1、bc,Professional Standards,March 1998,Author:Peter Aman,Contributors:Barbara Bjornson,Laird Reed,Copyright 1998 Bain&Company,Inc.,2,professionalstandards,Agenda,Compliance and IntroductionPoliciesCasesSources of additional information,3,professionalstandards,Agenda,Compliance and IntroductionPolicies
2、CasesSources of additional information,4,professionalstandards,Professional Standards Compliance,Failure to follow described policies will result in significant penalties,up to and including immediate involuntary termination.,5,professionalstandards,Policy Areas,Protecting/sharing client information
3、,Competitor data gathering,Exclusivity and client conflict,Harassment and discrimination,Insider trading,General and Expense Policies,Policy Areas,6,professionalstandards,Whata set of worldwide professional standards(captured in client service policy statements)which reinforce our commitment to acti
4、ng with integrity and honestyspecific guidelines(captured in client service policy statements)for tricky situations where there is tension between doing the best for the client and doing the“right”thing,or between needs of multiple clientsa group of people in the center and in local offices dedicate
5、d to interpreting and applying the policies,Program Description(1 of 4),7,professionalstandards,WhyBains reputation and success ultimately depends on it to ensure that the instinctive reaction to a tricky situation is generally the right onereinforce a firm wide commitment to“doing the right thing”r
6、einforce a culture which embodies integrity and honesty that we can all be proud ofprovide a business environment consistent with firm management and employees valuesProtection from lawsuits,Program Description(2 of 4),8,professionalstandards,Whoevery individual employee-embodies our professional st
7、andards,thoroughly understands them and applies them consistently and comprehensivelylocal office Professional Standards Program Manager-interprets,counsels,provides feedback to other offices and the CenterProfessional Standards Program Director(Peter Aman)-central resource to manage implementation
8、of program and assist driving of continued program development and improvementProfessional Standards Program Officer and Coordinator(Colin Anderson,Barb Bjornson)-central resource to further develop,refine,and interpret;mechanism for mediationManagement-reinforce(actively),interpret,apply,provide in
9、centives/disincentives,Program Description(3 of 4),9,professionalstandards,Howthrough local resources(Professional Standards Managers coordinated with the Center)worldwide training for all levelsrole modeling at the team levellocal communications and marketing coordinated by the center(e.g.,intranet
10、)internal/external marketingincentives and disincentivesBVU,Program Description(4 of 4),10,professionalstandards,Agenda,Compliance and IntroductionPoliciesCasesSources of additional information,11,professionalstandards,Professional Standards Policies,Protecting and sharing client informationCompetit
11、or data gatheringExclusivity and client conflictHarassment and discriminationInsider tradingGeneral and Expense Policies,12,professionalstandards,client identityclient internal dataproprietary insightspurchased studies(permission may be overarching at case start),presentationsproposalsback-up inform
12、ationsuccess stories,general insights general developed informationpublicly available information,Information,Which can and should be shared,Which should be shared once sanitized,Cannot be shared without explicit permission from the client,No confidential or proprietary information(including the cli
13、ents identity and characteristics of the relationship),provided by or obtained for,a client may be given to anyone outside the case team.Information which is neither proprietary nor confidential may be shared only with the express approval of a Bain partner on the originating case,and in many cases,
14、the client.,Protecting&Sharing Client Information-Guidelines,13,professionalstandards,When client information is provided to a competing case team or within a Practice Area,the material must be sanitized by or at the direction of the Operating VP who is then also responsible for approving the final
15、productWhen client information is provided to a non-competing case team,the process of sanitizing the information may be done by or at the direction of the VP asking for the information but the Operating VP is responsible for approving the final product,Sanitizing(or disguising)client information an
16、d approving/disapproving communication of the information is the responsibility of the Operating VP who did the work according to the following guidelines:,Protecting&Sharing Client Information-Disguising Information,14,professionalstandards,Does the developed information depend heavily on client pr
17、oprietary data/input/information,Source data highly proprietary(not public)Source data reliant on client input and or involvement(e.g.,client interviews),Did client pay a significant portion(e.g.,x%or$x)of the cost of Bains value-added in developing the information(i.e.,insight paid for by one clien
18、t,not many)?,Would sharing the info pass the“Sunshine Test”?,Would sharing the info pass the“Sunshine Test”?,Sanitize Information and Share it,Information May Not be Shared Without Client Permission,Information Should be Shared,Protecting&Sharing Client Information-Decision Rules for Developed Info.
