Our Corporate Governance
At SipaMED, we adhere to sound corporate governance principles, ethics, and compliance in all aspects of our business. Our Board of Directors sets high standards for our directors, officers, employees, and for the conduct of our business worldwide. Our success is grounded in behavior that is based on demanding values. One such value is the belief in an uncompromised ethical standard.
We also maintain various compliance and training initiatives, including programs that address anti-bribery and anti-corruption, supplier codes of conduct, third-party compliance, and ethics, environmental compliance, trade compliance, and quality management systems.
DATA PRIVACY & CYBER SECURITY
We are committed to our customer’s privacy. We know that we must earn trust and keep it every time our customers use our products and services to transform the way the world works.
Our Office of Data Protection and Office of Data Governance work together with the goal of ensuring that personal data is collected, shared, and handled appropriately. We start with a commitment to:
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Being transparent in how and when we collect and use personal data.
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Simplifying our policies so they are easy to understand.
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Reinforcing best practices and standardizing processes in managing customer data assets.
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Acting as good stewards of customer data we receive and process.
DATA PRIVACY & CYBER SECURITY
Our approach to security includes focused efforts on everything from product development to managing and monitoring our infrastructure and our environments. We utilize industry standards where possible to ensure consistency and best practices across the organization.
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As a customer-focused organization, security is embedded and operationalized continuously throughout the development lifecycle and aligned to an enterprise framework that ensures all products have consistent security levels. This allows us to monitor and address any potential issues with our products before customers begin using them.
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Equally important, we monitor the infrastructure and the environments in which our solutions are deployed. Many different approaches and techniques are used including managing identity and access, vulnerability management, and intrusion detection solutions on networks and systems. All of these approaches work together, with appropriate incident response, to maintain a high level of security for our customer solutions.
RISK MANAGEMENT
At SipaMED, risk management is a critical element in promoting the sustainability, resilience, and value of the company. We focus on four main risk categories:
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Hazard
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Operational
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Financial
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Strategic
We believe that risk is best mitigated when all our business divisions are involved. Business division leaders act as company-wide risk champions by raising awareness, sharing leading practices, and facilitating compliance and other risk management activities. Together, along with our Enterprise Risk Management leader, divisional leaders present the top inherent risks that could pose a material threat to established risk tolerances as well as stockholder value. This information, along with a summary of key risk management activities, is presented annually to our Board of Directors.
RISK MANAGEMENT
We manage risks in the following ways:
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The Audit Committee of the Board of Directors and the management of the company are responsible for risk management.
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We have an Enterprise Risk Management (ERM) process that is led by an ERM leader.
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Regular, on-going management and review processes allow us to actively manage both strategic and operational risks with a forward- looking view.
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Surveys and interviews are conducted on an annual basis and are aimed at identifying and ranking the top 10 inherent compliance and hazard risks.
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Risk owners exist at every level of the organization.
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We conduct compliance and hazard risk assessments to identify, assess, and treat risks while establishing risk tolerances and prioritizing resources.
SUPPLIER CODE OF CONDUCT
We seek to establish relationships exclusively with third-party partners who share our commitment to conducting business fairly, legally, ethically, and transparently.
As a global company:
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We implement and monitor policies that ensure all operations — including all suppliers, vendors, and contract manufacturers — fully comply with local and national laws wherever we conduct business.
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We set standards for our company, suppliers, and partners through our Our Supplier Code of Conduct, Business Ethics and Conduct Policy, and Conflict Minerals Policy.
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We prevent modern slavery, human trafficking, anti-bribery misconduct, and conflict mineral sourcing in our supply chain.
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SipaMED may request that new and existing suppliers perform assessments and/or audits in compliance with our Code of Conduct requirements.
BOARD OF DIRECTORS
COMPOSITION & DEI
Our Board of Directors recognizes that our success over the long term requires a strong corporate governance framework.
Below are highlights of our corporate governance framework:
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Our directors are elected annually.
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We separate the positions of Executive Chairman of the Board, CEO, and Lead Independent Director, which provides a balance in our leadership structure and helps ensure a strong, independent, and active Board.
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In uncontested elections, our directors must be elected by a majority of the votes cast and an incumbent director who fails to receive a majority is required to tender their resignation.
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We have no supermajority voting requirements in our Certificate of Incorporation or Bylaws.
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We focus on board refreshment and diversity, as evidenced by the fact that nearly half of our directors have less than five years of tenure and four out of eleven of our directors are female or diverse.
HUMAN RIGHTS IN SUPPLY CHAIN
Respect for human rights is a fundamental value of SipaMED. We promote and protect human rights and believe it is our duty to cultivate ethical labor practices wherever we do business. Additionally:
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We condemn all forms of exploitative working conditions including all forms of forced labor and exploitative child labor.
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We are committed to eradicating the risk of slavery and human trafficking in our supply chain.
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Our Partner Code of Conduct requires that SipaMED’s suppliers and partners operate with the highest ethical standards and support the fundamental human rights outlined by SipaMED.
We promote and protect human rights and believe it is our duty to cultivate ethical labor practices wherever we do business.
ANTI-CORRUPTION / ANTI-BRIBERY
All directors, officers, employees, agents, consultants, and representatives of SipaMED throughout the world are expected to be aware of and abide by the requirements of anti-corruption laws.
We have implemented policies against corruption and unethical business behavior and abides by international efforts supporting anti- corruption laws including:
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The Foreign Corrupt Practices Act (FCPA) and the laws of many countries that specifically prohibit corrupt payments to public officials.
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Our Business Ethics and Compliance Policy and applicable anti-corruption laws such as the UK Bribery Act also prohibit corrupt payments for any purpose, including corrupt payments involving only private parties.
