exo-is/governance-reporting-on-listed-companies huggingface dataset:
Keyword: governance
3M’s Corporate Governance Guidelines
of all shareholders. The committee’s joined our Board within the past governance; COVID-19 impacts
contain Board Membership Criteria
and the Board’s assessment of Board five years, including all four women and learnings; environmental, social
that include a list of key skills and
candidates includes, but is not directors. In recruiting directors, we justice, and sustainability; and
characteristics deemed critical to serve
limited to, consideration of: focus on how the experience and skill portfolio management, growth, and
3M’s long-term business strategy and
set of each individual complement transformation. Investors provided
expected to be represented on 3M’s
• Roles in and contributions valuable those of their fellow directors
Keyword: governance
Board. The Nominating and Governance
to the business community create a balanced Board with diverse on the company’s governance
Committee periodically reviews
with the Board the appropriate skills • Personal qualities of leadership, viewpoints and backgrounds, deep practices, including the Board’s mix
and characteristics required of Board character, judgment, and whether expertise, and strong leadership of tenure and overall diversity, the
members given the current Board the candidate possesses and maintains experience. disclosure regarding the directors’
composition. It is the intent of the throughout service on the Board a Shareholder engagement skill sets and qualifications, director
Board that the Board itself will be a reputation in the community at large refreshment, ev
Keyword: governance
highest ethical standards to good governance and essential stewardship and in fighting the
COVID-19 pandemic. The feedback
• Relevant knowledge and diversity to maintaining our strong corporate
from these meetings was shared with
of background and experience in governance practices. We engage
the Board of Directors and helped
business, manufacturing, technology, regularly with our global investors
inform the Board on corporate
finance and accounting, marketing, to gain valuable insights into the
governance practices and trends.
international business, government, governance issues about which
and other areas they care most. We aim to seek
a collaborative and mutually
• Whether the candidate is free of
beneficial approach to issues of
conflicts and has the time required
importance to
Keyword: governance
corporate governance practices
remain industry-leading from their
In addition to these minimum
perspectives.
requirements, the committee will also
evaluate whether the nominee’s skills
are complementary to the existing Board
members’ skills and the Board’s needs for
particular expertise in certain areas, and
they will assess the nominee’s impact
on Board dynamics, effectiveness, and
diversity of experience and perspectives.Board changes since 2016
Six of 11 independent directors
have joined the Board, including
all four women directors
Gender and racial/ethnic
diversity
41.7%
Female or racially/ethnically
diverse board members
Female directors
4
Racially/ethnically
diverse directors
2
Directors with other
diverse characteristics*
4
* LGBTQ +; born outside of t
Keyword: governance
Corporate Governance Guidelines with respect to past employment or
Directors with other
and Director Independence Guidelines affiliation with 3M or its independent
diverse characteristics*
provide that a director is “independent” registered public accounting firm.
4
if the Board affirmatively determines The guidelines also prohibit Audit Board size and
that the director has no material Committee and Compensation * LGBTQ +; born outside of the U.S.; independence
relationship with 3M directly or as Committee members from having any first generation U.S. citizen
a partner, shareholder, or officer direct or indirect financial relationship Independent 11
of an organization that has a with the company and restrict
Director age
relationship with the company and both
Keyword: governance
governance matters. its subsidiaries and to disclose any 60-65 years
circumstance that might be perceived 3
as a conflict of interest.
66-70 years
4
Governance actions • Lead Independent
71-74 years Director with robust
During 2020, the Board of Directors
2
held six regularly scheduled meetings authority
and five special meetings. Overall
• Combined Chairman and
attendance at Board and committee Meeting attendance
CEO positions
meetings was 96%. 96%
• Overall attendance at
Board and committee
meetings
• There were 11 Board
meetings in 2020
Director tenure
6.4
Average tenure
5 5
1 1
0-4 5-9 10-14 15-19
years years years years
Board size and
independence
Independent 11
Not independent 1
Lead Independent
Director
• Lead Independent
Director with robust
Keyword: governance
Goals, which are designed to improve improving every life and our strong set We also have a robust governance
significant actions to the footprint of our own operations, of 3M values, these commitments drive framework that guides our sustainability
help our customers meet their own and inform our formalized approach activities with primary Board-level
transform and build sustainability goals, and drive action on to sustainability — the 3M Strategic oversight by our Science, Technology
3M for the future, global environmental and social issues. Sustainability Framework — directing & Sustainability Committee,
our efforts to areas where we can established in late 2019.
