The KJ. Group
The KJ. Approach
The KJ. Culture
The KJ. Impact
Kainjoo is committed to conducting business in a fair, honest and ethical manner.
To complement our Kainjoo Philosophy, this Code of Conduct sets out the overarching policies that Kainjoo expects from all persons acting on its behalf, whether under an employment contract or any other form of engagement (hereinafter simply referred to as “Employees”).
It is Kainjoo’s policy to comply with both the substance and the spirit of all local laws, rules, regulations and applicable industry codes.
As it is not possible to list all rules regarding business conduct, Kainjoo expects its Employees to conduct business on its behalf in a manner consistent with the highest ethical standards, including those circumstances in which no guideline is specified.
Throughout the Code, you will find specific everyday situations in the form of questions and answers.
The Executive Committee and Group Boards of Kainjoo, have collectively endorsed this Code of Conduct. We count on all levels of management to create a culture that supports this Code and to foster an open environment in which issues can be raised. We expect adherence to this Code at all times.
You must take no action on Kainjoo’s behalf, which you know or suspect will violate any applicable law or regulation. While we must compete vigorously, we must at the same time do so compliantly.
You may not assist or allow any other Employee or third party to violate any applicable rules, directly or indirectly. Those responsible for engaging third parties are required to exercise proper oversight to ensure they are strictly abiding by the Code whilst acting on our behalf.
This Code of Conduct sets Kainjoo’s international standards in the conduct of its business and prevails even where a country’s laws, regulations and industry codes do not cover the same topics. If adherence to this Code is incompatible with applicable local law, you must abide by the provisions of applicable law, and report the matter to your Compliance Officer.
Kainjoo is committed to fair competition and free markets within the bounds of the law. You must refrain from illegal business practices, such as prohibited anti-competitive activities.
Anti-competition laws generally prohibit Employees from directly or indirectly engaging in discussions, making agreements or coordinating activities with actual or potential competitors; abusing a dominant position in a particular market; entering into agreements with suppliers, distributors or retailers that limit or eliminate free and fair competition, or engaging in any other behavior that would otherwise limit competition in breach of applicable laws and regulations.
Conducting International Business
Kainjoo endeavors to fulfil its purpose whilst adhering to the legal requirements of the countries within which it operates. Kainjoo is committed to observing all applicable export and import laws, including trade sanctions, embargoes, and other laws, regulations and government orders or policies whether imposed by the local government or by foreign governments with jurisdiction over a transaction.
Data Protection and Privacy
Kainjoo is committed to safeguarding the privacy and personal data of all its Employees and other persons with whom Kainjoo conducts business. Personal information includes any information that can be used to directly or indirectly identify an individual. Such data must be adequately protected and secured and may only be disclosed or transferred to third parties or internationally when legitimate grounds to do so have been established and provided the adequate transfer mechanisms are in place.
Any data privacy breach must be reported through the Data Subject Contact Form. Please use this link, if you are reporting from the US.
Appropriate Retention of Records
You must not destroy, conceal or alter records for the time needed to comply with applicable laws and Kainjoo’s record retention guidelines. If there is a possibility of any litigation, internal or external investigation involving any record in an Employee’s possession or under his/her control, that record must be retained and produced promptly upon respective instruction.
Anti-Bribery and Anti-Corruption
Kainjoo will not tolerate the payment, offer to pay, or authorization or receipt of any bribe or any other unlawful or improper payment to or from any public official or private person on behalf of Kainjoo. Bribery is the giving of money or something of value in an attempt to influence the act or decision of someone who ordinarily would not change their course of action or to induce someone to influence any act or decision of the government, with the purpose of assisting Kainjoo in obtaining or keeping business.
- You must not make, offer, or promise any payment, gift, service, offer of employment, or anything of value (directly or indirectly) that is intended to influence the actions of government personnel or Employees of other companies to advance Kainjoo’s commercial interests or the Employee’s personal standing.
- You must not provide anything of inappropriate value, including grants, donations, offers of employment, or gifts to unduly influence the recipient’s behavior, either government or private sector, such as to impact formulary, purchase, or recommendation.
- You must be familiar with the local requirements, including applicable laws and regulations concerning bribery.
- If involved in government or government-owned tenders and other procurement activities, you must refrain from giving anything of value to any stakeholders in the process.