19、,15,professionalstandards,*Copyright permitting,Protecting and Sharing Client Information-Policy Summary,External ReportsArticle or report name,date,author,etc.News or magazine articleLiterature searchReport purchased by Bain(not client)Bain PresentationsMethodology SlidesWorkplansIndustry overview
20、dataStrategic insights(if the insights were developed over many clients and not just one(e.g.,lessons learned from a retail customer segmentation case)Strategic insights(if the insights were developed for just one client(e.g.,a sequencing algorithm for two auto manufacturers)Internal client dataClie
21、nt research/dataReport purchased by clientA study conducted by the clientA data spreadsheet from the client,X,X,X*,X*,X,X,X,X,X,X,X*,X,X,Information that can and should be shared,Client approval before sharing information,Information must be disguised before sharing,Subject to Operating VP approval,
22、16,professionalstandards,The greatest amount of the highest quality informationAt the lowest possible cost for our clientWith the highest standards of professional conduct(and tradeoffs will always be resolved in favor of business ethics over data collection convenience),Competitor Data Gathering-Ob
23、jectives,17,professionalstandards,Client confidentiality must be protected.never reveal client name without VP and client approvalAll statements,written or verbal,must be true.Lying is never acceptable under any circumstancesRefusing to answer questions is preferable to lyingBain Employees can not m
24、is-represent themselves,the firm(name or type of enterprise),or the type of research they are performing,Competitor Data Gathering-Policies(1 of 4),18,professionalstandards,Interview respondents can be promised non-sensitive results of research only if such results are furnished as described and pro
25、misedNo company may be contacted by a case team for a competitor interview without express approval from a VP on the case(to prevent inadvertently calling another offices/teams client by mistake),Competitor Data Gathering-Policies(2 of 4),19,professionalstandards,Only VPs may approve/sign written st
26、atements which describe for competitor interview targets the purpose of the questions or the destination/limitations on the use of the resulting dataNon-management employees may be contacted only with express approval(from a VP on the case)When interviewing someone currently associated with our clie
27、nt who previously worked for a competitor of our client,Bain staff should clearly communicate thatwe expect them to honor their confidentiality commitments to their current(or previous)employerwe are specifically asking them to avoid divulging any information which is proprietary or should be consid
28、ered confidentialwe are only asking for information that they are comfortable divulging,Competitor Data Gathering-Policies(3 of 4),20,professionalstandards,In no circumstances may a Bain employee offer any kind of monetary or non-monetary incentive for the purpose of gathering informationBain employ
29、ees are responsible for the actions of those they directly or indirectly superviseOverarching test of any decision is always the“Sunshine Test”-whether the action stands up under scrutiny by an objective 3rd party(or on the front page of the Wall Street Journal),Competitor Data Gathering-Policies(4
30、of 4),21,professionalstandards,How do we represent ourselves?I am(your name)of Bain would you give me some informationI am(your name)a business school studentBain&Company-a market research firma market research firm,Always Acceptable,Acceptable Only with VP and often client Approval,Absolutely Prohi
31、bited,X,X,X,X,X,X,X,X,Competitor Data Gathering-Guidelines(1 of 3),22,professionalstandards,How do you represent the client?no mentionindustry of clientarea of interest to clientclient nameanything elseWhat organizations do we contact?customersindustry associationssupplierscompetitorssecurity analys
32、ts,Always Acceptable,Acceptable Only with VP and often client Approval,Absolutely Prohibited,X,X,X,X,X,X,X,X,X,X,Competitor Data Gathering-Guidelines(2 of 3),23,professionalstandards,Who in the organization do we contact?senior managementmiddle and junior managementnon-management(labor and clerical)
33、Are incentives appropriate for gathering informationmoneyother non-monetary rewards,Always Acceptable,Acceptable Only with VP and often client Approval,Absolutely Prohibited,X,X,X,X,X,Competitor Data Gathering-Guidelines(3 of 3),24,professionalstandards,Bain&Company is dedicated to helping our clien
34、ts achieve outstanding results.As such,we pride ourselves on having the most rigorous standards in the consulting industry with respect to confidentially and conflict of interest.,Confidentiality of data:,Our goal is absolute protection of proprietary client dataRigorous internal policies and proced