while advancing our make the greatest impact: Science
for Circular, Science for Climate,
core values. and Science for Community.Feature stories Who we are How we work What we create Abo
Keyword: governance
Through engagement with our Board Governance links
Committee, and other internal and
of Directors, executive leadership
external groups.
team, and business units, our work For more information on corporate
Sustainability leaders in business, Drives Strategic Sustainability Framework across 3M’s Strategic Sustainability governance at 3M, see:
areas, and enterprise-wide priorities and initiatives consistent with the Framework is advancing progress
scope of their role. toward our Sustainability Goals. • Corporate Officers
Leads customer relationships to solve • Board of Directors
Additional information can be
shared global challenges.
found in our 2021 Proxy Statement, • Committee Composition
Commitment to Sustainability.
• Governance Documents
• Annual Reports & Proxy StatementsFeature
Keyword: governance
We regularly post governance
news, events, and presentation
information in the Investor
Relations section of our website.
See 3M Events & presentations.
Our work across
3M’s Strategic
Sustainability
Framework is
advancing progress
toward our
Sustainability Goals.Feature stories Who we are How we work What we create About report 3M 2021 Sustainability Report | #improvinglives 92
Enterprise Risk oversight While the Board’s oversight of risk
is primarily performed by the Audit
The Board has delegated primary Committee, the Board has also
responsibility for the oversight of delegated to other committees the
risks facing the company to the oversight of risks within their areas
Audit Committee of the Board of of responsibility and expertise.
risk
Directors. The Audit Commit
Keyword: governance
tee We believe this governance of risks
Charter states that the committee by Board committees, who share
will “discuss policies and procedures information with the full Board,
with respect to risk assessment and is appropriate for a diversified
risk management, the company’s technology and manufacturing
major risk exposures, and the steps company like 3M. 3M’s Annual Report
Understanding, assessing,
management has taken to monitor and on Form 10-K, Item 1A outlines risk
mitigate such exposures.” factors applicable to the company.
and planning for risk In addition, 3M’s Proxy Statement
The vice president and general provides details on Board oversight
auditor, Corporate Auditing, whose committees and members.
appointment and performance
Our We firmly believe that good co
Keyword: governance
governance practices serve the long-
Audit Committee, is responsible for
commitment term interests of our stockholders, leading the formal risk assessment
strengthen 3M’s Board of Directors
and management process within
and management, and further enhance
the company. The general auditor,
The concept of risk appetite and the public trust 3M has earned from
consulting with the company’s senior
tolerance is an essential component more than a century of operating
management, annually assesses
of our strategic planning, and it’s the with unwavering integrity and doing
the major risks facing the company
responsibility of our senior business business the right way. Governance
and works with those executives
leaders to plan accordingly. includes broad risk
Keyword: governance
tone, governance processes,
and clear roles, responsibilities,
and accountability.
Our priority is the
comprehensive
management of
enterprise risks.Feature stories Who we are How we work What we create About report 3M 2021 Sustainability Report | #improvinglives 96
Corporate 3M’s Code of Conduct The Code of Conduct is available in 25
languages and sets clear expectations
defines the expectations
not only for employees but also for
for how we work: relevant stakeholders and business
partners. All new employees receive a
• Be Good copy of the Code of Conduct.
