ANTICORRUPTION POLICY

Policy 2066

ENTER
 Contents
1 Introduction

2 Requirements

2.1 Contracting with Sales Intermediaries

4 Managing Incidents and Reporting a Concern
2.2 Contracting to Procure Goods and/or Services

2.3 Offering or Receiving Gifts and Hospitality

2.4 Entering into Joint Ventures or Joint Bidding Arrangements

2.5 Conflicts of Interest (COIs) 5 Roles and Responsibilities

2.6 Recruitment

2.7 Charitable Contributions and Sponsorships

2.8 Facilitation Payments
6 Definitions

2.9 Appointing Outside Directors

2.10 Record Management Requirements

7 Standards, Laws, and Regulations

3 Implementation

8 Forms and Exhibits

 This Anticorruption Policy for complying with laws that prohibit
bribery of Government Officials and private individuals in the conduct
of international business is owned by Honeywell International Inc.
(“Honeywell”). The SVP and General Counsel has the authority to
approve exceptions.

The authoritative version of this Policy, along with supplementary

material, is available at http://policy.honeywell.com/2066 and is
applicable to all Honeywell companies.

This Policy builds on the Honeywell Code of Business Conduct and

Supplier Code of Business Conduct. All businesses and functions must
comply with the mandatory requirements of this Policy and with all
applicable laws and regulations.

If there are any questions or an interpretation or exception is

needed, please  contact a member of the Global Integrity and
Compliance Department.

3 | Anticorruption Policy

1. Introduction
What is this about and why?
Honeywell International Inc. (“Honeywell”) is subject to national and international
laws prohibiting bribery and corruption. Because Honeywell is a US company,
Employees, Companies, Honeywell-controlled Joint Ventures and Joint Bidding
Arrangements, as well as any third party acting on Honeywell’s behalf must comply
with the US Foreign Corrupt Practices Act (“FCPA”) and similar anticorruption laws
applicable in the countries where Honeywell operates. Serious penalties, including
prison sentences, may be imposed upon those guilty of bribery.
If there is a real or apparent inconsistency between the requirements of the FCPA
and other anticorruption laws, the matter will be resolved by the General Counsel
for International Transactions and Compliance.
What is bribery and corruption?
Corruption is a form of dishonest or unethical conduct by a person entrusted with
a position of authority, often to acquire personal benefit. Corruption may include
many activities including bribery and embezzlement.
Bribery occurs when a payment, gift, promise of payment or gift, or anything else
of value is made, offered, sought or accepted to influence a business outcome.
“Anything of value” includes, but is not limited to, gifts or hospitalities, charitable
contributions or sponsorships. ‘Business outcome” includes, but is not limited to,
winning a contract or a project, receiving a license or obtaining product approvals.
What is prohibited?
Honeywell prohibits the payment of all bribes and Facilitation Payments.
The following is prohibited:
• Offering, paying, promising to pay, or authorizing payment of any money or
anything of value to any third party, including a Customer or a Government
Official, to influence a business outcome;
• A
 ccepting any payment, promise of payment, or anything else of value to
influence a business outcome;
• E
 ngaging a third party, while knowing or having reason to know that such third
party will offer, give or promise a payment, gift, or anything of value directly
or indirectly to a Customer or a Government Official to influence a business
outcome; and
4 | Anticorruption Policy
Honeywell
Employees must
never pay or offer
to pay a bribe
• O
 ffering, paying, promising to pay, or authorizing payment
or Facilitation
of any money or anything of value to a Government Official
to expedite a routine governmental action. Payment.
Who does this apply to?
This Policy applies to:
• All Employees of Honeywell and its subsidiaries and majority-owned affiliates;
• All Outside Directors of Honeywell;
• Sales Intermediaries;
• Certain suppliers/vendors; and
• Joint Ventures or JBAs in which Honeywell owns 50% or more or maintains
managerial control. For Joint Ventures or JBAs where Honeywell does not have a
Controlling Interest, the director(s) appointed to the board of the Joint Venture or
JBA must seek to implement equivalent standards and principles. See Section 2.4
for more details.
All businesses and functions must ensure that:
• Employees understand their responsibilities to comply with anticorruption laws
by following this Policy;
• Employees know how to report any suspicion or allegation of conduct that may
be inconsistent with this Policy through the various reporting methods, including
the Honeywell Integrity and Compliance Helpline (see Exhibit 8.4);
• Contract Staff who are working on Honeywell’s behalf are instructed to comply
with this Policy;
• Employees understand that ignoring suspicions of bribery or corruption can
result in liability for Honeywell and individuals; and
• If there is reason to believe that activity is being conducted with a corrupt
purpose, even if technically permitted under this Policy, it must be reported
(see Section 4).
Failure to act in accordance with applicable laws, Honeywell’s Policies, and the
Honeywell Code of Business Conduct may result in disciplinary action up to and
including dismissal, contract termination, and civil and criminal liability.
2. Requirements A Sales Intermediary would be subject to Due Diligence under this Policy when,
for example:

