DIRECTORS WHO CONTACT PUBLIC
OFFICIALS MUST BE FAMILIAR WITH LOBBYING LAWS AND PUBLIC DISCLOSURE
REQUIREMENTS, PARTICULARLY THOSE THAT APPLY TO REGISTRATIONS AND FILINGS.
B)
NO EMPLOYEE SHALL MAKE ANY FORM OF PAYMENT, DIRECT OR INDIRECT,
TO ANY PUBLIC OFFICIAL AS AN INDUCEMENT TO PROCURING OR KEEPING BUSINESS OR
HAVING A LAW OR REGULATION ENACTED, DEFEATED, OR VIOLATED.
THIS IS BRIBERY,
PURE AND SIMPLE.
IT WILL NOT BE TOLERATED.
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It should be acknowledged that inherent in the current health-care regulatory
environment, the definition of "form of payment" may include seemingly trivial
gifts and/or favors (e.g. buying lunches, coffee, etc.).
C)
WHEN NOT PROHIBITED BY LAW, EMPLOYEES, OFFICERS AND DIRECTORS
ARE ALLOWED TO GIVE TO PUBLIC OFFICIALS GIFTS WHERE THE PRESENTATION AND
ACCEPTANCE OF GIFTS IS AN ESTABLISHED CUSTOM AND A NORMAL BUSINESS PRACTICE.
ALL SUCH GIFTS SHALL BE OF REASONABLE VALUE AND THE PRESENTATION APPROVED IN
ADVANCE BY THE CEO.
MOREOVER, SUCH GIFTS MUST BE PRESENTED IN A MANNER THAT
CLEARLY IDENTIFIES BIOVAIL AND THE OCCASION THAT WARRANTS THE PRESENTATION.
D)
EMPLOYEES, OFFICERS AND DIRECTORS ARE ALSO ALLOWED TO GIVE PUBLIC
OFFICIALS GIFTS IN THE FORM OF PRODUCT MODELS AND PICTURES PROVIDED THE MODELS
AND PICTURES ARE PART OF BIOVAIL'S GENERAL MARKETING AND PUBLIC RELATIONS
PROGRAMS (EXCEPT AS NOTED IN CLAUSE (B) ABOVE).
E)
ON SPECIAL CEREMONIAL OCCASIONS, OFFICERS OF BIOVAIL MAY
PUBLICLY GIVE GIFTS OF MORE THAN NOMINAL VALUE TO PUBLIC INSTITUTIONS AND PUBLIC
BODIES.
SUCH GIFTS CAN COMMEMORATE SPECIAL EVENTS OR MILESTONES IN BIOVAIL'S
HISTORY.
These may be transmitted through public officials but the gifts are given to the
public institutions and public groups they represent, not to the officials
personally.
F)
FROM TIME TO TIME EMPLOYEES, OFFICERS AND DIRECTORS MAY
ENTERTAIN PUBLIC OFFICIALS, BUT ONLY UNDER THE FOLLOWING CONDITIONS:
I.
IT IS LEGAL AND PERMITTED BY THE ENTITY
REPRESENTED BY THE OFFICIAL;
II.
THE ENTERTAINMENT IS NOT SOLICITED BY THE PUBLIC
OFFICIAL;
III.
THE ENTERTAINMENT OCCURS INFREQUENTLY;
IV.
IT ARISES OUT OF THE ORDINARY COURSE OF BUSINESS;
V.
IT DOES NOT INVOLVE LAVISH EXPENDITURES,
CONSIDERING THE CIRCUMSTANCES;
VI.
THE SETTINGS AND TYPES OF ENTERTAINMENT ARE
REASONABLE, APPROPRIATE AND FITTING TO OUR EMPLOYEES, OFFICERS OR DIRECTORS,
THEIR GUESTS, AND THE BUSINESS AT HAND.
6.
POLITICAL ACTIVITIES AND CONTRIBUTIONS
A.
CANADA AND THE UNITED STATES
Employees, officers and directors who participate in partisan political
activities must make every effort to ensure that they do not leave the
impression that they speak or act for Biovail.
Biovail encourages its employees, officers and directors to participate in
political activities in their own time and at their sole expense.
No corporate
action, direct or indirect, will be allowed
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that infringes on the right of any employee individually to decide whether, to
whom, and in what amount, they will make personal political contributions.
The
same is true of volunteer political donations of personal service time, so long
as it does not interfere with the working status of employees, officers or
directors.
B.
OUTSIDE CANADA AND THE UNITED STATES
No employees,