Code of Business Conduct Committed to Integrity Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next TABLE OF CONTENTS

1.0 4.0 UNDERSTANDING 4 Its Purpose ESTABLISHING 20 Conflicts of Interest OUR CODE 4 How to Use It AND MAINTAINING 22 Gifts, Entertainment and Hospitality 5 Our Responsibilities TRUST 23 Selecting Third Parties 6 Deciding What’s Right 24 Honest and Accurate Records 7 Seeking Guidance and Raising Concerns 25 Responsible Communications 2.0 5.0 CREATING A 9 Fairness and Respect/Preventing Harassment COMPLYING WITH 28 Fair Competition POSITIVE WORK 12 Non-Discrimination INDUSTRY LAWS 29 Insider Trading ENVIRONMENT 13 Diversity and Inclusion AND REGULATIONS 30 Bribes and Improper Payments 14 Workplace Safety 32 Export Controls, Import Controls, Boycotts and Sanctions 33 Money Laundering 3.0 6.0 SAFEGUARDING 16 Company Assets BEING GOOD 35 Our Environmental Footprint OUR RESOURCES 17 Confidential Information GLOBAL 36 Human Rights 18 Data Privacy NEIGHBORS 37 Community Involvement Political Activities

POLICY WAIVERS 39 FINAL THOUGHTS 40 HELPFUL RESOURCES 41

Code of Business Conduct 2 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Integrity starts here, with our Understanding Code of Business Conduct. Our Code It’s the expression of our commitment to upholding the highest ethical standards.

4 Its Purpose 4 How to Use It 5 Our Responsibilities 6 Deciding What’s Right 7 Seeking Guidance and Raising Concerns

Code of Business Conduct 3 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Its Purpose How to Use It

Omnicom’s success doesn’t just come from our talent, our creativity or the work we do. Our Try to avoid the temptation to read the Code success also comes from the way we work and the way we interact with others – with a solid once and file it away. It’s a tool you should commitment to integrity. That’s something our employees demonstrate every day. But our business refer to often. Think of it as your go-to can get complicated – just like the many laws, regulations and standards each of us must uphold. reference guide for working with integrity.

We understand there’s no way you can know the right thing to do in every situation. That’s why we In so many situations, the Code can help you: have our Code of Business Conduct. The Code spells out what we value, what we believe and the › Act ethically, fairly and honestly policies that Omnicom expects us all to uphold. It can also improve your awareness of the laws and regulations that apply to our business and assist you in complying. › Uphold our policies

While no written policy can replace thoughtful behavior, the Code is intended to help you recognize › Protect the good name of Omnicom areas of ethical risk and provide guidance on key topics. and our agencies › Know what’s expected of you The Code applies to … › Make good decisions Everyone who works on Omnicom’s behalf must follow the Code. That includes employees, both › Comply with laws, regulations and full and part-time, at every level, in every location around the world. It also includes everyone else standards that apply to us who represents Omnicom, from contractors to our Board of Directors. Even our business partners are expected to uphold our high standards. › Find help when you have questions

UNDERSTANDING OUR CODE l Its Purpose l How to Use It Code of Business Conduct 4 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Our Responsibilities

Each of us shares the responsibility to: Managers have additional responsibilities under the Code:

Follow our Code and our Model integrity – Be a good policies – Get to know the example to others. Always uphold Code and Omnicom and your our high standards and our Code, agency’s policies and how they in your words and actions. apply to your job. Guide others – Answer Uphold the law – Understand What about violations? employee questions and how various laws apply to our encourage them to refer business in the countries where Omnicom takes any violations of our Code, our to the Code often. we operate. Watch for any policies or the law seriously. If you break any activity that violates them. of these, you could face disciplinary action, Have an open door – Make including possible termination of employment. sure employees feel comfortable Show integrity and respect – That’s why it’s important to familiarize yourself coming to you with questions or Make professional and ethical with the Code, our policies and the laws that concerns. Make time for them and choices and understand that apply wherever we do business. Keep in mind help them resolve issues quickly. you represent Omnicom and its that in situations where local customs or practices conflict with our Code or the law, we agencies to the world. Watch for retaliation – Protect follow the law and our Code. employees who share concerns Be curious – If anything about Your Right to Speak by watching for any retaliation our Code, our policies or a against them. Report it if you specific situation is unclear, We understand that you have rights as an see it. ask for guidance before you act. employee, and nothing in this Code or in any of our policies is intended to limit those rights Speak up – Stay alert for under the law. For example, you have the any activity that could harm right to speak publicly about matters of public Omnicom, our agencies, any concern or to participate in certain activities of our employees, our clients related to the terms and conditions of your or our reputation. Let us know employment (including discussions about about any concerns. wages, hours, working conditions, health hazards and safety issues). UNDERSTANDING OUR CODE l Our Responsibilities Code of Business Conduct 5 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Deciding What’s Right

We know situations can come up where you’re not sure of the right thing to do. If this ever happens, ask yourself:

Would you be Does it uphold comfortable if Is it legal? our policies? others heard about this activity?

Does it reflect Did Is it in step with positively on you answer our Code? Omnicom or our “yes” to all of these agencies? questions? If so, the action is probably acceptable. But even one “no” or “maybe” answer is a sign to stop and seek help. When you’re not sure, it’s always best to ask for guidance before you act.

UNDERSTANDING OUR CODE l Deciding What's Right Code of Business Conduct 6 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Seeking Guidance and Raising Concerns

So, what if something doesn’t seem right to This service is available 24/7 and allows you at work? If you’ve seen or heard about you to remain anonymous, where some activity that could violate the Code, the permitted by local law. If you have any law or our policies (including accounting or questions about your anonymity, please auditing policy violations), we encourage you contact the Omnicom Legal Department. to ask questions and share your concerns. Translation services are also available.