Code of
• Be Honest
• Be Fair
• Be Loyal The Code of
• Be Accurate
Conduct Conduct is our
• Be Respectful
guide, answering
3M employees, including all
supervisors, managers, and other questions and
lead
Keyword: governance
relations rules, and regulations and Political Activities Governance, and Doing Business
within our supply chain.
with Government Agencies and Contractors Principle for
more information
Acquisitions, Failing to recognize human rights Prioritize and address human rights issues relative to risk and
mergers, and issues during the acquisition, merger, compliance; see Human Rights Policy, Respectful Workplace
divestitures or divestiture diligence processes Principle, EHS Acquisitions, Mergers, and Divestitures
Standard, and Workplace Environmental, Health, and Safety
Principle for more information
Local Inequitable opportunities to succeed in Assess community partnerships to assure we are providing
communities science, technology, engineering, and support to underrepresented populations, so they have equal
math
Keyword: governance
The Nominating and Governance
Equitable pay and benefits for Committee annually reviews the
status of the Board’s compensation in
relation to other large U.S. companies
everyone, everywhere
and is responsible for recommending to
the Board changes in compensation for
non-employee directors. In developing
Our As detailed in the 3M Board of Directors’ 3M executives are also eligible to its recommendations, the committee is
Compensation Committee Charter, participate in deferred-compensation guided by the following goals:
commitment all incentive compensation and all plans that enable them to save for
aspects of executive compensation retirement or for other reasons, and • Compensation should fairly pay
are reviewed regularly by the they receive certain other benefits, dir
Keyword: governance
Nominating and Governance
of the independent members of the
Committee, Frederic W. Cook & Co.,
3M is a pay-for-performance company. Board of Directors.
Inc. (“FW Cook”) conducts a survey
In addition to earning a base salary, 3M provides of director compensation at other
eligible employees are compensated The Compensation Committee
large U.S. companies and provides
for their contributions to the company’s reviews stakeholder proposals relating competitive,
expert advisory support to the
growth, profitability, and other goals. to executive compensation matters
committee on the compensation
This compensation falls into two and recommends to the Board the market-based
of non-employee directors.
categories: short-term cash incentives company’s response to such proposals
Keyword: governance
Delivering on our To continue driving toward pay equity, Governance 3M’s clawback policy covers
we conduct a supplemental analysis both cash and equity compensation
promise of fair and
of average pay for males and females, In 2020, approximately 93% of for executives and addresses
equitable pay and compare the two (i.e., a raw wage the shareholder votes cast on our situations involving significant
gap). We also compare, by country, say-on-pay proposal approved the financial or reputational harm as
3M’s industry-leading formula for pay for males and females in all jobs compensation of our Named Executive well as risk management failures.
compensation helps provide equitable and job grades (e.g., comparing Officers as disclosed in 3M’s 2021 The Board of Directors continues
pay for employees. We factor in ave
Keyword: governance
Advancing a global circular governance is the responsibility of our
Science, Technology & Sustainability
economy by designing Committee of the Board of Directors.
The committee oversees the twin
demands of developing products to
solutions that do more with
meet the ever-changing needs of our
customers while assuring that those
less material
products cause no harm to people or
to our planet. The committee’s roles
and responsibilities include reviewing
Our At the core is an opportunity to the company’s sustainability policies
develop technologies and business and programs; and identifying and
commitment models that are restorative and analyzing significant sustainability,
regenerative by design. We see the materials vulnerability, and
circular economy as an opportunity geopolitic
Keyword: governance
Governance The highest level of climate risk governance is the responsibility of the 3M Science, Technology & Sustainability Committee of the Board of
Directors. The committee oversees the twin demands of developing products to meet the ever-changing needs of our customers while ensuring that
those products cause no harm to people or to our planet. The committee’s roles and responsibilities include reviewing the company’s policies and
programs on sustainability and assisting the Board in identifying and analyzing significant emerging science and technology, disruptive innovations,
sustainability, materials vulnerability, and geopolitical issues that may impact the company’s overall business strategy, global business continuity,
and financial results.
Specific to enterprise risk, the 3M Audit Co
Keyword: governance
We believe this governance of risks by Board committees, who share information with the full Board, is appropriate for a diversified technology and
manufacturing company like 3M. 3M’s Annual Report on Form 10-K, Item 1A outlines risk factors applicable to the company.
Financial Financial opportunities include products and services, and resource efficiency. Access to dependable energy supplies and energy efficiency
opportunities directly affects all businesses and communities. Energy usage and climate concerns require systemic change. 3M is a science-based, diversified
technology company providing innovative solutions to address these and other physical climate opportunities.