• A third party receives a commission, success fee, or retainer;

2.1 Contracting with Sales Intermediaries • Honeywell sets the terms and conditions for sales to the Customer;
• Honeywell attends meetings with the Sales Intermediary and the Customer,
What is a Sales Intermediary?
which is a government entity (including state owned or controlled enterprises); or
A Sales Intermediary is:
• Government interaction with the Sales Intermediary is needed to facilitate sales
• Any third party authorized to solicit sales or promote Honeywell (e.g. where permits or registrations are required from a governmental agency).
products/services; or
If you are not sure whether a Sales Intermediary is subject to Due Diligence under
• A
ny third party (excluding those set out in Section 2.2) who acts or appears to act this Policy, contact a member of the Global Integrity and Compliance Department
on Honeywell’s behalf in front of the Customer.
(Exhibit 8.9).
Sales Intermediaries include, but are not limited to:

Joint Ventures or their participants Joint Bidding Arrangements (JBAs) Distributors Agents
Who is responsible for the Sales Intermediary appointment process?
The Strategic Business Group President will:
Sales Representatives Sales Consultants Dealers Integrators
• Choose a vice president within its Sales or Marketing functions to oversee
If you are not sure whether a third party is a Sales Intermediary, contact a member the appointment of all Sales Intermediaries for that Strategic Business Group
of the Global Integrity and Compliance Department. Below are some examples of (“Sales or Marketing Vice President”).
agreements that will be treated as Sales Intermediary Agreements for the purposes
of this Policy: The Sales or Marketing Vice President or his or her designees, will:

• Choose Sponsors for each Sales Intermediary; and

Sales Representation Agreements Teaming or consortium agreements Distributor Agreements
Sales Consultancy Agreements Joint Venture agreements Similar arrangements that • Ensure that each Sales Intermediary is approved per this Policy.
include provisions for sales
or marketing services The Sponsors will:

• Manage requests for approvals;

What are the general compliance requirements?
• Monitor performance;
Honeywell is committed to ensuring that all Employees and those who represent
Honeywell comply with the FCPA and similar anticorruption laws. • Report compliance or performance concerns;
• Ensure that Due Diligence is performed at least every three years as per this
• I n order to determine if a Sales Intermediary will be required to complete Due
Policy; and
Diligence, please complete the Sales Intermediary Checklist (Exhibit 8.8) and
consult with a member of the Global Integrity and Compliance Department if you • Notify the Global Integrity and Compliance Department on the renewal
have any questions. status of an appointment at least ninety days before the expiration of the
Due Diligence period.
• F
ollowing the analysis of the completed Sales Intermediary Checklist, if it is
determined that the Sales Intermediary is required to complete Due Diligence
under this Policy then approval by the Global Integrity and Compliance
Department is required before the Sales Intermediary can be appointed or any
agreement can be signed.

