discuss
their plans with their immediate manager and Director of Human Resources.
Associates are encouraged to participate on their own behalf in civic,
charitable, and community activities that do not interfere with the performance
of their job duties.
With Suppliers, Customers, Competitors: Associates should be
motivated to acquire goods and services and make transactions for the Company
on terms most favorable to the Company. Accepting personal gifts or services of
more than $50 in value needs to be disclosed to the immediate manager and
respective EMT member. Accepting gifts from suppliers when in negotiations, or
when evaluating a new supplier is strictly prohibited.
shall be made to the Company President and Director of Human Resources if an
associate or any of his/her immediate family members acquires by gift,
inheritance or otherwise a financial interest in a supplier, customer,
competitor, or its business, or is performing services for such a firm. Such
relationships shall be avoided as they have an appearance of potentially
biasing an associate's judgment or activities.
Gifts And Gratuities: Receiving gifts, merchandise or
anything else of more than limited value from anyone who has, or contemplates
having, a business relationship with Ryobi will give the appearance of
impropriety. It is appropriate to accept advertising tokens of nominal value (calendars,
note tablets, umbrellas) as long as they are not prominently displayed in front
of competing suppliers or customers.
occasional business lunches, dinners or other moderate entertainment is
appropriate if discretion is utilized. Any entertainment accepted should be of
a customary character given the associate's position and of a type that the
associate is in a position to reciprocate, either personally or as a proper
business expense. Favors beyond courtesies that are considered common business practice are prohibited.
Under no circumstances may a gift of money or a check be accepted. Any
gift valued at more than $50 is not acceptable without the approval of the
appropriate Director, Vice President or President. Associates must be free from
obligation to any supplier and are not to transact any business from which they
may personally benefit from, now or in the future.
Trips: Entertainment trips are pleasure trips that have no business
purpose other than to improve Ryobi's relationship with a supplier. These types
of trips should not be accepted by anyone doing business or attempting to do
business with Ryobi. Trips may occasionally be approved if there is a
legitimate business purpose (i.e. inspect a plant facility). Requests for trip
authorization should be made to the Director and Vice-President responsible for
the applicable functional area. This applies to all such trips, even if they
are not taken on company time.
Gifts, Gratuities, Trips: The giving of occasional gifts of
modest value, $100 or less, and providing occasional, reasonable entertainment
to customers is permissible with full disclosure and prior approval by the
applicable Director, Vice President or President. It is acceptable to give
expensive gifts or pay travel expenses, hotel bills, etc., only in rare instances
and only when the recipients management does not object. Such expenditures
require approval in advance from the President and are not to be given with any
intent to obligate the recipient. In some foreign countries, customs require
the exchange of gifts. In cases where it is desirable to meet such a
requirement, the Company will provide the gift; any gift received will become
And Impartial Treatment Of Vendors/Suppliers: It
is Ryobi's policy that all goods and services are procured at the most
advantageous price when quality and delivery are consistent. Associates must
comply strictly with this policy in their selection of and negotiations with
suppliers, consultants and other professional service providers. No supplier of
goods or services is to be given an improper preference or competitive
advantage of any kind. The conduct of Ryobi associates should always promote
the maintenance of an impartial and unbiased relationship with all suppliers.
All relationships should be professional and respectful. All policies that
address relationships between two associates also apply to relationships
between associates and supplier contracts.
Employment Opportunity-Corporate: Ryobi is committed to a
policy of equal employment opportunity so as to assure no discrimination or
harassment against any associate or applicant on the grounds of race, color,
religion, gender, age, physical disability, national origin, veteran status,
sexual orientation or any other action made unlawful by applicable laws and
regulations. This policy applies to all phases of employment including
recruitment, hiring, placement, promotion, transfer, compensation, benefits,
training, educational, social and recreational programs. Sexual harassment is
specifically prohibited. The forgoing covers personal action in all job
categories at all organizational levels.
With The Media: Any associate of the Company approached by a member of the
new media (radio, television, newspaper, etc.) concerning a company-related
issue should decline comment. The associate should cordially explain that all
requests for comment or information are coordinated through the Company's
authorized spokesperson, which is the Director of Human Resources. No
additional information should be given. The name and telephone number of the
person requesting information should be obtained and relayed to the authorized
spokesperson for response.
ETHICAL VIOLATIONS: In
the event an associate, supplier, customer or competitor has knowledge of some
violation of this Code of Conduct or other policies, we have implemented, an
independent and anonymous reporting website called EthicsPoint.
address for Ryobi's site is: https://secure.ethicspoint.com/domain/en/report_custom.asp?clientid=19497