Speaking up is always the right thing to do – By mail: even if you have doubts about whether or not Send your concerns to: a violation has occurred. It helps us identify Omnicom Group Inc. potentially harmful situations and address 437 Madison Avenue them quickly and appropriately. New York, New York 10022 How can I raise concerns? Attention: General Counsel Talk to: What happens next? › Your supervisor or any senior manager No matter which method you choose to raise a concern, we respond promptly. After › The financial manager for your agency reviewing the circumstances involved, we will or network investigate it, if appropriate. We take every › The legal department of your agency report seriously and will treat it confidentially, or network to the extent possible and allowed by law. Keep in mind that every employee has a › Omnicom’s Legal Department responsibility to cooperate with investigations Or contact the Internal Control Line. This option into reported misconduct. is available to you if you feel uncomfortable speaking up in person, need to escalate What about retaliation? the issue, or if you simply prefer to remain It’s important to us that you feel comfortable anonymous. Report your concerns: sharing your concerns. We do not tolerate By phone: retaliation of any kind against anyone who Inside the United States, call 1-800-306-7508 reports suspected violations or participates Outside the U.S., call 1-212-415-3364 in an investigation. As long as you report honestly and in good faith, you will not be disciplined or suffer retaliation – even if your concern can’t be substantiated. UNDERSTANDING OUR CODE l Seeking Guidance and Raising Concerns Code of Business Conduct 7 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Every employee is a unique and Creating a valued member of Omnicom and our agencies. As such, we protect Positive Work and support each other, creating a workplace where everyone can Environment thrive and succeed.

19 Fairness and Respect/ Preventing Harassment 12 Non-Discrimination 13 Diversity and Inclusion 14 Workplace Safety

Code of Business Conduct 8 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Fairness and Respect/Preventing Harassment

Our employees stand together as a unified team, working collaboratively and supporting We believe everyone each other every day. That spirit of mutual support helps us do amazing work and create deserves a welcoming Did you know, harassment solutions for our clients. and discrimination aren’t and positive workplace. IN always intentional? It’s Show respect. Our workplace must never be BRIEF possible to offend or an unwelcoming or hostile place for anyone. discriminate against Each of us impacts our work environment – someone without intending positively or negatively. Be aware of your impact to. So be aware of your own actions and how they and be a positive force by treating coworkers, impact others. clients, business partners and anyone else you encounter fairly and with respect.

Prevent harassment. Any behavior that either disrupts someone’s work or creates a hostile or offensive working environment on the basis of his/her sex, race, religion, sexual orientation, gender identity and/or expression, national origin, age, disability, pregnancy, marital status or other status protected by applicable law violates our policy, and has no place in our business. It can take a variety of forms and could be verbal, physical or visual in nature. Harassment could include aggressive or intimidating behavior, bullying, physical or emotional abuse, racial slurs, ethnic jokes or sharing offensive messages or images.

Watch for sexual harassment. While it is not possible to list all of the circumstances that may constitute sexual harassment, the

CREATING A POSITIVE WORK ENVIRONMENT l Fairness and Respect/Preventing Harassment Code of Business Conduct 9 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

following are some examples of conduct where it negatively impacts a person’s work which, if unwelcome, will not be tolerated: performance and creates an intimidating, hostile or offensive work environment. › Sexual advances Stay alert for this behavior in your own › Requests for sexual favors conduct and in others.

› Inappropriate physical contact or other Other harassment. As noted above, Omnicom acts of a sexual nature prohibits harassment of employees on the basis of sex, race, religion, sexual orientation, gender › Sexual epithets, slurs, jokes, written or identity and/or expression, national origin, age, oral references to sexual conduct disability, pregnancy, marital status or other status protected by applicable law. Unlawful › Displaying sexually suggestive objects harassment is verbal or physical conduct › Discussing one’s sexual activities or that denigrates or shows hostility or aversion experiences toward an individual because of a protected characteristic, and that creates an intimidating, Sexual harassment is particularly harmful hostile or offensive working environment, when submitting to it is perceived as a unreasonably interferes with an individual’s work condition of employment or advancement or performance or otherwise adversely affects an individual’s employment opportunity.

CREATING A POSITIVE WORK ENVIRONMENT l Fairness and Respect/Preventing Harassment Code of Business Conduct 10 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Although not possible to list all examples of We take allegations of harassment very such prohibited harassment, the following are seriously. We will respond promptly to some examples: complaints of harassment by conducting an investigation and, where it is determined that Q: › Epithets inappropriate conduct has occurred, we will A colleague of mine keeps brushing up against me in the › Slurs act promptly to eliminate the conduct and office and touching my back impose corrective action as necessary. Q&A when we’re talking. I try to pull › Negative stereotyping away, but it keeps happening. Non-Retaliation. We will not tolerate any Maybe I’m just imagining › Threatening, intimidating or hostile acts form of retaliation against an individual things. Or should I say that relate to a protected characteristic who has complained about harassment, something about this? I don’t nor will we retaliate against individuals want to get him in trouble. › Written or graphic material that for cooperating with an investigation of a A: If you feel uncomfortable, you denigrates or shows hostility toward harassment complaint. Any employee who shouldn’t ignore this situation. an individual or group because of a believes that he or she has been subjected to Say something to your colleague. protected characteristic and that is retaliation should notify his/her manager, the If you feel you can’t, then speak placed on walls, bulletin boards or agency’s Human Resources Department, the up about it to a supervisor elsewhere on the agency’s premises, or or contact your local Human legal department of your agency or network Resources representative. circulated in the workplace on paper or or Omnicom’s Legal Department. electronically

Share your concerns. Ignoring harassing or discriminating behavior is not an option. We need to know about such activity immediately. Any employee, including all supervisors and managers, who has been subjected to harassment or has reason to suspect harassment is occurring, must report such conduct to his/her manager, the agency’s Human Resources Department, the legal department of your agency or network or Omnicom’s Legal Department. Please refer to your agency’s employee handbook for more details on the individuals within your agency who have been designated to receive such complaints.