5 | Anticorruption Policy
The Strategic Business Group General Counsel will:
• Choose a manager within its Legal and Contracts function to facilitate the
approval and review of Sales Intermediaries appointments and agreements as
per this Policy and ensure all applicable documents (including agreements) are
logged in a designated central database.
The Strategic Business Unit Controller and/or Finance Department will:
• Implement and enforce controls to ensure that payments for Sales
Intermediaries are issued by wire transfer to an account where the Sales
Intermediary resides; and
• Ensure payment conforms to the terms of a valid and approved agreement
confirmed in advance by the Sponsor, unless expressly waived by the General
Counsel for International Transactions and Compliance.
What should be recorded?
All due diligence documentation, any follow-up actions and any agreements
(where applicable) must be recorded and logged in a central database.
When will the proposed appointment of a Sales Intermediary
be denied?
A Sales Intermediary will never be appointed if:
• There is no legitimate business purpose for the appointment;
• The Sales Intermediary’s qualifications are inadequate for the
appointment’s purpose; or
• T
he compensation, applicable rebates, and/or discount rate offered is
unreasonable given the scope of services, market conditions and the territory
where services will be provided.
What should the contract or agreement include?
All contracts with Sales Intermediaries must include standard anticorruption
provisions approved by the General Counsel for International Transactions and
Compliance. Substantial deviations from these provisions must be approved by
the General Counsel for International Transactions and Compliance.
6 | Anticorruption Policy
What if I suspect a Sales Intermediary has made a
corrupt payment?
If you realize or suspect that an engaged Sales Intermediary has made or will make
a corrupt payment or provide improper gifts and hospitality, all payments and/or
any transactions relating to that Sales Intermediary must immediately stop. Also,
you have a responsibility to contact the Law Department or the Global Integrity and
Compliance Department. Alternatively, you may contact the Honeywell Integrity
helpline available at: 800-237-5982
For a list of International helpline numbers, refer to:
https://honeywellprod.sharepoint.com/sites/DWP-Functions/
law/Pages/Integrity%20and%20Compliance.aspx
2.2 Contracting to Procure Goods and/or Services
What are the general compliance requirements?
Agreements to procure goods and/or services must comply with this Policy, as well
as other applicable policies or procedures. The following is required:
• All agreements must include covenants stating the third party must comply
with our Code of Business Conduct or Supplier Code of Business Conduct
and standard anticorruption provisions approved by the General Counsel
for International Transactions and Compliance. Substantial deviations from
these provisions must be approved by the General Counsel for International
Transactions and Compliance; and
• A
risk based approach to due diligence evaluating the supplier’s compliance
with laws relating to trade, sanctions and boycotts and the evaluation of
supplier’s general good standing. Please contact a member of your Procurement
Department for guidance on specific requirements and further information.
 Are there any exceptions? Business courtesies that may be acceptable in a commercial setting may be
These requirements do not apply to contracting with the following professional unacceptable or even illegal when they involve Government Officials. Also, failure
service firms that are regulated and subject to internationally recognized to ensure that our Customers and business partners conform to our compliance
professional codes of conduct: policies may compromise their ability to make objective and fair business decisions.
Employees must exercise good judgment and follow this Policy for offering
Outside legal counsel Auditing firms Tax Advisors Similar professional services firms and receiving business-related gifts and hospitality. Additionally, all business
courtesies must be properly documented in Honeywell’s records and supported
Only the respective authorized Honeywell departments (e.g. Law Department, with valid receipts.
Audit Department, Tax Department, etc.) can appoint professional service firms
and confirm that they are subject to an internationally recognized professional
What qualifies as a gift and/or hospitality?
code of conduct.
Gifts and hospitality include, but are not limited to:

Are there requirements relating to subcontractors? Gifts Travel

Honeywell Contractors are expected to conduct due diligence on their Accommodation Trips
subcontractors. If Honeywell consent to subcontracting is required under the Services Entertainment
contract, due diligence by the Honeywell Contractor must be completed before it
Cash Gift cards, coupons or vouchers
seeks consent to subcontract from Honeywell.
Prizes from external competitions or lotteries Any other gratuitous item, event, benefit, or thing
of value received from or offered to any person in
2.3 Offering or Receiving Gifts and Hospitality connection with Honeywell
In the ordinary course of business, it is often appropriate to provide certain
Who is a Government Official?
courtesies, such as small gifts and reasonable meals, and even entertainment,
To ensure that no Honeywell business courtesies violate anticorruption laws, the
lodging, or transportation. Yet, as outlined in the Honeywell Code of Business
term “Government Official” is defined to include:
Conduct, Employees must take great care when doing so to avoid the appearance
of any Conflict of Interest, improper influence, bribe, favor, or kickback. • Any employee, officer, or person acting in an official capacity for a local or
national government; a government department, agency, or instrumentality;
a public international organization (e.g. World Bank, UN); or a commercial
enterprise owned or controlled by a government;
• Any member of a royal or ruling family;

Several of Honeywell’s most • Any political party, and any employee or official of a political party;

