Exhibit 10.16
HR-148
EFFECTIVE DATE: 02-04-04
FLUOR HUMAN RESOURCES POLICY __________________________________________________
POLICY/PROCEDURE
THIS FLUOR ENTERPRISES, INC. POLICY IS SUBJECT TO MODIFICATION OR REVISION IN
PART OR IN ITS ENTIRETY TO REFLECT CHANGES IN CONDITIONS SUBSEQUENT TO THE
EFFECTIVE DATE OF THIS POLICY.
SUBJECT: BUSINESS ETHICS AND CONDUCT
HR-148
EFFECTIVE DATE: 02-04-04
SUPERSEDES: 03-03-03
I. POLICY
Employees are expected to adhere to the highest standards of business
ethics and to conduct themselves and Fluor's business in a manner that will
safeguard the company's reputation and retain the respect of its
shareholders and all who associate with Fluor. No one in Fluor may give any
order or directive that would violate the principle of strict adherence to
the law, regulations governing company activities, or this policy. Fluor
has additional policies in place that supplement and support the standards
of conduct in this policy. Employees are expected to adhere to these and
all other company policies as well.
II. PROCEDURES
A. CONFLICTS OF INTEREST AND MISAPPROPRIATION OF CORPORATE OPPORTUNITIES:
1. Employees must avoid circumstances giving rise to potential bias
due to conflicting personal interests and investments not
consistent with the employee's performance of company business. In
addition, employees are prohibited from taking for themselves
opportunities related to Fluor's business, using Fluor's property,
information, or position for personal gain, or competing with
Fluor for business opportunities.
2. The company recognizes that the complexities of personal and
company interests may occasionally result in situations where
employees feel compelled to excuse themselves from a particular
transaction because of inability to preclude the appearance of
bias or the occurrence of personal gain at the expense of the
company. To facilitate the avoidance of such circumstances and to
protect both employees and the company, all potential personal
conflicts and all opportunities that relate to Fluor's business
must be disclosed in writing upon initial employment with the
company, at the time of the recertification of this policy, and at
any other time in the course of employment when potential conflict
situations or opportunities that relate to Fluor's business arise.
3. Employees must disclose to their supervisors, management, Human
Resources, or the Ethics Hotline (see Section III of this policy)
circumstances, investments, interests, or affiliations which could
reasonably be expected to:
a. Create the appearance of personal gain at company expense
(including, but not limited to, opportunities that relate
to Fluor's business);
b. Create the appearance of preferential treatment or lack of
impartiality;
c. Impede company economy or efficiency;
d. Result in a loss of independence and objectivity;
e. Reflect poorly on the company or its clients; or
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UNITED STATES HUMAN RESOURCES POLICIES
Exhibit 10.16
HR-148
EFFECTIVE DATE: 02-04-04
FLUOR HUMAN RESOURCES POLICY __________________________________________________
POLICY/PROCEDURE
THIS FLUOR ENTERPRISES, INC. POLICY IS SUBJECT TO MODIFICATION OR REVISION IN
PART OR IN ITS ENTIRETY TO REFLECT CHANGES IN CONDITIONS SUBSEQUENT TO THE
EFFECTIVE DATE OF THIS POLICY.
SUBJECT: BUSINESS ETHICS AND CONDUCT
f. Have the effect of diminishing the trust and confidence of
the public, the government, our clients, or other
employees in the company.
4. Employees must notify a supervisor, member of management, or
member of Human Resources before accepting membership on any
for-profit board of directors.
5. Officers must disclose any circumstances, investments, interests,
or affiliations described in Section II.A.3. (a) through (f) of
this policy to the Senior Vice President Law. Officers must notify
the Senior Vice President Law before accepting membership on any
board of directors, whether of a charitable organization, or
otherwise.
B. CONFIDENTIAL INFORMATION: Many aspects of Fluor's business, with the
exception of those normally found in the public domain, are
confidential and proprietary information and are only to be shared with
co-workers on a need-to-know basis. This includes, but is not
necessarily restricted to, technologies and concepts, financial
position, construction or expansion plans, computer programs, process
data, bid data, and employee histories / pay, or any business plans of
Fluor's clients, partners, customers, suppliers, and contractors. All
employees are required to sign an agreement in which they agree not to
disclose confidential information belonging to Fluor, its clients, or
others with whom it does business. Furthermore, Fluor recognizes the
confidentiality of business data and no employee shall seek to obtain
such data through collusion, bribery, or any illegal or unethical
means.
C. ANTI-TRUST: Employees will not engage in any practice that restricts
trade and, as such, violates anti-trust regulations, such as giving to,
accepting from, or discussing with a competitor, unpublished
competitive data (prices or terms and conditions of sales agreements).
Employees may not enter into any agreement or plan that would restrict
competition.
D. ACCURATE RECORD-KEEPING AND REPORTING: Fluor's books, records,
accounts, and reports must accurately reflect its transactions, and
must be subject to an adequate system of internal controls and
disclosure controls to promote the highest degree of integrity. Reports
and documents that Fluor files with or submits to the Securities and
Exchange Commission, and other public communications, should contain
full, fair, accurate, timely, and understandable disclosure.
E. POLITICAL CONTRIBUTIONS AND ACTIVITIES: Participation and involvement
in public issues, including political activities, are on the
individual's own behalf and not on behalf of the company. Employees may
also, if they so choose, make voluntary contributions to political
causes which are solicited without direction or coercion. Any such
contribution or failure to contribute shall not advantage or
disadvantage the employee.