CREATING A POSITIVE WORK ENVIRONMENT l Fairness and Respect/Preventing Harassment Code of Business Conduct 11 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Non-Discrimination

Support each other. We believe every individual should have an opportunity to succeed and We value each individual thrive, and we’re counting on you to help make and work to preserve that happen. Encourage your coworkers to do their best and celebrate their achievements. Q: I was recently reassigned to a job their dignity and worth. Help us uphold our commitment to providing with fewer responsibilities. Maybe opportunities for everyone at Omnicom and our it’s because I’m recently married Q&A and am trying to start a family. I’m agencies to develop their talents and advance not sure if this is discrimination or in their careers. not. Should I speak up or ignore this situation? Stand up for fairness. You can help ensure Our work is based on teamwork, with a that the decisions we make about hiring, A: Don’t ignore this situation. It may spirit of equality and cooperation and evaluations, advancement, discipline or not be easy, but you should speak up if you’re ever concerned about a commitment to equal employment terminations are fair and respectful. If you opportunities. We never discriminate, and some aspect of your employment. suspect discrimination of any kind in any Talk to your supervisor or your local we won’t tolerate unfair treatment. decision or aspect of employment, share your Human Resources representative. concerns with your supervisor or local Human Remain unbiased. Remember, we are an Resources representative. Being aware of this equal opportunity employer, so we keep activity helps us ensure that each person has a discrimination out of our business. If you’re chance to succeed. involved in making employment decisions, base them only on relevant considerations, like an individual’s performance, skills and qualifications. That includes decisions about: Interviewing or hiring Never base decisions Advancement on characteristics like IN sex, race, religion, sexual Compensation BRIEF orientation, gender identity and/or expression, national Training origin, age, disability, pregnancy, marital status Discipline or termination or other status protected by applicable law.

CREATING A POSITIVE WORK ENVIRONMENT l Non-Discrimination Code of Business Conduct 12 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Diversity and Inclusion

At Omnicom, we are proud of the inclusive and diverse community we have built. It makes us a We embrace our diversity, stronger, more competitive company. Each of us which unites us and gives has a responsibility to support that community By promoting an inclusive by respecting the varied backgrounds and culture, we seek to: us strength. cultures of others and practicing fairness in IN • Attract and retain every decision and interaction. BRIEF diverse talent • Accommodate individual Promote an inclusive culture. No matter where needs and cultures we work in the world, remember that shared • Create opportunities values unite us. Together, we strive to create • Adapt to change in our world an inclusive environment that encourages diversity of thought, culture, experience and perspectives. That diversity enables us to solve problems creatively and deliver extraordinary solutions for our clients.

Innovate through diversity. Work consciously to avoid unconscious bias and eliminate barriers. Organize and utilize our resources in a way that taps into our diverse culture. Invite Q: I’m working on a project, and I’m new thoughts and perspectives into your work looking for some fresh ideas. A and on team projects, including diversity of colleague has offered to help, but age, gender, gender identity and/or expression, Q&A I’d rather wait until a different race, national or ethnic origin, religion, colleague is available – someone I language, political beliefs, sexual orientation work with often. Is that okay? and physical ability. A: Automatically choosing a person you’re more comfortable working Respect the diversity of stakeholders with could indicate that you’re and third parties. When we talk about letting unconscious bias affect your inclusiveness, we’re talking about more than our decision-making. A better option employee base. We work with a diverse array would be to accept the help of of clients, stakeholders and third parties, and the colleague who offered first – someone with a fresh perspective. it’s critical that those relationships are mutually respectful. Use care in your dealings with these individuals or entities, promoting fairness in every interaction. CREATING A POSITIVE WORK ENVIRONMENT l Diversity and Inclusion Code of Business Conduct 13 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Workplace Safety

We are committed to providing safe working Keep violence out. If someone’s behavior conditions for all of our employees, but becomes threatening or intimidating, report it We understand that a safe each of us must help maintain them. It’s all to your supervisor or the Human Resources workplace is a successful about staying alert and following our safety Department right away. Try to resolve conflicts requirements to protect ourselves and our calmly – without bullying, threatening or one for everyone. facilities. harming anyone or their property. Weapons are not permitted in Omnicom agency facilities, so Work free of drugs and alcohol. Being under let us know immediately if you become aware the influence of alcohol or drugs while working of a weapon at work. puts everyone’s safety and productivity at risk. When you come to work, make sure you’re in Report accidents and risks. If you or someone good condition to do your job. Don’t try to work else is injured, we need to know right away. if your judgment or abilities are impaired – even Report any accident, injury or unsafe condition by legal or prescription drugs. to your supervisor or the Human Resources Department so we can respond. Follow our safety practices. Always stay alert and follow the health, safety and security policies and procedures at your location. Don’t take risks or engage in behavior that puts yourself or others in danger.

Q: A coworker has expressed to me his anger with his supervisor. He mentioned wanting to hurt her. Q&A He’s probably just frustrated. Should I say something about Would you know what to report? this or wait to see if he talks Let us know about: about it again? IN • Threats BRIEF • Property damage A: Don’t ignore this behavior. Your • Environmental hazards coworker might only be venting his • Broken equipment frustrations, but we cannot tolerate • Unsafe work practices threats of violence in our workplace. or conditions Talk to your supervisor or another • Weapons in the workplace member of senior management.

CREATING A POSITIVE WORK ENVIRONMENT l Workplace Safety Code of Business Conduct 14 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Our resources, which distinguish us Safeguarding from our competition, form the very foundation of our business. It's up Our Resources to us to protect them.

16 Company Assets 17 Confidential Information 18 Data Privacy

Code of Business Conduct 15 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Company Assets

Omnicom and our agencies provide us with all of the tools we need to do our jobs. From the equipment and software we use each day to our buildings and materials – these are the resources We protect what’s ours, that allow us to channel our creativity, grow, and produce great work for our clients.

being good stewards of Be responsible. Care for the resources entrusted to you. Protect them from theft, misuse or loss. our resources. What should I protect? Our assets take various forms. They could be either physical assets that you can see or other less tangible assets. They can include:

› Physical Property – like our facilities, equipment, cash and other financial assets, along with office supplies, hardware, tools and materials. › Intangible Property – like our information technology, email and voicemail.

› Personally Identifiable Information (PII) – personal information about our employees, contractors, clients and consumers.

› Intellectual Property (IP) – like our names, logos, trademarks, patents, creative ideas and copyrights. It also includes anything you create or design while employed at your Omnicom agency.