important customers and • Any candidate for public office; and

business partners are • A nominee of any person described above, including family members or
individuals who are closely associated with them.
state-owned or controlled
If you are not sure whether a potential recipient of a Honeywell business courtesy
companies, such as AVIC,
is a Government Official, contact a member of the Global Integrity and Compliance
Emirates, Comac, Pemex, Department (Exhibit 8.9).
Petrobras, Aramco and Qatar
Airways, and their employees are
considered to be “Government
Officials” under this policy. 7 | Anticorruption Policy
 What business courtesies are never appropriate?
It is never acceptable to:
• Provide business courtesies to improperly influence anyone, including a
Government Official or a commercial Customer or supplier;
• Provide business courtesies in exchange for any improper favor or benefit;
• Offer gifts of cash; or
• Offer gifts of cash equivalents, such as vouchers or gift cards, without prior
consent from the Global Integrity and Compliance Department.
What are the general principles?
All business courtesies given to non-Honeywell personnel must comply with the
following guidelines:
• Must promote Honeywell—for example, by bearing the Honeywell name or logo,
or by relating either to the promotion, demonstration, or explanation of Honeywell
products and/or services, or to the execution or performance of a contract;
• Must not be lavish or extravagant under the circumstances;
• Must comply with applicable law;
• Must conform with local custom and business practice;
• Must not create or give the appearance of an obligation for the recipient;
• Must be reported and documented accurately in Honeywell’s records;
• May not conceivably be construed as a bribe or payoff, or be embarrassing to the
Company in any way; and
• Must not be solicited by the recipient.
If you wish to provide a business courtesy that does not comply with these
principles, contact Honeywell’s Global Integrity and Compliance Department,
which may grant waivers in limited circumstances.
Honeywell
Employees
should never
offer cash
8 | Anticorruption Policy
as gifts.
When are gifts permitted?
Gifts may be given to non-Honeywell personnel when appropriate, considering the
type, value, and reason for the gift.
In general, reasonable and appropriate gifts may be offered relating to events such as:
• Annual holidays;
• Recognition of special events for key officials or their companies
(e.g., the 25th anniversary of the business relationship);
• Promotional items presented in appreciation of business or as part of a visit
or meeting; or
• Tokens of respect and regard related to existing and new business relationships.
Gifts of cash are not permitted. Gift cards may be permitted subject to prior
approval of the Global Integrity and Compliance Department.
Prior approval from the Global Integrity and Compliance Department is required if:
• Local laws or regulations prohibit or severely restrict the provision of gifts
or hospitality to Government Officials. For example, US laws limit gifts to
US Government Officials to USD $20. Check with your Global Integrity and
Compliance Department or through the Gifts and Hospitality App to confirm the
local law limitations;
• The gift is provided to a Government Official and is worth more than USD $501 ;
• The gift is provided to a non-Government Official/private individual and is worth
more than USD $150 per person; or
• You have provided gifts worth more than USD $300 to the recipient in the prior
twelve months.
If any one of these criteria is met, please refer to the Gifts and Hospitality App
(Exhibit 8.6) to obtain compliance approval.
Contact the Global Integrity and Compliance Department if you have any questions.
This limit is subject to applicable legislation that may stipulate a lower amount.
1
If you are unsure whether
you should accept a business
When are meals, entertainment, When is it permissible to accept a gift, meal, entertainment, or
gift, meal, entertainment,
and travel permitted? travel benefit?
or travel benefit, you should
Meals and entertainment may be offered The guidelines for receiving gifts from non-Honeywell personnel closely mirror the
seek guidance from your as long as they are reasonable and principles outlined above for providing such business courtesies.
supervisor, the Global appropriate under the circumstances. At
Employees must not:
Integrity and Compliance least one Employee must be in attendance,
and the meal or entertainment should be • Accept any gift, favor, or hospitality that is not appropriate under the
Department, or the
provided transparently and openly, either circumstances, considering the type, value, and reason for the courtesy;
Law Department.
under circumstances that dictate that the • Solicit or accept a business courtesy that would be embarrassing to the Company
expenditure is necessary (e.g., a working lunch if it were made public; or
during a customer meeting), or in connection with • Accept a gift from non-Honeywell personnel during or in connection with
efforts to promote Honeywell by providing an opportunity contract negotiations.
to discuss Honeywell’s business (e.g., a golf outing with a
prospective customer). Any travel benefits should closely tie to legitimate business Before accepting any gift, meal, entertainment, or travel benefit, you should
purposes and should not involve family members or close affiliates of the recipient. ensure that it conforms to applicable local law and customs, and that it cannot be
construed as a bribe, payoff, or kickback. Generally, you may accept a gift, favor, or
Prior approval from Honeywell’s Global Integrity and Compliance Department is
entertainment as long as it:
required if:
• Is not solicited;
• Local laws or regulations prohibit or severely restrict the provision of Gifts
or Hospitality to Government Officials. For example, US laws limit gifts to • Is of nominal value, and does not exceed
US Government Officials to USD $20. Check with your Global Integrity and generally accepted local business practices;
Compliance Department or through the Gifts and Hospitality App to confirm the • Does not create or give the appearance of
local law limitations; imposing an obligation on the recipient; These rules do not preclude
• The meal, entertainment, or travel is provided to a Government Official (other • Cannot be construed as a bribe or payoff; and you from accepting
than those listed in the point above) and is worth more than USD $501;
• D
oes not violate applicable law, Company unsolicited promotional
• The meal, entertainment, or travel is provided to a non-Government Official/ policies, or the policies of the recipient’s materials of a general
private individual worth more than USD $150 per person; or company.
advertising nature, such as
• The recipient has received more than USD $600 in meals, entertainment, or If you are offered a business courtesy with
travel from Honeywell in the prior twelve months. imprinted pencils, memo
a monetary value of more than USD $150,
If any one of these criteria is met, please refer to the Gifts and Hospitality App you should obtain your supervisor’s approval pads and calendars, so
(Exhibit 8.6) to obtain compliance approval. before proceeding. You should accept it only if long as what is given does
it otherwise complies with the general principles not create or appear to
outlined in this Policy.
create any obligation.

1
This limit is subject to applicable legislation that may stipulate a lower amount.

9 | Anticorruption Policy
GENERAL RULE: Do not accept or offer any G&H if it will influence or appear to influence a business decision; create a conflict
of interest; or if it appears on the list of Prohibited G&H.*

You may accept the G&H so long as it meets the

YES
General Rule above.
Does the G&H
RECEIVING offered have a
G&H value of less than
USD $150? If the G&H meets the General Rule, please
NO obtain your supervisor’s prior approval and
record the request in the G&H Website or App.

