Code Of ConductThis code is designed to provide all members of the Texas Book Publishers Association, (TBPA), with guidelines for appropriate professional conduct and an affirmation of enduring values.
Our reputation for quality products and services, for business integrity, and for the independence and integrity of our publications, services, and products is our heart and soul of our enterprise.
TBPA members holds a position of trust. Acceptance of a position at any level or in any part of TBPA includes acceptance of individual responsibility to uphold TBPA policies governing legal and ethical business practices. It also includes acceptance of individual responsibility for following all legal requirements and ethical business practices, as well as the responsibility to stress proper ethical behavior among colleagues and subordinates.
Moreover, it must be clear to each of us that business integrity is necessary in every business decision and that it is not the special province of news members, members of the legal department, or anyone else. Business integrity requires that we make all of our business decisions, and approach all business questions, objectively and realistically.
Managers, by virtue of their positions of authority, must be ethical role models for all members. An important part of a manager leadership responsibility is to exhibit the highest standards of integrity in all dealings with members, customers, and the world at large. Managers must avoid even implicit or unspoken approval of any actions that may be damaging to the reputation of TBPA, and must always exercise sound business judgment in the performance of their duties.
An equally important leadership responsibility is to develop member commitment to our principles and ability to make sound ethical judgments. Managers must communicate the seriousness of TBPA expectations of ethical conduct, as well as their own personal support for these guidelines. Ethical leadership includes fostering a working environment that encourages members to voice concerns or otherwise seek assistance or counsel if faced with potentially compromising situations, and also supporting those who raise such concerns.
Finally, what follows is not intended to be an exclusive or inclusive list of all laws, regulations, and other norms applicable to TBPA and with which compliance is expected. In our rapidly evolving businesses, each of us is challenged by a complex environment that often requires quick response under pressure. No written policy can definitively set forth the appropriate action for all business situations. Accordingly, this code emphasizes and clarifies a standard of ethical conduct that must govern all of our business dealings and relationships. In addition, more detailed guidelines for managers are available for some of the topics covered by this code, and others will be promulgated from time to time; some departments also issue specialized guidelines of their own. Please consult with your supervisor for additional information regarding additional guidelines.
Business Relationships and Activities
Compliance with Laws, Rules, and Regulations
Political and Civic Activities
Books and Records
Compliance with this Code
Confidential InformationAny and all information and other material obtained by a TBPA member in connection with his or her employment is strictly the property of TBPA. Such information includes not only our own work and that of our colleagues, but also information relating to future activities, including as-yet-unpublished news, information, and advertising, as well as schedules for publishing the same. Such material must never be disclosed to anyone outside TBPA, including to friends and family. In no event should any information obtained in connection with TBPA employment be disclosed privately to anyone until such information has been made available to the public.
These rules also apply, of course, to confidential information about TBPA. TBPA members may not disclose to others any confidential information belonging to TBPA, nor may they use such information for their personal benefit or that of others. Each of us who possesses or has access to confidential information has an important responsibility to keep that information confidential and to prevent it from being disclosed to others outside or inside TBPA, either purposefully or otherwise. This obligation applies not only during TBPA employment, but thereafter as well.
In addition, it is important to take care not to discuss such confidential matters with anyone, including family members or business or social acquaintances, or in places where one can be overheard. Within TBPA, confidential business information should be divulged only to other members who need to know the information in order to carry out their business responsibilities.
Business Relationships and ActivitiesTBPA is entitled to our undivided business loyalty, our single-minded professional attention, and our undistracted focus on our businesses and our customers. Members must not use TBPA assets, talents, information, technology, name, or influence for their personal benefit or gain. All of the intellectual fruits of our labors as members belong to TBPA.
We recognize that TBPA cannot succeed if our customers do not succeed. It is our obligation to deliver our products and services in as timely a manner as possible, and with the highest possible levels of quality. Business dealings should be open and honest, and transactions should be in the best interests of both TBPA and the customer.
To ensure this, TBPA members should not directly or indirectly offer or provide to customers, prospective customers, or any company, individual, or institution that furnishes or seeks to furnish news, information, material, equipment, supplies, or services to TBPA any gift, entertainment, or reimbursement of expenses of more than nominal value or that exceeds customary courtesies for that time and place. A reasonably priced meal is an example of an acceptable entertainment expense. Nor should members offer or provide, directly or indirectly, any material, equipment, or services to any individual in a position to make or influence any business or governmental decision affecting TBPA.
Conversely, TBPA members should not solicit or accept, directly or indirectly, any payment, loan, service, equipment, or any other benefit or thing of value, or any gift, entertainment, or reimbursement of expenses of more than nominal value or that exceeds customary courtesies for that time and place from suppliers or customers, or from any company, individual, or institution that furnishes or seeks to furnish news, information, material, equipment, supplies, or services to TBPA, or from anyone else with an actual or prospective business relationship with TBPA.