Follow security procedures. Know our security policies and follow them carefully, including use IN Speak up to Omnicom’s of equipment and the physical security of our facilities. Only use physical assets for business Legal Department about purposes and never remove them from the office withoutproper permission. BRIEF any incidents of theft, loss, damage or security Safeguard intellectual property. Secure assets like laptops, tablets and other devices physically breaches. and electronically to prevent theft or unauthorized disclosure of information. Never discuss proprietary or confidential information with anyone utsideo of your agency. Follow our IT policies. Always follow our computer and network security procedures. That includes never installing unauthorized software onto a device, copying or transferring software licensed to us or sharing your ID or user password.

SAFEGUARDING OUR RESOURCES l Company Assets Code of Business Conduct 16 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Confidential Information

Creativity and innovation form the heart of our business. We work very hard to create the We recognize our communications and strategies that are uniquely obligation to protect ours. We protect this information to maintain our competitive advantage as well as our reputation. confidential information IN Your duty to protect our Be protective. If confidential or nonpublic BRIEF confidential information entrusted to us. information is disclosed, it can help our doesn’t end, even if you competitors while harming our clients, Omnicom leave your agency. and our agencies. If your job exposes you to this information, help keep it secure.

How do I know what’s confidential? Confidential information includes any nonpublic information about Omnicom or our agencies and certain information about our clients or business How do I protect it? partners that you may have access to through your job. It could include financial information Work with care. Access only the information about our: you need to do your job. Never share confidential information belonging to Omnicom or your › Business – marketing strategies, business agency, clients or partners with anyone inside Q: I work in the Creative plans, product or service development or outside of your agency, unless they are Department, and I’m aware authorized and need the information to do › Finances – pricing, proposals, forecasts or that my agency is currently their job. If you are unsure of whether or not Q&A product or service costs developing a campaign for a information is confidential or if it can be shared, client’s new product. Is it okay to tell a friend about it? › Operations – leadership changes or ask your supervisor for guidance. strategies for mergers and acquisitions A: No. While it might seem Communicate carefully. Use caution when harmless, you shouldn’t › Clients – project details, systems, communicating on social media or in public to share that information processes, transactions or financials make sure that you don’t disclose confidential with anyone unless you are business information. Even sharing this authorized. Information like › Partners – pricing or contract terms information with friends and family or in public this is proprietary and must be protected from disclosure. places like restaurants, elevators or on public transportation can put this information at risk of potential disclosure and misuse.

SAFEGUARDING OUR RESOURCES l Confidential Information Code of Business Conduct 17 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Data Privacy

Keep it personal. Help us respect individual Protect each other. Treat your coworkers’ privacy. If you collect or work with personal private information like your own, never We protect the privacy information of any kind as a part of your job, disclosing it to any unauthorized individual of our employees, clients use it only for business reasons. Handle it or handling it carelessly. If you work with this carefully and follow the data privacy and information for your job or just come across it, and partners. protection laws wherever we do business. handle it carefully and in line with the law. What should I protect? Protect any information that could identify an Our relationships with clients and business individual, like: FIND partners are based on trust. They trust us to OUT › Email addresses handle our partnership with care, along with MORE » Privacy Shield Policy the sensitive information they share with › Telephone numbers us, including the personal information they provide. The same applies to our employees, › Financial information clients and partners and the personal › Medical information information they provide. › Credit card information

› Names of family members

› Social Security numbers Q: I have access to the personal › Home addresses information of our clients for my IN Even inadvertently job. A colleague has asked for disclosing personal or Honor our relationships. Respect clients Q&A several clients’ email addresses BRIEF private information can and partners. They expect us to uphold our to communicate about a charity expose you, Omnicom she is involved in. Should I share and your agency to legal confidentiality agreements and to respect them with her? liability and penalties. their privacy. Help us keep our promises by complying with all privacy notices and A: No. You may not casually share agreements to prevent the disclosure of any private client information. Let personal information. your colleague know she needs proper authorization to use this information.

SAFEGUARDING OUR RESOURCES l Data Privacy Code of Business Conduct 18 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

We know we must earn the Establishing and trust placed in us. Our success and our reputation depend on Maintaining Trust it, so we strive to always do what’s right.

20 Conflicts of Interest 22 Gifts, Entertainment and Hospitality 23 Selecting Third Parties 24 Honest and Accurate Records 25 Responsible Communications

Code of Business Conduct 19 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Conflicts of Interest

At Omnicom, our work is all about collaboration. Our teamwork connects us We never use our to each other and our agencies. For that reason, all of our business decisions should be professional position objective. We should never allow our personal for personal gain. interests to affect our judgment. Understand conflicts of interest. If a situation comes up, like a personal relationship, outside employment, financial investment or some other opportunity, and it could affect your decision-making, that is a possible conflict of interest. A conflict of interest may also arise when you or a member of your family receives improper personal benefits because of your position at your agency. It’s critical for you to be aware of conflicts and avoid them. Even the appearance of a conflict can harm Omnicom and our agencies.

Sometimes a situation may not begin as a IN conflict, but one may BRIEF develop, like when a friendship or relationship develops with a client or business partner. If this happens, disclose the relationship.

ESTABLISHING AND MAINTAINING TRUST l Conflicts of Interest Code of Business Conduct 20 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

What does a conflict look like? to businesses owned by friends or family – is a conflict, as is taking opportunities you may not conduct business with these discovered by using resources, It’s not always easy to recognize a potential organizations without approval. relationships or information learned while conflict of interest. They take many different employed by your agency. forms, but there are certain situations that lead › Personal investments – Investing in most often to conflicts: any nonpublicly traded company that › Certain service to other organizations – does business with Omnicom or your Full-time employees are required to seek › Outside employment – Accepting a agency, competes with us, or wants to do authorization from your network’s general second job or consulting opportunity that business with us, is a potential conflict. counsel before: (1) providing paid services interferes with your full-time commitment That includes investing in our competitors, to any non-Omnicom company; or (2) to your job. vendors or any other business partners. receiving compensation for serving as a board member for any organization. › Personal relationships – Having your › Business opportunities – Discovering Approval is not required for unpaid relative or friend enter into a business an opportunity through your position services to non-profit organizations. relationship with your agency. You may and taking it for your own personal gain not hire or supervise a family member or Let us know about conflicts. If you become friend without disclosing the relationship aware of any situation that could possibly lead and obtaining approval. The same applies to a conflict of interest, disclose it immediately. Even if you’re not sure if a situation is a true conflict, talk to your supervisor or any senior manager so we can address the situation and Q: My brother recently got a new job with one of our business avoid a conflict. partners. Since I’m not involved Q&A in managing this partner or contracting with them, do I have to let someone know about it?