35、ures,“Assignment exclusivity:,Bain&Company will not accept a client assignment worldwide where in our judgment success would cause an existing client assignment to fail.Under many circumstances,this permits Bain to serve two competitors in an industry.However,this will often restrict staffing and th
36、e office involved.To our knowledge,no other leading consulting firm operates a standard this rigorous.,Exclusivity and Client Conflict-Policy Summary(1 of 2),25,professionalstandards,Formal“performance partnership”:,Where appropriate,we aspire to agree to formal“performance partnerships”with our cli
37、ents,aimed at creating sustained exceptional client results.Such arrangements are entirely at the behest of our clients.A“performance partnership”relationship is in no way a requirement by Bain&Company.,“Internal Bain gatekeeper”:,A member of the Bain&Company worldwide Policy Committee is designated
38、“internal gatekeeper”,to ensure any issues relating to possible conflict of interest are resolved in a manner fully consistent with Bain policies and client interests.,“People exclusivity:,Individuals who are involved in strategy work for a client are restricted from dong strategy work for a direct
39、competitor for a minimum period following the end of an assignment-typically one to two years for senior individuals.,Exclusivity and Client Conflict-Policy Summary(2 of 2),26,professionalstandards,Harassment and Discrimination-Policy Summary,No employee shall threaten or insinuate any adverse effec
40、ts whatsoever on another employee who is refusing to submit to sexual advances.No employee shall engage in sexually harassing behavior,including propositions,sexual comments,sexually degrading terms,or the display of workplace decorations,which could possibly offend another employee.No employees sha
41、ll create an offensive or intimidating work environment or experience by words,acts,jokes,threats,or printed materials which demean or show hostility to an individual race,color,religion,gender,nationality,age,sexual orientation,or disability.,27,professionalstandards,Our policy on insider trading p
42、rovides the greatest protection to both individual employees as well as to the firm(designed to prevent any violations of securities laws,inadvertent or otherwise,as well as to avoid the appearance of improper conduct on the part of anyone employed at our firm).You are prohibited from trading,and fr
43、om tipping others to trade,in a companys stock when:you know material,non-public information about a company;or the company is a Bain client(and appears on Bains Restricted List);or the company is otherwise associated with Bain or a Bain client(and appears on Bains Restricted List)If trading outside
44、 the U.S.,you are expected to adhere to local laws;however,even if there is no local prohibition on“insider trading”,trading in the stock of a Bain client is not permitted.,Insider Trading-Policy Summary(1 of 2),28,professionalstandards,The“Restricted List”of companies in which employees may not tra
45、de is maintained by Local Controllers,Corporate Treasury and possibly the senior Librarian in each local office.If you own a security,you maysell the shares immediately(assuming no issue of insider information)orhold the shares(either in a“blind”trust or until 3 months after you leave Bain)in rare c
46、ircumstances and only with the approval of the Center,you may be able to sell a security on the Restricted List within a prescribed windowThe consequences of insider trading violations can be staggering:civil fines up to 3 times the profit gained or loss avoided by the tradingcriminal fines(no matte
47、r how small the profit),of up to$1millionliability to those damaged by the tradingthe appearance of improper conduct can have a very serious impact on Bains business and financial resultssanctions up to and including termination of employment for cause,Insider Trading-Policy Summary(2 of 2),29,profe
48、ssionalstandards,General and Expense Policies,Employees may not violate any criminal or civil laws or regulations(federal,state,or local)as part of any work for Bain&Company or its clients nor may they recommend(either seriously or in jest)that the client violate any criminal or civil laws or regula
49、tions.Bain&Company letterhead may only be used for Bain&Company business.Employees can not accept gifts or payments from 3rd party vendors except those generally accepted in the business community)(e.g.,frequent flier awards).Employees cannot use Bain or Bain generated contacts to promote or sell pr
50、oducts of companies in which they have a material interest.,General Policies:,Employees must follow Expense Standards to determine reimbursable expenses.,Expense Policies:,30,professionalstandards,Agenda,Compliance and IntroductionPoliciesCasesSources of Additional Information,31,professionalstandar