Metrics We have established key sustainability metrics to measure and manage climate risk th
Keyword: governance
commitment and social governance, and we expect
the same from our suppliers. 3M
follows the Organisation for Economic
Each step in the supply chain is an Co-operation and Development
opportunity to assure alignment with (OECD) Due Diligence framework for
our corporate vision of improving all of our responsible sourcing activities.
every life. This includes benefits like The 3M Supplier Responsibility Code
employment, embracing diversity, (SRC) is based on 3M’s corporate
and community building as well as values for sustainable and responsible
mitigating risks whether they are operations and aligns with the Ten
related to labor, environmental, Principles of the United Nations Global
health and safety, ethical practices, Compact, of which 3M is a participant.
or management s
Keyword: governance
governance properly trained in applicable laws
and regulations as well as 3M policies,
Our customers depend on 3M’s standards, and procedures.
products to advance, enhance, and
improve their companies, homes, and Our Product Safety, Compliance,
lives — and we have a responsibility and Stewardship Policy underscores
to live up to those expectations. For our commitment to commercializing
this reason, we must strive to produce and selling products that are safe
high-quality products. Every item for their intended uses; compliant
we sell must meet quality standards with all applicable environmental,
and must be safe for its intended use. health, and safety (EHS) regulations
Our commitment to innovation is and 3M expectations; and developed
governed by po
Keyword: governance
GRI 102: General disclosures, governance
102-18 Governance structure Corporate governance 83
102-19 Delegating authority Corporate governance 83
102-20 Executive-level responsibility for economic, environmental, Corporate governance 83
and social topics
102-21 Consulting stakeholders on economic, environmental, and 3M Value Model 41 SDG 16
social topics
102-22 Composition of the highest governance body and its Corporate governance 83 SDG 5, 16
committees 3M Board of Directors
3M Committee Composition
2021 Proxy Statement, page 8-9, 20-25, 40-44
102-23 Chair of the highest governance body Michael F. Roman SDG 16
Chief Executive Officer
Corporate governance 83
102-24 Nominating and selecting the highest governance body Corporate governance 83 SDG 5, 16
Nominating and Governance Com
Keyword: governance
GRI 102: General disclosures, governance (Cont.)
102-25 Conflicts of interest Corporate governance 83 SDG 16
Corporate Code of Conduct 96
3M Company Code of Business Conduct and Ethics for Members
of the Board of Directors
102-26 Role of highest governance body in setting purpose, values, Corporate governance 83
and strategy 3M Corporate Governance Guidelines
102-27 Collective knowledge of highest governance body Corporate governance 83
102-28 Evaluating the highest governance body’s performance Corporate governance 83
Nominating and Governance Committee Charter
102-29 Identifying and managing economic, environmental, and Corporate governance 83 SDG 16
social impacts 3M Value Model 41
102-30 Effectiveness of risk management processes Corporate governance 83
Enterprise risk 92
102
Keyword: governance
-31 Review of economic, environmental, and social topics Corporate governance 83
102-32 Highest governance body’s role in sustainability reporting Corporate governance 83
3M Value Model 41
102-33 Communicating critical concerns Corporate governance 83
102-34 Nature and total number of critical concerns Confidentiality constraints. This information is considered business
confidential; critical concerns would be taken into consideration during our
Enterprise Risk Management initiative: see Enterprise risk for additional
information on our mechanism used to address and resolve critical issues.
