The Utah Medical Products, Inc. (UTMD) Code of
Conduct provides guidance to all employees while carrying out their
employment and business activities within appropriate ethical and
legal standards. These obligations govern the conduct of directors,
officers and employees of UTMD and its subsidiaries, and their relationships
with affiliates, agents, subcontractors, independent consultants,
third party vendors, clinicians and other persons or independent contractors.
Our Mission
Utah Medical Products, Inc. is committed to setting the standard of excellence in medical device development, manufacturing and marketing by consistently achieving on a measurable basis superior levels of product quality, timely response to customer needs and patient outcomes while producing the maximum shareholder value possible, while at all times exemplifying the highest standards of ethical and professional conduct.
Product Quality
We are committed to providing high quality, safe and effective medical devices, and supplying those products in an ethical, professional and cost-effective manner. We will not ignore any actual or perceived product-quality issues that threaten to compromise the safety and welfare of our customers, clinicians and their patients.
We recognize the requirement of all clinicians and their patients
to receive and use devices that work as intended every time.
We operate as efficiently as possible, and we do not compromise high
quality and safe products to reduce cost.
Conflicts of Interest
We take all necessary steps to avoid conflicts or the appearance of conflicts between private interests and the official responsibilities of our duties. We have a duty to report actual or perceived conflicts of interest.
We support clinical decision-making based on meeting patients’
needs, not those which are influenced by financial incentives.
We understand our responsibility to commit allegiance to UTMD, and
acknowledge that the best interests of the corporation and its shareholders
must prevail over individual or personal interest.
We engage in outside employment only after ensuring that it does not
conflict with our employment responsibilities at UTMD.
We do not do business with any firm in which we, our families, or
our close business and personal employees have a direct or indirect
interest without full disclosure and proper written approval from
UTMD.
We make no investment in nor engage in any business transaction or
interaction with an organization that is a potential competitor, supplier
or customer of UTMD without disclosure and proper prior written approval
from UTMD.
We give or accept only those gifts which do not violate UTMD’s
policies and procedures.
Compliance with Laws and Regulations
We operate in accordance with all applicable laws and regulations in order to maintain the integrity of UTMD and its operations.We have a duty to report any actual or perceived violation of applicable laws, regulations or professional standards.
We develop, manufacture and market medical devices in compliance with
all applicable laws, regulations and professional and ethical standards.
We comply with such standards and procedures in particular as are
set forth in FDA and ISO guidelines.
We do not pursue any business opportunity that requires engagement
in illegal activity or that we believe may be in violation of any
law, rule, regulation, or UTMD policy or procedure.
We are familiar with applicable laws and Company policies and procedures
which govern matters pertaining to our respective duties, and we understand
that this familiarity is a requirement of our job and a regular part
of our performance evaluations.
We take reasonable precautions to guard against falsifications, inaccurate
statements or misrepresentations of information in oral and written
records and reports.
We ensure that all accounting, reimbursement or financial reporting
functions are performed accurately and in conformance with all applicable
laws, regulations, UTMD policies and procedures and professional standards.
We adhere to sound environmental and safety practices, as well as
the proper handling of medical or hazardous waste.
We ensure that our agreements conform with state and federal anti-kickback
statutes and that they reflect the actual arrangements between the
parties.
We do not buy or sell UTMD stock based on "insider information"
or pass along non-public information to others.
We shall report to the President, or designee, all suspected violations
of any Company policy or procedure, or any state or federal regulatory
requirements.
Protection of Property
We are committed to protecting the Company’s assets and the property of employees, customers and visitors against loss, theft and misuse. We have a duty to report any actual or perceived misuse, loss or theft of property.
We have an affirmative duty to protect Company assets, and ensure
proper use of the property, facilities, equipment and supplies of
UTMD in the course of its business.
We are responsible for preserving and protecting the confidentiality
of Company intellectual property and other proprietary or trade secret
information.
We do not use or distribute any such information outside the context
of our official duties, according to UTMD’s policies and procedures.
We follow established internal control procedures in handling and
recording all funds, and we are responsible and accountable for the
proper expenditure of UTMD funds.
We dispose of surplus or obsolete property in accordance with UTMD’s
policies and procedures.
We take all reasonable steps to safeguard non-UTMD property of employees
and visitors that may be located on UTMD premises.
Consideration of Human Resources
We are committed to helping all employees achieve their fullest potential in a fair and equitable manner and protecting them from discriminatory behavior. We have a duty to report any actual or perceived mistreatment, discrimination or hostile activity occurring in the work place.
We treat one another with respect, dignity and fairness, appreciating
the diversity of our workforce and the uniqueness of each employee.