A: A situation like this probably isn’t a conflict of interest since you don’t work closely with them. But you should still notify your supervisor about the relationship in case a time comes when you may work directly with this partner or to avoid an appearance of impropriety on your part.

ESTABLISHING AND MAINTAINING TRUST l Conflicts of Interest Code of Business Conduct 21 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Gifts, Entertainment and Hospitality

Consider offers carefully. We depend on you Use extra care with government officials. The to use good judgment when working with rules are more stringent in these cases. If you’re We build relationships business partners. Never allow a gift or favor dealing with a government official, never offer, based on honesty and to influence your business decisions, and don’t promise or give the officialanything of value. It attempt to influence others. Violations of our could give the impression that you’re trying to integrity – never on gifts policy are serious and could result in gain an improper advantage or urge the official inappropriate favors. disciplinary action, including termination. But to do something improper. Please keep in mind we realize it can be hard to tell the difference that it might not be obvious who is a government between an acceptable business courtesy and official (e.g., an employee of a government-run something inappropriate. hospital, bank, public utility or media network). If you are at all uncertain, please ask your Exchanging gifts and providing entertainment Is a gift ever appropriate? supervisor or a senior manager. is a long-standing business tradition. While it does demonstrate goodwill between partners, Yes, when it’s … No, when it’s … it can also be used to influence others. An offer or favor that does this has gone too far. Given occasionally Obligating you to take some action Legal and appropriate Illegal or against Q: our policies A vendor invited me to go with him to a major sports event. Shortly before the game, he told me he Nominal in value Given in exchange Q&A for awarding couldn’t attend, and he offered me both tickets. May I accept the specific business tickets and bring my spouse? If you are offered Customary Cash, a loan IN something, ask yourself, A: No, not in this situation. If the vendor BRIEF “Would I be comfortable or cash equivalent had actually attended the game with with the CEO of my agency Approved by Expensive you, it would have been acceptable finding out?” If the answer entertainment. But since the tickets is “no”, it’s inappropriate your agency or extravagant are more than nominal in value and and should be refused. he won’t be joining you, you may not accept them without approval.

ESTABLISHING AND MAINTAINING TRUST l Gifts, Entertainment and Hospitality Code of Business Conduct 22 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Selecting Third Parties

Our relationships with vendors, suppliers and Act with integrity. Treat third parties honestly other third parties are a key component of and fairly. In your interactions with them, avoid Our third-party our business. We nurture these relationships, even the appearance of anything improper, business partners must and never take them for granted. Our focus is like conflicts of interest, inappropriate gifts, working collaboratively to build mutual trust entertainment or favors. share our commitment and respect with all third parties. Stay alert. Monitor third-party performance to to high standards. Choose ethical partners. If you are involved make sure they are upholding our Code and the in selecting third-party business partners, look laws that apply to our businesses. Help them for organizations that will share our high ethical represent your agency with integrity by setting standards. Choose third parties ethically and high expectations and communicating our objectively, without personal bias. Code and, when necessary, our policies.

Speak up. If you become aware of potential violations committed by a third party working with us or on our behalf, speak up. If you’re unsure about a specific situation, ask for guidance.

When choosing a third- IN party business partner, BRIEF base your decision on … • Business needs Q: I have a friend who works for • Services offered one of our competitors who has • Price worked with a vendor that we’re Q&A considering using. She said • Quality this vendor was supposedly involved in a bribery incident. Should I be concerned?

A: Yes, you should, and you should report this to your supervisor so the agency can do more research. Bribery is a serious Code violation and can be a violation of law.

ESTABLISHING AND MAINTAINING TRUST l Selecting Third Parties Code of Business Conduct 23 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Honest and Accurate Records

Omnicom’s success and our reputation depend Stay alert and speak up. Stay alert for warning on our ability to maintain accurate books and signs of potential bribery, fraud or money- We believe in preserving records. We are a public company, and our laundering activity in our records, such as false the integrity of our books and records must always correctly entries, misleading statements or significant represent our business and our financial omissions. Don’t ignore any concerns. Contact books and records. position. They must remain clear, accurate and Omnicom's Legal Department immediately. timely so we can make responsible business decisions, forecasts and filings. Manage records responsibly. An important part of financial integrity is good records Be careful and honest. Any time you handle management, from the creation of records to a business or financial record of Omnicom or their storage, maintenance and disposal. Follow our agencies, focus on honesty and accuracy. our policies regarding retaining, storing and Assign costs correctly and consistently and disposing of records. Never destroy a record never falsify or make misleading reports or with a legal hold or preservation requirement. entries in our business or financial records. Remember, Omnicom prohibits unrecorded or “off-the-books” funds, assets or liabilities, and special billing or payment procedures that suggest tax evasion.

What are business or Q: I recently became aware of a financial records? possible accounting irregularity. But because it’s by someone They can include: Q&A higher up, I figure she probably knows best, so I’m hesitant to Expense reports report it. Should I report it?

Client or vendor invoices A: Yes. Even someone higher up could make a mistake or be Purchase orders involved in misconduct. It’s vitally important that you report your concerns to the Internal Control Payroll records Line immediately to prevent further irregularities. Employee timesheets

Benefit claims

ESTABLISHING AND MAINTAINING TRUST l Honest and Accurate Records Client or vendor contracts Code of Business Conduct 24 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Responsible Communications

Understand the impact of words. Having authorized individuals speak for us prevents messages from being misunderstood. Even comments that are meant to be positive or We protect our helpful could inadvertently:

reputation through › Misinform clients, investors or the public consistent, reliable › Disclose confidential information or intellectual property communications. › Promise something that we can’t fulfill › Violate our Code or our policies

› Harm our reputation Communication today is instant and freely exchanged, including communication about Refer inquiries. If you receive an inquiry about Omnicom or your agency, don’t attempt to Omnicom and our agencies. We can’t control all respond yourself, unless you are authorized. Instead, refer it to the right resources: communication, but we can work to ensure that messages about Omnicom and our agencies are accurate and consistent. That’s why we Requests from … Refer to … only allow authorized individuals to speak to the Media Head of Communications at your respective public on our behalf. agency or Corporate Communications Shareholders Investor Relations Legal or government officials Omnicom’s Legal Department