Annual Report on Form 10-K, pages 10-14
102-35 Remuneration policies Compensation 113
Compensation Committee Charter
2021 Proxy Statement, pages 16, 45-47, 52-101
102-36 Process for determining remuneration Compensation 113
Compe
Keyword: governance
103-1 to Management approach disclosures Corporate governance 83
103-3
207-1 Approach to tax Corporate governance 83 SDG 1, 10, 17
207-2 Tax governance, control, and risk management Corporate governance 83 SDG 1, 10, 17
207-3 Stakeholder engagement and management of concerns Corporate governance 83 SDG 1, 10, 17
related to tax
GRI 302: Energy
103-1 to Management approach disclosures Climate and energy 151
103-3
302-1 Energy consumption within the organization Climate and energy 151 UNGC Principle 7, 8
Metric tables: 3M historical metrics, environmental footprint; 222 SDG 7, 8, 12, 13
environmental performance, energy
302-2 Energy consumption outside of the organization Climate and energy 151 UNGC Principle 8
Metric tables: environmental performance, greenhouse gas 222 SDG 7, 8, 12, 13Feature stories
Keyword: governance
103-1 to Management approach disclosures Corporate governance 83
103-3 Employee diversity, equity, and inclusion 69
3M 2020 Diversity, Equity & Inclusion Report
405-1 Diversity of governance bodies and employees Corporate governance 83 UNGC Principle 6
Corporate Officers SDG 5, 8
Board of Directors
Employee diversity, equity, and inclusion 69
3M 2020 Diversity, Equity & Inclusion Report
405-2 Ratio of basic salary and remuneration of women to men Compensation 113 UNGC Principle 6
Employee diversity, equity, and inclusion 69 SDG 5, 8, 10
3M 2020 Diversity, Equity & Inclusion Report
GRI 406: Non-discrimination
103-1 to Management approach disclosures Human rights 105
103-3 Respectful Workplace Principle
GRI 407: Freedom of association and collective bargaining
103-1 to Management approach disclosures 3
Keyword: governance
103-1 to Management approach disclosures Corporate governance 83
103-3 Lobbying and Political Activities Principle
415-1 Political contributions Corporate governance 83 UNGC Principle 10
Lobbying and Political Activities Principle SDG 16
Lobbying and Political Activities Governance
GRI 416: Customer health and safety
103-1 to Management approach disclosures Innovation management 184
103-3 Product Safety, Quality, and Stewardship Principle
GRI 417: Marketing and labeling
103-1 to Management approach disclosures Innovation management 184
103-3 Product Safety, Quality, and Stewardship Principle
GRI 418: Customer privacy
103-1 to Management approach disclosures Data Privacy Principle
103-3 3M Global Privacy Policy
GRI 419: Socioeconomic compliance
103-1 to Management approach disclosures Corporate Code o
Keyword: governance
governance
Competitive behavior Corporate Code of Conduct 96
Antitrust and Competition Principle
Management of the legal and regulatory environmental Environmental, health, and safety management 128
Annual Report on Form 10-K, pages 7, 10-13, 111-129Feature stories Who we are How we work What we create About report 3M 2021 Sustainability Report | #improvinglives 218
Dimension General Issue Category Cross-reference Page #
Leadership Critical incident risk management 3M Value Model 41
and Corporate governance 83
governance Enterprise risk 92
(Cont.) Environmental, health, and safety management 128
Suppliers 166
Systemic risk management Enterprise risk 92
Annual Report on Form 10-K, pages 10-13, 111-129
*For additional details on SASB integration for th
Keyword: bribe
Human Capital Management and Culture Oversight Anti-Bribery
Our Board is actively involved in overseeing the Company’s Our reputation is one of our most important assets.
employee-related strategies and practices as well as the The bedrock of this hard-earned reputation is the
Company’s culture. This oversight is conducted both integrity and honesty of our employees around the
directly and through certain of the Board’s committees. world. Amphenol’s Code of Business Conduct and Ethics
At each of its regularly scheduled quarterly meetings, requires all employees to follow the law and adhere to
the Board reviews changes in key personnel and, at the highest ethical standards at all times. This includes
least once per year, meets with management to discuss following all anti-bribery laws in the jurisdi
Keyword: bribe
employees direction on anti-corruption, anti-bribery and or settlements related to anticompetitive practices,
anti-competitive behavior as well as a number of other corruption or bribery.
important topics. All of our employees are held to and
covered by this Code, which is a core document that our
global management team receives training on and digitally
acknowledges each year. This Code is further supported
by a robust ethics and compliance program, including an
independent internal audit function, and a whistleblower
and investigation process with a strict policy prohibiting
retaliation.