- You must be aware that culture in one country, including gift giving, may not be lawful or appropriate elsewhere.
- If you have knowledge of a request for or payment of a bribe, you must immediately disclose this information to the Global Compliance Officer and the General Counsel.
- A payment, even if small, to government officials to obtain or expedite routine government services is called a Facilitation Payment. Kainjoo prohibits its Employees from making such payments. The only exception is imminent danger to an Employee’s personal security or health. For further information, please consult the Global Compliance Officer.
Political Activities and Donations
You must not directly or indirectly use or contribute company funds or assets to support a political party, a politician, a candidate for office or a campaign nor use Kainjoo’s premises or assets to raise funds or to campaign unless in compliance with the Group Delegation of Authority Limits including approvals up to the Group Chairman.
Interacting with External Stakeholders
All contacts and dealings with current or prospective customers, suppliers, vendors, lenders, competitors, as well as healthcare professionals (HCPs), healthcare organizations (HCOs) and patients, including patient organizations (POs) (“External Stakeholders”) must be conducted ethically to avoid a violation of any applicable law, regulation or this Code of Conduct and to prevent even the appearance of impropriety.
You may not offer, ask for, provide or accept anything of inappropriate value either for themselves or for others in return for favorable treatment.
Business Courtesies (giving or receiving)
Providing, hosting, or accepting a business courtesy, such as a modest meal, gift or entertainment, may be acceptable under certain circumstances. The business courtesy must be permissible under applicable laws and regulations, reasonable in nature, and compatible
with industry standards and local customs. To avoid even the appearance of a conflict of interest or of good intentions being misinterpreted, you must exercise common sense, discretion, honesty, and sound judgment.
Gifts (giving or receiving)
Giving: As for gifts, Kainjoo will not provide any personal gifts to external stakeholders, such as clothing, accessories, cosmetics as well as gadgets such as electronics. On the other hand, professional articles such as scientific books and other items of medical utility are acceptable
gifts to external stakeholders in most countries. Cultural courtesy items such as perishable goods on special cultural occasions or festivities are also generally accepted (e.g. moon cakes or mandarin oranges in certain parts of Asia).
Please consult the Kainjoo country specific requirements in your country or contact your Compliance Champion.
Receiving: As for receiving gifts, please politely refuse any gifts which you would otherwise not be able to give to the relevant external stakeholder (as above). If returning a gift is to be considered impractical or an offence to the giver, the gift may be accepted on behalf of the company if it is possible to have it shared amongst Employees (e.g. a basket with several articles). To avoid even the appearance of a conflict of interest or of good intentions being misinterpreted when receiving a gift, you must exercise common sense, discretion, honesty, and sound judgment.
For the avoidance of doubt, even if acceptable under the laws and policies in your country, under no circumstances shall a gift of EUR 100 or more be accepted without being reported to and receiving approval from the Global Compliance Office.
Hospitality (offering or receiving)
Offering: Kainjoo Employees are also requested not to provide any hospitality (food and all beverages, taxes and tips included) that he or she is not able to provide in his or her country. For example, in many countries, it is not permissible to provide a meal such as a business dinner which costs more than EUR 60 per person. Accordingly, Kainjoo Employees from those countries or when visiting those countries are requested not to accept hospitality exceeding such an amount. Even if deemed acceptable under your laws and policies, the highest limit for any hospitality to be offered by Kainjoo is of EUR 150.
Receiving: As for receiving hospitality, even if acceptable under the laws and policies in your country, under no circumstances shall hospitality of EUR 150 or more be accepted.
Any exceptions to any section of this chapter shall be approved only in justifiable circumstances by Kainjoo’s Global Compliance Office at [email protected]
Kickbacks and other Improper Payments
A kickback is a form of remuneration provided in exchange, for example, to unduly influence a formulary placement or writing a specified volume of prescriptions. You must not solicit, accept or provide any kickback or other unlawful payment in any amount to or from anyone, including any company or government that does or wants to do business with Kainjoo.
Conflicts of Interest
Kainjoo expects undivided loyalty from its Employees. A conflict of interest may arise when personal interests interfere, or may be perceived as interfering, with an Employee’s ability to perform a job effectively and objectively. You must not engage in any activities, which could conflict with Kainjoo’s business interests, adversely affect company reputation or interfere with the fulfilment of the responsibilities of the Employee’s job. You must not use your position with Kainjoo, or Kainjoo’s information or assets, for your personal gain or for improper benefit of others.