TBPA members must remain scrupulously free from obligation to suppliers and vendors. Accordingly, members should not requisition, order, approve, or otherwise participate in the purchasing of goods or services on behalf of TBPA from any supplier or vendor in which the member or any member of his or her extended family or household has a substantial financial interest, unless there is a compelling business interest and it is pre-approved by the chief executive officer of TBPA.
Compliance with Laws, Rules, and RegulationsAll members of TBPA must obey all applicable laws. TBPA members who have dealings with government officials are required to be familiar with any applicable lobbying laws and public disclosure requirements.
Political and Civic ActivitiesTBPA does not contribute, directly or indirectly, to political campaigns or to political parties or groups seeking to raise money for political campaigns or parties, and TBPA does not and will not reimburse any member for any political contribution made by a member.
All personnel and members of senior management with any responsibility to TBPA should refrain from partisan political activity. Partisan political activity includes passing out buttons, posting partisan comments on social-networking sites, blogging, soliciting campaign contributions, hosting a fundraiser for a partisan candidate, as well as making a financial contribution to a candidate’s campaign. While these restrictions do not expressly apply to a member’s spouse, significant other, or family members, all news personnel and members of senior management with any responsibility for news should avoid the appearance of bias.
It is not the intention of TBPA or of this code to dissuade members from actively participating in or making financial contributions to civic, charitable, religious, public, social, or residential organizations, or other non-partisan causes. Such activities are permitted, and even encouraged, to the extent that they:
1.Do not detract from performance or effectiveness at work;
2.Do not, by their extensiveness, cause TBPA to subsidize or appear to subsidize the activity;
3.Do not otherwise violate this code. In the event that a conflict arises or may arise between an outside organization with which a member is affiliated and the interests of TBPA, the member should refrain from participating in the conflicting or potentially conflicting activity.
Books and RecordsIt is essential to the successful operation of TBPA as a business that the integrity of our books and records be resolutely maintained. Accordingly,
1.No TBPA fund, asset, or liability that is not fully and properly recorded on the Company’s books and records shall be created or permitted to exist;
2.No transaction shall be effected and no payment shall be made on behalf of TBPA with the intention or understanding that the transaction or payment is other than as described in the documentation evidencing the transaction or supporting the payment;
3.All members shall comply with TBPA accounting principles, procedures, and controls, and no false, artificial, or misleading entries in any books or records of the Company shall be made for any reason whatsoever;
4.No member will issue or authorize anyone else to issue any Company document that is false or misleading;
5.No member will knowingly accept and treat as accurate any false or misleading document prepared by a person not employed by TBPA; and
6.No member will knowingly make any false or misleading statements to our external or internal auditors. Indeed, when questioned by any auditor, all members should be fully forthcoming.
EmploymentTBPA strives to ensure that all members are treated with dignity and respect. Among our goals are to make benefits and services available to members to promote their well-being, to communicate effectively with members, to ensure equal employment treatment, to maintain a safe work environment, to observe the terms of collective bargaining agreements where applicable, to assist members in realizing their potential and maximizing their productivity, and to fairly evaluate and recognize performance.
For its part, TBPA expects members to perform excellent work in a cost-effective manner, to strive for quality and productivity, to follow directions and instructions, to properly care for facilities and equipment, to anticipate problems and suggest improvements, to treat other members and clients and customers with honesty and courtesy, and to be energetic in the performance of tasks and fulfillment of goals.
TBPA values the talents and contributions of its members. TBPA also seeks and values diversity among members, recognizing that a mix of people enriches the Company and encourages creativity and business growth. TBPA’s policy is to provide equal employment opportunities and equal advancement consideration to all individuals based on job-related qualifications and ability to perform the job, without regard to any legally protected status (that is, a protected category such as gender or race). It is also TBPA’s policy to provide a working environment that is free of intimidation and harassment.
Complete statements of policies set forth TBPA’s standards regarding personnel matters, and other matters relating to employment with TBPA, are published by the human resources department. These policies meet legal and regulatory requirements of various jurisdictions in which TBPA does business, and members are required to comply with these policies.
Environmental ConcernsTBPA is committed to maintaining a safe work environment by eliminating all significant recognized hazards in the workplace and to conducting business in an environmentally sound manner based on scientific understanding, customer needs, and local requirements. Members are required to comply with all applicable health, safety, and environmental laws and regulations, and all related corporate policies.
Compliance with this CodeTBPA takes this code of conduct very seriously. All members of TBPA are responsible for compliance with all aspects of this code. All new members shall be required to read this code at the outset of their employment and to attest in writing that they have done so. In addition, all TBPA members shall be required each year to provide a written attestation that they have read and abided by this code during the previous calendar year.
The matters addressed by this code are sufficiently important that any lapse in judgment within the areas covered here may be considered serious enough to warrant discipline up to and including dismissal.
Any member who has a question about this code, or has any concerns regarding perceived deviations from the code, should promptly contact the director or any board member.