Corporate Governance Employee Code of Conduct


 
Badger Meter maintains a published document entitled Code of Business Conduct. This document is provided to all employees of Badger Meter and addresses the various topics detailed below. In essence, Badger Meter's basic policy is and has always been to conduct our business in a lawful and ethical manner. We will always comply with the laws and regulations of the countries in which we do business. Furthermore, we will extend compliance beyond basic legal requirements when such actions are in the best interest of the company’s shareholders, employees, customers and the communities in which Badger operates.
 
Badger Meter’s Code of Business Conduct sets forth our commitment to integrity as the cornerstone for behavior of Badger Meter employees and all others who act on our behalf. Our ethical standards are based on respect for the dignity of each individual, a commitment to honesty and fairness and our desire to be a good corporate citizen.
 
The following is a summary of the items covered in Badger Meter’s Code of Business Conduct. More detailed explanations are contained in the full document which can be obtained by request to jzimmer@badgermeter.com.
 
 
  1. Corporate Policies – Badger Meter maintains written corporate policies covering a wide variety of legal and ethical behavior. All employees are expected to comply with these policies.
  2. Responsibility for Ethical Behavior – All Badger Meter employees are responsible for ethical behavior. Questions regarding legal or ethical situations should be directed to the employee’s manager, the General Counsel, the President or the Audit and Compliance Committee of the Board of Directors. Employees will not suffer any adverse effects to their jobs or careers as a result of raising such issues. The company also provides an Ethics Hotline to employees as an anonymous vehicle for reporting transgressions.
  3. Legal Compliance – Badger Meter intends to conduct its business in a way that not only conforms to the letter of the law, but also promotes the spirit of fairness and honesty behind the laws.
  4. Dealing with Others – Badger Meter will deal fairly with our customers, suppliers, business partners and fellow employees.
  5. Equal Employment Opportunity – Badger Meter is committed to equal employment opportunity which prohibits discrimination or harassment of any type.
  6. Sexual Harassment – Badger Meter has a policy prohibiting sexual harassment and clear procedures for reporting and resolving such incidents.
  7. Anti-Trust Laws – Badger Meter will compete fairly and legitimately, and will comply with all anti-trust laws.
  8. International Business – Badger Meter will comply with all laws which apply in the countries where we do business. In countries where common business practices are less restrictive than those outlined in our Code of Business Conduct, we will follow the more restrictive policies in the Code of Business Conduct.
  9. Trade Associations – Participation in trade associations, including meetings with competitors, will be in compliance with all anti-trust laws and under the supervision of legal counsel.
  10. Environmental Protection – Badger Meter will comply with all environmental regulations and will minimize the use, emission, generation and discharge of hazardous materials and other waste.
  11. Political Contributions – Badger Meter resources will not be used to support political parties or candidates. This includes the use of cash donations, employee time and facilities.
  12. Improper Payments – No Badger Meter employee anywhere in the world may engage in bribery of any government official. Further, Badger Meter employees will not directly or indirectly solicit or accept any kind of payments or contributions for the purpose of influencing any business relationships.
  13. Gifts, Meals and Entertainment – Badger Meter maintains a written policy which specifies the de-minimis limits for all gifts, meals and entertainment. Under no circumstances may a gift of money be given or received by a Badger Meter employee.
  14. Disparagement – No Badger Meter employee should ever make a false, misleading or disparaging remark about individuals or organizations or their products or services.
  15. Industrial Espionage – Badger Meter will not engage in industrial espionage or obtain information about other companies through improper means.
  16. Accurate Records and Reporting – Badger Meter records must reflect an accurate and verifiable record of all transactions.
  17. Use of Software – Badger Meter will comply with all software license agreements.
  18. Conflicts of Interest – All Badger Meter employees must avoid situations that present a potential conflict of interest between their personal or family interest and the interest of the company. Any conflicts of interest should be disclosed to company management and to the Audit and Compliance Committee of the Board of Directors.
  19. Inside Information – Badger Meter employees will not use, for personal advantage, any information that they acquired during the course of their employment with the company that has not been publicly disclosed. All officers, directors and other “insiders” will comply with applicable federal laws regarding fair disclosure and material inside information.
  20. Media Contact and Public Discussion – Public discussion of company business will only be made through a company authorized spokesperson and will comply with all regulations regarding fair disclosures.
  21. Confidentiality – All employees are responsible for protecting the company assets, including confidential information.