A conflict of interest exists when an Employee’s duty to give undivided business loyalty to Kainjoo can be compromised by actual or potential personal benefit from another source. While this Code covers a few specific situations where there is a risk that Employees’ personal interests will conflict with those of Kainjoo, this list is to be considered non-exhaustive. Employees must consider all circumstances that may create an actual or apparent conflict of interest and are required to safeguard against situations that may impair their objectivity to take a business decision in the best interest of Kainjoo. Such conflicts of interest may derive from external commitments and personal relationships, such as family or other close personal relationships, or can be caused by the acceptance of inappropriate gifts and invitations.
A conflict of interest exists when an Employee’s duty to give undivided business loyalty to Kainjoo can be compromised by personal or undue influences, which will be exemplified further in this section. Such conflicts may result from personal commitments, family ties or other personal, close relationships. Financial interests or the acceptance of something of value, such as a gift, may also create the perception of or actually cause conflicts of interest.
When a potential conflict of interest is identified, the Employee must report that activity to the Global Compliance Officer who will involve other functions as appropriate, which may include the following:
- Internal Audit;
- Risk and Controls;
- Human Resources; and
- Corporate Secretary.
Loyalty to Kainjoo
No Employee should be subject, or even appear to be subject, to influences, interests or relationships, which conflict with the best interests of Kainjoo. This means avoiding any activity that might compromise or appear to compromise Kainjoo or the Employee, or bring embarrassment to or adversely affect the reputation of Kainjoo or the Employee.
You must not work in a second job or other activities as they may conflict with your role at Kainjoo or materially interfere with your ability to perform your function.
All second-job employment will be subject to prior approval by your manager in conjunction with Human Resources. When such second-job employment is with or to act as consultants or agents for a Kainjoo customer, supplier or competitor, it must also be approved by the Global Compliance Officer.
You must not take advantage of an opportunity for personal gain that might fall within Kainjoo’s business purpose and practice. You must not sell your own services or products, or those of another person or firm, if Kainjoo offers similar services or products.
Personal or Family Business with Kainjoo
You must not conduct Kainjoo business with family members or with a business in which family members have an interest. You must not sell goods or services to Kainjoo beyond the stated or implied scope of your employment. For questions or approvals of exceptions, you must consult with the Global Compliance Officer.
Boards of Directors and Advisory Boards of Other Companies
You must not become officers or members of the Board of Directors or members of an Advisory Board of other companies, no matter their size or nature of business, without the prior approval of the Global Compliance Officer.
In principle, Kainjoo supports and will positively consider any request for approval regarding a non paid position as officer or member of the Board of Directors or member of an Advisory Board of not-for-profit or trade-related companies (such as health-care related, accounting, engineering and the like).
Generally, Kainjoo will only grant approval regarding for-profit companies (excluding trade-related companies) if there is a compelling business reason. An Employee is only allowed to hold one position with regard to for-profit companies (excluding trade-related companies).
If approval is obtained for a position as officer or member of the Board of Directors or member of an Advisory Board of a for-profit or not-for-profit company (excluding trade-related companies), all work must be performed outside of the Employee’s normal working hours or using the Employees’ vacation days. If approval is obtained for a position as officer or member of the Board of Directors or member of an Advisory Board of a trade-related company, work may be performed during the Employee’s normal working hours.
Direct or Indirect Interest in Suppliers, Customers and Competitors
No Employee may have any direct or indirect interest in any organization, which is seeking to do or currently doing business with Kainjoo or which is a competitor of Kainjoo. This means, for example, that no Employee may invest in or own shares of a Kainjoo competitor, supplier or customer. As an exception to this rule, an Employee may own shares in privately held companies
up to a total value of EUR 10,000 or equivalent in other currency. As for publicly traded companies, the amount cannot exceed one percent of the shares. For any other exceptions, you must obtain prior approval from the Global Compliance Officer. In case you own shares because of previous employment with any of the above, you must disclose this information as soon as possible. In this case, you will not be required to divest shares that were obtained prior to your employment with Kainjoo.