ESTABLISHING AND MAINTAINING TRUST l Responsible Communications Code of Business Conduct 25 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Seek approval. If you have been asked to make a speech, write an article or communicate with a member of the media or publicly in any other way to a broad audience, make sure you obtain approval from senior management at your Q: I am involved with a charity, agency before you accept. and I’m organizing a fundraising event. Is it okay to identify Q&A Take care on social media. If you communicate myself as an employee of my agency? I think it would reflect about Omnicom or your agency on social media, positively on my agency and state that you are an employee of your agency help us raise funds. (and, if relevant, that you work for an Omnicom agency), and your views are your own – you A: Unless you obtain permission, don’t speak for Omnicom or your agency. Make you shouldn’t use your position or Omnicom’s or your agency’s name your postings constructive, honest and helpful. in this way – even to promote a Never share confidential information or violate charitable cause. our policies. Keep in mind, this policy is not intended to interfere with your right to speak out publicly about matters of public concern or your engagement in activities related to the terms and conditions of your employment.

Remember that you represent your agency IN even when you leave BRIEF the office. Never communicate something publicly or on social media that you would not want your agency leadership to know about.

ESTABLISHING AND MAINTAINING TRUST l Responsible Communications Code of Business Conduct 26 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Complying with We win business honestly and ethically, based on the value of Industry Laws our services – never by using and Regulations unfair or unlawful practices.

28 Fair Competition 29 Insider Trading 30 Bribes and Improper Payments 32 Export Controls, Import Controls, Boycotts and Sanctions 33 Money Laundering

Code of Business Conduct 27 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Fair Competition

Know the law. Help support healthy competition Gather competitive information with care. by getting to know the competition laws that When conducting research on our competitors, We believe success apply to our businesses. These laws exist in be fair. Only use publicly available information. should be earned different forms around the world, but they Turn down any information that was improperly all call on us to act honestly and use good obtained, like confidential information shared by through open and judgment in our interactions with competitors, a client, an ex-employee or any other party. honest competition. clients and business partners. Act ethically with competitors. If your job requires you to attend industry meetings and events, you will likely be interacting with our competitors. In your conversations, avoid any At Omnicom, we take immense pride in our discussion of competitive issues like contract work, and we’re happy to compete in the Q: While at a conference a terms, bids or prices. Even the appearance marketplace. We know it’s our creativity and competitor discussed a new of an improper agreement or understanding company entering the market expertise that brings us success. It never Q&A between competitors can lead to lengthy and and suggested that we can comes from unfair or anti-competitive tactics. “crush the new competition costly government investigations. together.” Is this harmless business-speak, or could it be What should I avoid? anti-competitive?

Never engage in or discuss the following topics A: Expressions like this may sound with any competitor: harmless, but they could point to intent and motive in an antitrust › Fixing prices or terms of sale for our investigation. Use care with services your own language and avoid conversations that involve terms › Rigging bids by agreeing not to bid or like this. fixing the outcome of bids › Determining what services to offer

› Dividing markets, clients or territories

› Preventing another competitor from entering the market

COMPLYING WITH INDUSTRY LAWS AND REGULATIONS l Fair Competition Code of Business Conduct 28 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Insider Trading

What does nonpublic information Don’t share “tips.” The same rules apply to sharing inside information with someone else. include? We protect nonpublic It doesn’t matter if you don’t trade based on information, never using › Undisclosed financial information the information – if you share it with someone else, even family or friends, you are violating it for personal gain. › New or developing products or services securities law. Avoid even the appearance of any improper tipping. › Marketing strategies

› Major leadership changes

When buying or selling securities, we all try to › Potential business deals make informed decisions. But if those decisions are ever influenced by material nonpublic or › Information on customers or “inside” information about a company, that business partners Q: I often talk to my father about is insider trading and it’s against the law. Get work and the latest news at › Potential mergers or acquisitions work. I don’t believe he would to know insider trading laws and follow them Q&A trade based on any information I whenever you buy or sell a company’s securities. › Impending legal action or investigations mention. Would it be okay to tell him about a business deal we’re Keep inside information secure. As an working on? employee of an Omnicom agency, you may become aware of material nonpublic A: Even though this is a trusted information about Omnicom or one of our family member, and you’re confident that he won’t trade on clients or business partners. Or you might learn this information, you still shouldn’t of something nonpublic through a friend or When can I trade? share it with him. He might relative. In either case, you become an “insider,” Unless you have been told mention it to someone who would and you may not trade in, or advise others to IN otherwise, once inside make a trade. information is released to trade in, stock or securities based on material BRIEF the public, like through a information the public doesn’t yet know. government filing, press release or other official What is material? Material information is communication, then you information of such importance that it can be may use it to buy or sell expected to affect the judgment of investors securities. as to whether or not to buy, sell or hold the securities in question.

COMPLYING WITH INDUSTRY LAWS AND REGULATIONS l Insider Trading Code of Business Conduct 29 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Bribes and Improper Payments

Whenever bribery and corruption occur, the Know the law. Laws related to bribery and damage can be severe – unfair competition, corruption differ from country to country. Get We won’t allow anything eroded trust and harm to business and to know the laws that apply to us in the country improper to influence communities alike. Help us keep this where you work, including the U.S. Foreign behavior out of Omnicom and our agencies Corrupt Practices Act (FCPA) and the UK our decision-making. by following anti-bribery and anti-corruption Bribery Act of 2010 and other local laws. Some laws and never offering or accepting any type laws may be less strict than others, so when of bribe or kickback. in doubt, ask questions. The consequences of violating these laws can be severe – for you, Omnicom and our agencies. If you’re aware of someone offering or accepting a bribe, let Omnicom’s Legal Department know right away.

IN BRIEF Never use your own funds or a third party to make an inappropriate offer.