AMPHENOL CORPORATION 2023 SUSTAINABILITY REPORT 33Responsible Business
Political Contributions Cybersecurity
The Company prohibits the use of corporate funds to Our Board of Directors maintains oversight r
Keyword: bribe
(1) Corruption and Bribery
(2) Anti-Competitive Behavior
RT-EE-510a.1 A discussion of Amphenol's policies and practices for the prevention of corruption and bribery can be found in this report,
page 33, and in our 2023 10-K SEC filing, Item 1A, Risk Factors, Risks related to our global operations, pages 15-16. Amphe-
nol's position on corruption, bribery and anti-competitive behavior can also be found within our Code of Business Conduct
and Ethics.
Total amount of monetary losses as a result of legal
RT-EE-510a.2 USD 0 0 0
proceedings associated with bribery or corruption
Total amount of monetary losses as a result of
RT-EE-510a.3 legal proceedings associated with anti-competitive USD 0 0 0
behavior regulations
42 2023 SUSTAINABILITY REPORT AMPHENOL CORPORATIONAppen
Keyword: corruption
employees direction on anti-corruption, anti-bribery and or settlements related to anticompetitive practices,
anti-competitive behavior as well as a number of other corruption or bribery.
important topics. All of our employees are held to and
covered by this Code, which is a core document that our
global management team receives training on and digitally
acknowledges each year. This Code is further supported
by a robust ethics and compliance program, including an
independent internal audit function, and a whistleblower
and investigation process with a strict policy prohibiting
retaliation.
AMPHENOL CORPORATION 2023 SUSTAINABILITY REPORT 33Responsible Business
Political Contributions Cybersecurity
The Company prohibits the use of corporate funds to Our Board of Directors maintai
Keyword: corruption
GRI 205: Anti-corruption 2016
3-3 Management of material Stakeholder Engagement (p. 8); Responsible Business (p. 29-34); Code
topics of Business Conduct and Ethics
205-2 Communication and training Responsible Business (p. 29-34); Appendix B: SASB Alignment
about anti-corruption policies
Business leaders are expected to sign the Code of Business Conduct
and procedures
and Ethics Policy on an annual basis. The Code of Business Conduct
and Ethics provides details on topics specific to anti-corruption and
leaders are encouraged to share the policy document with their teams
each year. We provide annual compliance training to approximately
800 senior management level employees. Senior management that
receives training is expected to relay information and best practices
Keyword: corruption
corruption and actions taken OR Legal prohibitions
Amphenol does not disclose the number of
confirmed incidents when contracts with business
partners were terminated or not renewed due to
corruption-related violations as this information
is considered confidential OR we are legally
prohibited from disclosing this information.
GRI 206: Anti-competitive Behavior 2016
3-3 Management of material Stakeholder Engagement (p. 8); Responsible Business (p. 29-34); Code
topics of Business Conduct and Ethics
206-1 Legal actions for anti- Responsible Business (p. 29-34); Appendix B: SASB Alignment Reason for Omission: Not applicable
competitive behavior, anti-
We have not incurred any legal actions for anti-
trust and monopoly practices
competitive behavior, anti
Keyword: corruption
(1) Corruption and Bribery
(2) Anti-Competitive Behavior
RT-EE-510a.1 A discussion of Amphenol's policies and practices for the prevention of corruption and bribery can be found in this report,
page 33, and in our 2023 10-K SEC filing, Item 1A, Risk Factors, Risks related to our global operations, pages 15-16. Amphe-
nol's position on corruption, bribery and anti-competitive behavior can also be found within our Code of Business Conduct
and Ethics.
Total amount of monetary losses as a result of legal
RT-EE-510a.2 USD 0 0 0
proceedings associated with bribery or corruption
Total amount of monetary losses as a result of
RT-EE-510a.3 legal proceedings associated with anti-competitive USD 0 0 0
behavior regulations
42 2023 SUSTAINABILITY REPORT AMPHENOL CORP
Keyword: governance
of our businesses to oversee significant environmental, governance structure reflects executive management,
social and governance (ESG) matters within their legal, human resources, quality, finance, internal audit, risk
operations, which allows us to best address the most management and EHSS functions. Key members of the
important ESG priorities within our organization. By committee reviewed the data presented in this 2023 report
bringing their unique perspective on how to minimize their and held meetings to discuss and verify the results.
own environmental footprint while also championing the
About this Report
well-being of their internal and external stakeholders, our
The information included in this report has been prepared
teams achieve a consistently positive impact.