Disclosure of Interests
As a Kainjoo Employee, you must disclose any actual, potential, real or apparent conflict of interest as described in any of the sections of this chapter (4. Conflicts of Interest) to your direct manager and HR business partner (if affecting your employment contract) as well as to submit it to Global Compliance via Email to [email protected] kainjoo.com, for review and approval. Some potential or apparent conflicts may be accepted as long as they do not materialize. Actual conflicts of interest require resolution or, failing which, Kainjoo shall address them and may remedy the issue with the necessary corrective and disciplinary actions.
Everyone at Kainjoo is entitled to fair and respectful treatment. Kainjoo aims to ensure that every Employee is treated fairly, respectfully and equally at the workplace. Any form of discrimination, harassment or abuse is prohibited and will be sanctioned accordingly.
When engaging with business partners, members or any other third parties, you must ensure that such relationships are characterized by the values expressed in the Kainjoo Philosophy, such as mutual respect, fairness, support and professionalism.
Kainjoo complies with all local human rights laws for all countries in which it does business. Further, Kainjoo prohibits the use of forced and child labor.
Diversity, Fairness, Respect and Equal Employment Opportunities
At Kainjoo, we encourage our leaders to embrace diversity and show that we respect diversity and cultural differences in daily operations. Kainjoo is committed to providing equal opportunities disregarding of race, ethnicity, religion, disability, age, gender identity, or sexual orientation as well as an inclusive and fair workplace that fosters respect for all of our fellow Employees, customers and business partners. All Employees are treated fairly in matters affecting promotion, training, hiring, compensation, and termination. Any form of disrespectful or abusive behavior, threats, harassment, bullying, intimidation, or acts of violence is prohibited. You must not engage in or tolerate any conduct that relates to discrimination, harassment or abuse and report any suspected violations. If you are not willing to address these issues with your manager or Human Resources, you have the option to make an anonymous report to the Kainjoo Alert Line.
Safe and Healthy Workplace
The health and safety of all Employees is of utmost importance to Kainjoo. You must act responsibly to protect and preserve a healthy and safe workplace for everyone. This requires acting in a reasonable and safe manner, and knowing how to use and maintain the equipment required for the performance of duties. You must be aware of the applicable health and safety rules for your site or area, including emergency response plans. All environmental, health and safety issues, including unsafe conditions, accidents, work-related injuries and illnesses must immediately be reported to your local Environment, Health and Safety (EHS) representative.
Freedom of Association
Kainjoo respects the Employees’ rights to join an association and to be part of collective groups. Employees are free to form their opinion and express their political views without retaliation or discrimination in the workplace – provided that this does not interfere with the Employee’s ability to fulfil job-related responsibilities or if it is done in a disrespectful manner, which would represent a violation of the provisions of this Code of Conduct.
Protecting Company Assets
Care and Proper Use of the Company’s Assets
You must protect Kainjoo’s assets against threats such as damage, misuse, loss or theft. This includes tangible and intangible property, reputation as well as financial assets.
Proper Use of Information Systems, Email, and Social Media
Unless otherwise specified, the internet, email and other applications are provided for business purposes. All business communication internally as well as with external third parties must be done using Kainjoo’s approved electronic communications and email accounts. In sending and receiving electronic communications and attachments, you must apply the same standards of care as used in hard-copy communications. You must not abuse Kainjoo’s IT systems, internet access, email accounts, or any other information and communication media to create, send, search for, download, display or receive illegal, inappropriate, offensive, disruptive, or discriminating material.
As permitted by applicable laws, Kainjoo may monitor the use of Kainjoo’s IT Systems, property and communication devices to address specific needs and has the right to revoke privileges as it deems appropriate to protect the organization and its interests.
All Kainjoo property and equipment, including all information stored on them, must be returned upon termination of employment.
Protecting Kainjoo Information
Sensitive or confidential Kainjoo information relates to non-public ideas, strategies and other kinds of business information and must be protected as intellectual property. Kainjoo information must not be used by Employees for personal gain or taking advantage of any opportunity that arises in the course of their work for Kainjoo. No Employee may give or make available any sensitive or confidential Kainjoo information to any third party without proper authorization under confidentiality agreements. Similarly, Kainjoo is also responsible for protecting confidential information of customers, suppliers and other business partners.
True and Accurate Communications, Business Records and Public Reporting
Timely, complete, and honest recording of financial and non-financial information is important for Kainjoo. You must be truthful and accurate in all communications with one another, our customers, internal and external auditors, government agencies and other third parties. You must not falsify or forge any business records. Records must be prepared with integrity so that no information is incorrectly withheld, incomplete, or misleading. Discrepancies in any records must be resolved with appropriate corrections and made transparent to persons who need to know of any such corrections.