We use our time productively on job-related activities during work
hours.
We ensure equal employment and advancement opportunities regardless
of gender, age, disability, race, creed, religion or national origin.
We do not tolerate sexual harassment, such as sexual advances, requests
for sexual favors and other verbal or physical conduct of a sexual
nature which may create a hostile work environment.
We take all reasonable precautions to ensure our safety as well as
the safety of visitors and other personnel.
We maintain a drug-free and smoke-free workplace.
We only engage the services of employees who possess the credentials,
experience and expertise to meet the requirements of our customers
and applicable regulations.
We participate in training and educational programs designed to increase
our professional skills and competency, including our understanding
of the applicable legal and ethical considerations.
We provide training and educational programs necessary for our employees
to achieve the knowledge and skills required to perform their jobs,
and we foster an environment where training and educating our personnel
is deemed an integral aspect of our corporate duties.
We consider the promotion of and adherence to the Code of Conduct
as an element in evaluating the performance of our employees.
We take efforts to ensure we do not employ any individuals nor do
business with any entities that have been sanctioned by any of the
applicable regulatory agencies, or do not comply with this code of
conduct.
Communication
We encourage open, timely and candid communication, as well as collaboration among employees. We have a duty to openly communicate and maintain an environment founded on teamwork.
We take reasonable steps to ensure that all statements, communications
and representations made in our business dealings are substantially
complete, accurate and in compliance with all applicable laws and
regulations.
We treat every customer and clinician with dignity and respect at
all times.
We recognize that customers and clinicians have the right to receive
information regarding our products and how to use them safely and
effectively.
We ensure the right of customers and clinicians to voice their complaints
/concerns about the products we provide.
We conduct our communications, promotion and marketing activities
in accordance with ethical standards, applicable laws, regulatory
guidelines and applicable UTMD policies and procedures.
We do not seek to diminish our competitors unfairly.
We comply with UTMD’s policies and procedures with respect to
communication matters, including receipt (at work or at home) of an
inquiry, subpoena, search warrant or other government or agency request
for information.
We comply with UTMD’s policies and procedures with respect to
handling inquiries from the media.
We comply with UTMD’s policies and procedures with respect to
communications relevant to or in the context of litigation.
We fully cooperate with any duly authorized Company internal investigation,
and do not withhold information or documents sought in connection
with such investigation.
We encourage employees to communicate any suspected Code of Conduct
violations without fear of retaliation or retribution or, if reported
anonymously, fear of disclosure or breach of their confidentiality,
up to the limits of the law.
We are responsible for protecting the confidentiality of employee
records and do not use or reveal any such information outside the
context of our official duties and UTMD’s policies and procedures.
We do not remove, conceal or destroy records or documents that are
known to be the subject of or related to any anticipated, threatened
or pending litigation or governmental or regulatory investigation.
Improper Conduct
Addressing Issues & Concerns Involving Fraud or Illegal Conduct, or Improper Conduct:
If you have a concern regarding conduct that you suspect does not comply with UTMD policies and procedures, or illegal or fraudulent conduct occurring anywhere in the Company, you should immediately report this concern. The report should be made through your supervisor or manager. Your supervisor or manager is in a good position to listen to you and understand the concerns you have and should be given the opportunity to resolve the issue. Your supervisor or manager also has access to other UTMD resources, and is required to assist you in upholding the Code of Conduct. However, if you are not comfortable reporting such concern through your supervisor or manager, or you do not receive timely feedback from your supervisor or manager, you should contact the President or the chair of the Audit Committee directly.
All concerns or allegations of possible violations of the Code of Conduct, policies and procedures, laws, or regulations will be received by UTMD management openly and courteously. There will be no direct or indirect retaliation or retribution against anyone who, in good faith, raises such problems or concerns.
When considering whether and how to report your concerns, it may be helpful to ask yourself the following questions:
Do I understand all the facts?
If I need more information, where can I find it?
What laws, regulations, policies or procedures apply to the situation?
Have I followed normal procedures to try to resolve my concern?
Your right to raise a concern is not dependent on having the answers to the above questions (for example, you do not need all the facts before raising your concern), but such forethought may aid in the Company’s resolution of your concern.
Employees who violate the Code of Conduct will be subject to Company disciplinary action up to and including termination, in addition to any applicable legal actions.
UTMD requires all exempt employees to sign an acknowledgment
confirming they have received a copy of the Code of Conduct, and understand
that compliance with the provisions contained in the Code of Conduct
are mandatory. New employees will be required to sign such an acknowledgment
as a condition of employment.