in accordance with the GRI Standa
Keyword: governance
Our Board is committed to sound corporate governance effort to refresh our board with the election of five new
structures and policies that enable us to operate our directors, including three women. The Board believes it
business responsibly and with integrity, and to position us functions most effectively when comprised of a diverse
to compete more effectively, sustain our success and build set of members, including a healthy mix of short-, mid-
long-term shareholder value. and long-serving members. Our Board also believes that
diversity includes diversity in terms of background, skills,
The Board has adopted governance structures and policies
age, experience and expertise, as well as gender, race
that it believes promote Board independence and the
and ethnicity. Of our nine current directo
Keyword: governance
Governance Principles provide for majority voting of Erroneously Awarded Compensation (Clawback Policy)
in uncontested director elections, combined with a in compliance with SEC rules and regulations and the
requirement that the Board nominate only director corresponding NYSE Listing Standards. A comprehensive
candidates who tender advance, irrevocable resignations discussion of executive compensation can be found in our
that will become effective upon the occurrence of both definitive proxy statement.
30 2023 SUSTAINABILITY REPORT AMPHENOL CORPORATIONResponsible Business
Risk Oversight
Our Board is actively involved in overseeing risk basis. Our decentralized nature allows us to empower
management for the Company. This oversight is conducted facilit
Keyword: governance
proposals and nominations and corporate governance. opportunities.
Amphenol uses a number of strategies in order to promote The sites that comprise a significant portion of Amphenol’s
and enhance an effective risk culture throughout our revenue are audited internally on a yearly basis. We also
organization. During each of our monthly management conduct internal audits as needed based on management’s
operation reviews our operating leaders communicate risk assessments. In addition, we utilize third-party verified
audits as part of our risk management strategy and to
identified risks to our CEO and CFO, and our CEO and
comply with Sarbanes-Oxley (SOX).
CFO provide feedback on risk management practices
to our operating leaders. Our operating management is
required to consider risks and risk m
Keyword: governance
The Nominating/Corporate Governance Committee
continues to be responsible for assisting the Board in
fulfilling its oversight responsibility for the “Governance”
portion of ESG.
32 2023 SUSTAINABILITY REPORT AMPHENOL CORPORATIONResponsible Business
Human Capital Management and Culture Oversight Anti-Bribery
Our Board is actively involved in overseeing the Company’s Our reputation is one of our most important assets.
employee-related strategies and practices as well as the The bedrock of this hard-earned reputation is the
Company’s culture. This oversight is conducted both integrity and honesty of our employees around the
directly and through certain of the Board’s committees. world. Amphenol’s Code of Business Conduct and Ethics
At each of its regularly scheduled quarterly m
Keyword: governance
2-9 Governance structure and 2023 10-K Report; 2024 Proxy Statement (p. 6-14, 17-21);
composition Responsible Business (p. 30)
2-10 Nomination and selection of 2023 10-K Report; 2024 Proxy Statement (p. 6-18); Responsible
the highest governance body Business (p. 30)
2-11 Chair of the highest 2023 10-K Report (p. 93); 2024 Proxy Statement (p. iv, 7-14);
governance body Responsible Business (p. 30)
AMPHENOL CORPORATION 2023 SUSTAINABILITY REPORT 35Disclosure
Disclosure Title Location Omissions
Number
GRI 2: General Disclosures 2021 (continued)
2-12 Role of the highest 2023 10-K Report (p. 93); 2024 Proxy Statement (p. 15-25);
governance body in Responsible Business (p. 29-34)
overseeing the management
At Amphenol, due diligence is an ongoing process that g
Keyword: governance
systems, our governance bodies regularly update our standards and
policies to ensure they are relevant and valid. We use global and local
procedures to continuously identify and assess risks at the facility,
business unit or company-wide level. Each facility is responsible for
ensuring that we are up to date with local regulations, stakeholder
expectations and other necessary contextual information. To ensure
we are working in a way that prevents negative impacts, we cooperate
with various stakeholders to identify potential adverse impacts. We
prevent or mitigate adverse impacts through monitoring and reporting
channels across our operations and supply chain and partnering with
organizations and other stakeholders to create collaborative solutions.