Insider trading relates to purchasing or selling a company’s shares while in possession of material non-public information liable to influence the value of those shares.
These rules apply to the shares of any third party with which Kainjoo is in dispute or in negotiations, including potential acquisitions.
You must not buy shares directly or indirectly nor pass along material, non-public information in any form including tips or rumors about any company to anyone who may trade shares whilst aware of such information.
Sustainability – Corporate Social Responsibility (CSR)
At Kainjoo, we want to go beyond just the manufacture and sale of our products. We strive to be a good citizen and have a positive effect on both people and the environment.
Corporate Social Responsibility has been a part of Kainjoo for many years. Kainjoo’s approach to CSR is born out of the Kainjoo Philosophy and drives our focus on our four CSR “pillars”:
Compliance with this Code of Conduct
Government Inspections and Requests
You must create a positive and cooperative environment for inspectors throughout the inspection process. You may not make false or misleading statements to any government official when complying with a request for access to Kainjoo’s premises or responding to an inquiry, subpoena, or other legal documents. In some jurisdictions, false or misleading statements during an inspection can lead to individual penalties.
Violation of this Code of Conduct
Kainjoo reserves the right to take all appropriate legal actions against Employees in connection with violations of this Code of Conduct, including immediate termination of the contract without compensation and a reservation of the right to any other remedies at law.
Besides a direct violation, a breach of this Code of Conduct is also committed if:
- Someone ignores, tolerates or fails to correct misconduct;
- Someone withholds important information in the event of a potential violation of this Code of Conduct upon explicit request;
- Someone knowingly makes baseless, untruthful reports or raises allegations that are knowingly false.
An employee who tries to or does take actions prohibited by this Code of Conduct indirectly through any instrumentality, e.g. a friend or family member, will be subject to disciplinary action up to and including termination.
How to Raise Questions
If you have questions regarding the interpretation of this Code of Conduct, you are invited to submit the question to your Compliance Champion who will involve other relevant departments as needed, depending on the subject matter. Alternatively, you may contact the Global Compliance Officer using the contact details listed at the end of this Code.
Reporting Potential Violations
You must notify Kainjoo as soon as possible if you become aware of any potential violations of this document or the law or if you believe that you have been requested to engage in conduct that violates this Code of Conduct or is to be considered unethical.
Obligation to Report
The obligation to report misconduct that has occurred or that you perceive may be occurring may be satisfied by contacting one of the following resources by phone, email or by sending a letter marked “Personal & Confidential” to:
- Your line manager
- Your Compliance Champion
- Your Vice President or Senior Vice President
- Any member of the Human Resources department
- The Group General Counsel or any member of the Legal department
- The Ethics Coordinator or any member of the Ethics Office
- The Global Compliance Officer and any Compliance team member
- The Kainjoo Alert Line
Relevant information and instructions for using the Alert Line phone service are available throughout Kainjoo’s premises wherever in the world, as well as on our Intranet.
Anonymity and Confidentiality
Although you are encouraged to identify yourself, you may remain anonymous when using the Kainjoo Alert Line service. However, local laws in some countries discourage or prohibit anonymous reporting or restrict the scope of subjects that may be reported to concerns related to finance, auditing, accounting, banking, anti-bribery and related matters. All information submitted to the Kainjoo Alert Line will be treated as confidential and only shared with those who need to know in order to answer your question or to look into the matter.
Kainjoo’s Response to Reports of Potential Violations
Kainjoo will promptly and appropriately investigate all reported potential violations with the highest degree of confidentiality possible under the circumstances. If Kainjoo determines, after investigation, that a violation has occurred, it will take the action that it believes is appropriate and required by law.
This could include disciplinary actions against or prosecution of the parties involved. Disciplinary action will vary depending on the circumstances but may range from counselling to contractual termination. The company investigates all allegations and takes decisive action even though this may not be evident to others in the organization.
Kainjoo will not engage in or tolerate any retaliation against an employee who has reported a potential violation under this Code of Conduct or cooperated with an investigation into reported misconduct in good faith. However, filing a report, which the Employee knows or should know to be false, is prohibited and subjects that Employee to appropriate discipline, which could include termination.