COMPLYING WITH INDUSTRY LAWS AND REGULATIONS l Bribes and Improper Payments Code of Business Conduct 30 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

What does a bribe look like? Interact carefully. Acts of bribery often occur when working with third parties, so use caution A bribe can be anything of value given to gain when negotiating with these parties. Make sure preferential treatment. It could be: any transactions are honest and accurate, and you never offer or accept anything of value to Cash gain an improper advantage. That rule applies Gift cards or certificates even if a local law or custom allows a certain type of offer or payment. Special discounts Use extra care with government officials. Gifts or favors The rules about government officials are even more strict. If you offer anything of value Entertainment to a government employee or comply with Gifts of stock their request for an expediting or facilitating payment, you could be violating anti-corruption Charitable or political contributions laws. These “grease” payments are presented as a way to speed up routine government Personal travel expenses actions, but no matter what local law says, we don’t pay them.

Once again, it might not be obvious who is a government official. If you are at all uncertain, Q: I have become aware of a please ask your supervisor or a senior manager. business partner agreeing to pay a facilitation payment that I Q&A know we’re not permitted to pay. Since this is a third party and not an Omnicom agency, should I be concerned?

A: Yes, you should. We could be held responsible for the actions of anyone who works on our behalf. Don’t ignore this activity – speak up about it immediately to Omnicom's Legal Department.

COMPLYING WITH INDUSTRY LAWS AND REGULATIONS l Bribes and Improper Payments Code of Business Conduct 31 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Export Controls, Import Controls, Boycotts and Sanctions

Work only with ethical partners. When Document properly. Ensure that imports choosing business partners, make sure we don’t or exports are classified in advance and We are citizens of the do business with any sanctioned or restricted include proper labeling, documentation, world and respect entities. Research each partner to verify licensing and approvals. Also ensure that their commitment to high ethical standards paperwork is accurate and complete, the the laws governing and ensure that they do not appear on lists final destination and final use are confirmed, international trade. of restricted parties maintained by various no facilitation fees are being paid and no governments, including the U.S. Speak up if embargoed countries are involved. Laws you have concerns about possible violations. change periodically, so keep up with any new requirements.

Because we do business in multiple countries Avoid boycotts. As a U.S.-based company, around the world, a variety of export and Omnicom and our agencies do not international trade laws apply to our business. FIND participate in a boycott of any country, Get to know these laws and follow them in every OUT » U.S. Office of Foreign unless the boycott is formally approved by MORE international transaction to avoid inappropriate Asset Control (“OFAC”) the U.S. government. If you receive a request or illegal deals. Sanction Control Policy to comply with a foreign boycott, contact Omnicom's Legal Department to determine the right course of action.

International trade laws include: • Economic sanctions • Anti-money laundering Q: A transaction I’m working on IN • FCPA (U.S. Foreign Corrupt involves more than one country BRIEF Practices Act) and potentially implicates • UK Bribery Act Q&A export/import controls. Which • Anti-bribery country's laws do I follow? • Anti-terrorist financing A: The laws of multiple countries • Import laws may apply in this situation. Check • Trade compliance laws to make sure you’re complying • Export controls and get help from Omnicom's Legal Department if the situation is too complicated.

COMPLYING WITH INDUSTRY LAWS AND REGULATIONS l Export Controls, Import Controls, Boycotts and Sanctions Code of Business Conduct 32 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Money Laundering

Pay attention. Money laundering can happen when people don’t watch the flow of funds We take all actions in their company. Without realizing it, you necessary to prevent could facilitate money laundering or other financial crimes by allowing our systems to illegally generated funds be manipulated. Use good judgment and from moving through stay alert in all dealings with clients and third parties. Speak up about anything suspicious. Omnicom and our agencies. Make good deals with good partners. Make sure you know who you’re doing business with. Only work with clients and partners who run legitimate businesses and use funds Money laundering is a serious crime that from legitimate sources. If your work involves happens when funds are generated through receiving or handling funds, follow our policies Q: An invoice from a foreign criminal activity like tax evasion, drug trafficking and procedures regarding acceptable forms business partner shows an of payment. unusual transfer of funds from a or terrorist activity, but the source of funds Q&A is hidden through a legal business. Help us different country – not where the business partner does business. eliminate any opportunities criminals have to Should I be suspicious? use us for such activity. A: Yes, unusual transfers of funds Who commits money laundering? like this or large payments in cash Watch for the warning signs … are warning signs of potential Money laundering is a practice often used by: • Invoices paid with cash or money laundering. Report any money orders concerns to your supervisor or Omnicom's Legal Department. › Terrorist organizations • Payments in a different IN currency than shown on › Tax evaders BRIEF the invoice • Delivery of goods to a › Drug smugglers or anyone who receives different country from place money through illegal activities of payment • Payments made by an uninvolved third party • Over-payment of invoices • Suspicious fund transfers

COMPLYING WITH INDUSTRY LAWS AND REGULATIONS l Money Laundering Code of Business Conduct 33 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

We look beyond ourselves and our daily work, taking Being Good meaningful action to protect our environment and benefit Global Neighbors people and communities around the world.

35 Our Environmental Footprint 36 Human Rights 37 Community Involvement 38 Political Activities

Code of Business Conduct 34 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Our Environmental Footprint

Preserving and protecting the environment isn’t someone else’s responsibility. It’s one that We care for our planet, each of us must share. You can help us make a staying aware of positive impact on our environment by striving to exceed environmental protection requirements and minimizing our in our workplaces around the world. IN BRIEF environmental impact. Be proactive. We operate in many different Small steps get big results … countries, but no matter where we work, we actively look for ways to work smart, work clean and be more efficient. We count on you to comply with environmental laws, regulations and requirements of our clients. Handle and store any hazardous materials carefully and support our conservation efforts by recycling, re-using and reducing your use of water, energy and other resources whenever you can. You can make a difference in your everyday Be aware. Watch for potential environmental actions, like: hazards. Don’t ignore harmful situations, such Supporting our conservation efforts as inappropriate waste disposal, spills or release by recycling and re-using resources of pollutants – report them immediately. Reducing your use of water, Set a good example. Through your own energy and other resources actions, show others, including our business whenever you can partners, that we are serious about protecting our environment. Encourage others to be Handling and storing hazardous responsible and follow environmental laws. materials carefully

BEING GOOD GLOBAL NEIGHBORS l Our Environmental Footprint Code of Business Conduct 35 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Human Rights

Everything we do must be done with respect Assess and monitor business partners. We for individuals’ basic human rights, and we expect our business partners to share our We strive to positively must seek to prevent our business activities commitment to individual rights. Before you impact the lives of from impeding those rights. Help us uphold the work with any business partner, they should be laws that prohibit harmful activity like forced assessed so that you are reasonably certain people around the world. or compulsory labor, child labor or human that their actions are in line with the law and trafficking, including (where applicable) the that they treat all workers with dignity and with UK Modern Slavery Act. respect for their basic human rights.