F. GOVERNMENT CONTRACTING: The statutes and regulations governing business
with or for governmental entities are complex and impose different and
special requirements from those applicable to the private sector.
Failure to comply with these requirements may be a criminal offense.
The company has specific business conduct standards for this area. Any
questions regarding compliance should be referred to Fluor's Legal
Services Group.
G. BOYCOTT: Employees shall not engage in any organized effort on behalf
of the company to punish an organization by refusing to buy, sell, or
use its products or services. It is illegal for Fluor or employees
acting on its behalf to participate in or cooperate with boycotts
conducted by countries other than the
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UNITED STATES HUMAN RESOURCES POLICIES
Exhibit 10.16
HR-148
EFFECTIVE DATE: 02-04-04
FLUOR HUMAN RESOURCES POLICY __________________________________________________
POLICY/PROCEDURE
THIS FLUOR ENTERPRISES, INC. POLICY IS SUBJECT TO MODIFICATION OR REVISION IN
PART OR IN ITS ENTIRETY TO REFLECT CHANGES IN CONDITIONS SUBSEQUENT TO THE
EFFECTIVE DATE OF THIS POLICY.
SUBJECT: BUSINESS ETHICS AND CONDUCT
United States. When an issue over a boycott arises, employees are
expected to contact Fluor's Legal Services Group.
H. INSIDER TRADING: Trading on inside information about a corporation's
securities or conveying such inside information to others ("tipping")
or suggesting that anyone purchase or sell a corporation's securities
while in possession of inside information is strictly prohibited by
law. An employee who, during the course of his or her employment, has
come into possession of material non-public information relating to
Fluor or any other corporation, including any of its clients, may not
buy or sell the securities of that corporation or direct anyone to
purchase such securities on his or her behalf. In addition, an employee
may not tip non-public information relating to Fluor or any other
corporation to members of the employee's immediate family or others.
I. CORPORATE ASSETS: Employees are expected to respect the company's
assets as they would their own. Corporate assets take many forms (land,
buildings, equipment, etc.), and support daily work (desks, tools,
computers, telephones, etc.).
J. FAIR DEALING: Employees should deal fairly with Fluor's customers,
suppliers, competitors, and employees. No employee should take unfair
advantage of anyone through manipulation, concealment, abuse of
confidential, privileged or proprietary information, or
misrepresentation of material facts.
K. BRIBES, PAYOFFS AND GRATUITIES: Employees must not bribe or make
payoffs to anyone, nor may they accept anything of more than nominal
value from anyone with whom Fluor does business (suppliers,
contractors, clients, etc.).
L. COPYRIGHTS: In accordance with United States law, no employee shall
make unauthorized copies of copyrighted materials such as books,
magazines, newspapers, periodicals, computer programs, or user manuals.
M. COMPLIANCE WITH LAWS AND REGULATIONS: Employees shall comply with all
applicable laws and regulations including those applicable to the
conduct of business with governmental bodies, which include, but are
not limited to, those regarding cost accounting, time charging,
national security, procurement, and discrimination.
III. COMMUNICATIONS AND REPORTING
A. ENCOURAGING OPEN COMMUNICATION: No policy can anticipate every
situation that may arise. Accordingly, this policy is not meant to be
all-inclusive, but rather is intended to serve as a source of guiding
principles and to encourage communication and dialogue between
employees and supervisors concerning standards of conduct addressed in
the policy. Employees are encouraged to discuss with any supervisor,
manager, or member of Human Resources questions about particular
circumstances that may implicate the provisions of this policy.
B. REPORTING OBLIGATIONS: Employees who believe that Fluor's standards are
not being practiced are required to report the circumstances to their
supervisors, managers, or a member of Human Resources. Retaliation for
reports of misconduct by others made in good faith is prohibited by
law, and Fluor will not permit retaliation of any kind against any
employee who reports misconduct in good faith.
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UNITED STATES HUMAN RESOURCES POLICIES
Exhibit 10.16
HR-148
EFFECTIVE DATE: 02-04-04
FLUOR HUMAN RESOURCES POLICY __________________________________________________
POLICY/PROCEDURE
THIS FLUOR ENTERPRISES, INC. POLICY IS SUBJECT TO MODIFICATION OR REVISION IN
PART OR IN ITS ENTIRETY TO REFLECT CHANGES IN CONDITIONS SUBSEQUENT TO THE
EFFECTIVE DATE OF THIS POLICY.
SUBJECT: BUSINESS ETHICS AND CONDUCT
C. ETHICS HOTLINE: In the event that an employee does not want to report
internally, the company has an Ethics Hotline which is managed by an
external organization specializing in compliance and reporting issues.
Employees may call the hotline at 1-800-223-1544 to report potential
legal, ethical, accounting, or auditing violations or concerns. Any
calls to the Ethics Hotline may be made anonymously, although employees
are encouraged to identify themselves so that a full confidential
investigation is possible.
IV. COMPLIANCE
A. VIOLATIONS: Violation of this policy by any employee may result in
disciplinary action, up to and including termination. Civil charges
against the employee may also be filed.
B. SIGNATURES AND REAFFIRMATIONS
1. Newly hired employees will sign and receive copies of Fluor Human
Resources Policy, HR-148, Business Ethics and Conduct.
2. Employees will recertify their adherence to Policy HR-148 as
required.
V. EXCEPTIONS
None
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UNITED STATES HUMAN RESOURCES POLICIES