2-13 Delegatio
Keyword: governance
governance body in Business (p. 29-34)
sustainability reporting
2-15 Conflicts of interest 2024 Proxy Statement (p. 3-4, 16); Code of Business Conduct and
Ethics (p. 4)
Individuals associated with Amphenol should be aware of and
disclose any personal financial interests, relationships or affiliations
that may influence, or be perceived to influence, their decision-
making. If a conflict of interest related to cross-shareholding is
identified, Amphenol will take the appropriate measures to mitigate
the conflict. Amphenol allows members of our Board of Directors to
serve as Board members for more than one company. Cross-board
membership creates interconnected networks among companies
where Board members can share knowledge, expertise and insights
and m
Keyword: governance
highest governance body Responsible Business (p. 31-32)
We do not currently have ESG-specific training programs in place for
our Board of Directors, but we ensure that Board members are kept
informed about evolving ESG reporting and sustainability matters.
2-18 Evaluation of the performance 2023 10-K Report (p. 93-94); 2024 Proxy Statement (p. 34-46)
of the highest governance
We have taken significant steps to enhance our governance
body
framework by incorporating board responsibilities focused on ESG
management performance. These measures include assigning separate
committees the responsibility for addressing ESG-related issues.
However, it’s important to note that while we have implemented
these structures, we do not presently evaluate Board members based
Keyword: governance
405-1 Diversity of governance About Amphenol (p. 5); Our Team (p. 28); Responsible Business (p. 30) Reason for Omission: Information partially not
bodies and employees available
Amphenol does not currently collect data on
employees by level or function.
GRI 409: Forced or Compulsory Labor 2016
3-3 Management of material Stakeholder Engagement (p. 8); Supply Chain (p. 21-22); Responsible
topics Business (p. 29-34); Code of Business Conduct and Ethics; Supplier
Code of Conduct; Global Human Rights Policy Supplier; Supplier
Responsible Labor Policy
409-1 Operations and suppliers at Supply Chain (p. 20-22)
significant risk for incidents of
forced of compulsory labor.
GRI 415: Public Policy 2016
3-3 Management of material Stakeholder Engagement (p. 8); Responsible Business
Keyword: governance
Governance Data
Employees10
Total employees worldwide at year-end, approximate number 90,000 91,000 95,000
Percentage of female employees worldwide % 48% 49% 48%
Percentage of women in core management % 28% 27% 26%
Revenue
Total $ in millions 10,876 12,623 12,555
Environmental Health and Safety Management
Facilities with ISO 14001 management systems number 112 121 129
Facilities with ISO 45001 management systems number 28 31 41
Political Contributions
Total spent on contributions to political campaigns, political
$ 0 0 0
organizations or lobbying
Notes:
A. Years for which no data were collected are represented by a ‘ – ‘.
B. ‘Workers’ implies Amphenol, contractor and intern employees.
C. All periods noted are for their respective calendar year.
D. Am
Keyword: governance
Governance employee data is based on year-end headcount. The vast majority (95% or more) of our employees work full-time in all regions. Our employees by
region are shown on page 5 of this report.
11. Our most common type of contract worker is temporary employees. Temporary workers at Amphenol most commonly perform manufacturing labor duties.
12. In 2023, training hours were approximately 12 hours per employee or worker.
13. A lost-time injury is defined as a work-related injury that results in lost-time beyond the date of injury. Our most common type of recorded work-related lost-
time injuries are in a category that includes sprains, strains and fractures.
14. Our work-related injury calculations are based on OSHA incident rate calculations using 2
Keyword: governance
Governance
Disclose the organization’s governance around climate-related risks and opportunities.
a) Describe the Board’s oversight of Our Board of Directors, including through its various committees, oversees climate-related risks as
climate-related risks and opportunities. part of its broader risk management responsibilities. The Board’s risk management oversight takes
place throughout the year at each regularly scheduled meeting of the Board and its committees.
The responsibilities of the Audit Committee expressly include assisting the Board in fulfilling its
oversight responsibility for the “Environmental” portion of ESG, which shall include periodic review
of the Company’s climate-change related strategies, policies, disclosures, goals, performa