Understand the basics. Human rights violations occur around the world, so it’s important that we respect human rights wherever we do business. Help us play our part in ensuring that people enjoy basic rights, which include: How can I choose a business partner that respects human Fair and legal pay rights? Choose a partner that: Freedom of choice to work or IN • Has no history of human not work BRIEF rights abuses, harassment or discrimination Safe working conditions • Follows employment laws, including those that Reasonable and legal work hours regulate pay and working hours or conditions Freedom of opinion and expression • Provides a safe and healthy workplace for employees Freedom of association and collective bargaining

Speak out against abuses. If you see or suspect human rights violations either by an employee of an Omnicom agency or any of our business partners, share your concerns.

BEING GOOD GLOBAL NEIGHBORS l Human Rights Code of Business Conduct 36 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Community Involvement

Our goal is to be active members of our communities rather than bystanders. We We actively support our encourage you to get involved. Whether it’s communities and engage through volunteering, fundraising or organizing, you can help shape our communities for Get involved! with the issues that the better. IN Different Omnicom BRIEF agencies get involved in matter to us. Connect with care. Across our organization a variety of community activities. Watch for our employees donate their time, talents announcements at your and creative energy to a variety of non-profit location for volunteer organizations. If you choose to participate opportunities near you. in charitable or community activities as an employee of Omnicom or one of our agencies, make sure your activity is voluntary, lawful and follows our policies. For example, Omnicom prohibits the philanthropic support (financial or in-kind) to non-religious organizations that discriminate in the provision of services unlawfully or in a manner inconsistent with Omnicom’s policies on the basis of sex, race, religion, sexual orientation, gender identity and/ Q: or expression, national origin, age, disability, I often volunteer on my own for a local non-profit, and I would pregnancy, marital status, or other status love for my agency to offer its protected by applicable law. Q&A financial support for this group. What can I do? Avoid speaking on our behalf. While you are volunteering or supporting a charitable cause, A: Before you make any kind of remember not to speak on behalf of Omnicom pledge on your agency’s behalf, talk to your manager. While we or our agencies without proper approval. In any support community organizations communications or social media postings, make in a variety of ways, you must first it clear that your opinions are your own, and that obtain proper approval for any you don’t speak for your agency or Omnicom. financial support.

BEING GOOD GLOBAL NEIGHBORS l Community Involvement Code of Business Conduct 37 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Political Activities

It’s important to us that all of our employees feel free and encouraged to participate in the We believe individuals political process by supporting political causes have the power to make and candidates of their choice. If you choose to Keep in mind, we reserve support a candidate or cause, give your support our right to lobby on behalf of issues that affect our a difference in their voluntarily and use your own resources. IN agencies and operations, communities. BRIEF but only in compliance with Volunteer responsibly. Keep your personal the law. Your job will not be political activities legal and separate from your affected by your personal work with your agency. Always use your own: political views, your willingness to volunteer › Time – Don’t allow volunteer work to or your choice of political interfere with your job. activities or contributions.

› Funds – We generally do not support any particular candidate or party and will not reimburse you for any donations you give.

› Resources – Never use your agency time or resources (like printers, copiers or phones) to support your volunteer work.

Only speak for yourself. If you are working Q: I am volunteering for a local for a political cause or candidate, don’t make political candidate, and I need a quiet place to make phone calls any announcements or take any actions in Q&A to encourage people to vote. Is it Omnicom's or your agency’s name unless you okay to use my office phone if I are authorized. Any statements or comments make the calls after work hours? you make must be identified as your own views, and not those of Omnicom or your agency. A: No. It isn’t just the work hours that matter here. Your volunteer activities must be done using your own resources as well as your own time, so make the calls outside of the office, using your own phone.

BEING GOOD GLOBAL NEIGHBORS l Political Activities Code of Business Conduct 38 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Policy Waivers

For Executive Officers or Directors of Omnicom, any waivers of the Code must be approved by the Board of Directors or the Governance Committee of the Board. We cannot foresee circumstances in which such a waiver would be granted.

Code of Business Conduct 39 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back Next

Final Thoughts

Thank you for taking the time to read Omnicom’s Code of Business Conduct. Keep the Code in mind and let it guide you in your daily work.

We're counting on you to live our commitment to excellence and integrity in every decision and interaction by using the Code to guide your actions. Don’t think for a minute that your actions don’t matter. In every situation, your actions reflect on Omnicom and our agencies. They matter to us and to our clients, who deserve only the best from each of us.

If you have questions about the Code or can’t find the answers you need, please don’t hesitate to ask. We also welcome your feedback about the Code or any Omnicom policies.

Code of Business Conduct 40 Contents 1.0 2.0 3.0 4.0 5.0 6.0 Final Thoughts Resources Back

Helpful Resources

Omnicom has a variety of tools to help you seek guidance and share concerns.

Issues or Concerns Contact To report misconduct or other ethical Omnicom Legal Department concerns ([email protected]) or Internal Control Line 1-800-306-7508 1-212-415-3364 (if calling from outside the United States) To ask questions about the Code or any Omnicom Legal Department Omnicom policy ([email protected]) To report environmental or safety concerns Omnicom Legal Department ([email protected]) or Internal Control Line 1-800-306-7508 1-212-415-3364 (if calling from outside the United States) For assistance with questions about the Your agency’s Human Resources Department work environment and employment For legal questions, concerns and Omnicom Legal Department government inquiries ([email protected]) For inquiries from shareholders or financial [email protected] analysts Before making speeches, writing articles or Senior management at your agency distributing communication intended for a broad audience

Code of Business Conduct 41