You may offer the G&H so

YES
long as it meets the General Rule above.
Does the G&H offered
NO have a value of less
than USD $150?
If the G&H meets the General Rule, please
NO submit your request through the G&H Website or
App to seek compliance approval.
Is the G&H offered
OFFERING
to a Government
G&H Official?**
You may offer the G&H so long as it
YES meets the General Rule above and
complies with local law.***
Does the G&H offered
YES have a value of less
than USD $50?*** If the G&H meets the General Rule, please
NO submit your request through the G&H Website or
App to seek compliance approval.

* PROHIBITED G&H INCLUDES: ** G

 OVERNMENT OFFICIAL MEANS ANY OF *** LOCAL LAW LIMITS ON G&H
• Illegal or inappropriate G&H;
THE FOLLOWING:  ome countries place strict limits on G&H provided to
S
• Employees, officers, or persons acting in an official GOs; please submit your G&H request through the G&H
• Cash or cash equivalents;
capacity for a local or national government; a Website or App to determine any local law limits.
• Personal services;
government department, agency, or instrumentality;
• Loans;
a public international organization, like the World
• Events/meals where the business partner is absent;
Bank; or a commercial enterprise owned or controlled
• G&H that may be interpreted to improperly influence
by a government;
important business decisions; and
• Members of a royal or ruling family;
• Per diem payments offered as an alternative to gifts,
• Political parties, or employees or officials of a political
meals, lodging, entertainment, or travel-related expenses
party;
(unless required by contract or local government
• Candidates for public office; and
regulation).
• Nominees of Government Officials, including family
members and close affiliates.

10 | Anticorruption Policy
 Also, in keeping with local
custom, your participation
2.4 Entering into Joint Ventures or Joint Bidding Arrangements • Consortium or teaming agreements for
which Honeywell has program management in ceremonial presentations
Honeywell may be held accountable under anticorruption laws for actions
responsibility. may be permitted as long
conducted in connection with a Joint Venture or JBA. When entering into a Joint
Venture or JBA, all Employees must comply with this Policy, as well as other If you have questions, contact the General as what is accepted is not in
Counsel for International Transactions and
applicable policies or procedures. violation of any law, cannot
Compliance (Exhibit 8.3).
Unless otherwise agreed by the General Counsel for International Transactions be viewed as a bribe, and
and Compliance, any acquisition or divestment of an interest (including minority would not embarrass you
or non-controlled interests) or creation of a Joint Venture or JBA must include an
What are the requirements for Joint
Ventures and JBAs where Honeywell or Honeywell if disclosed.
anticorruption risk assessment conducted by the Global Integrity and Compliance
Department before proceeding with the Joint Venture or JBA. owns less than 50% or does not have
Due Diligence must begin early in negotiations and completed before a Honeywell
managerial control?
Company enters into a binding arrangement. The Strategic Business Unit General The director(s) appointed to the board of the Joint Venture or JBA by
Counsel must ensure that the Due Diligence is completed. Honeywell must seek to implement policies and procedures that comply with this
Policy.
Due Diligence on Joint Ventures or JBAs are risk-based subject to criteria set by the
General Counsel for International Transactions and Compliance. If this cannot be achieved, the director(s) must notify the General Counsel for
International Transactions and Compliance before the deal is approved.
What are the requirements for Joint Ventures or JBAs where Honeywell owns
50% or more or maintains managerial control? Employees must follow this section’s requirements for Joint Ventures or JBAs where:

The Strategic Business Unit General Counsel must ensure that the Joint Venture • Honeywell owns less than 50% of the Joint Venture or JBA; or
or JBA implements policies and procedures that comply with this Policy. • Honeywell does not maintain managerial control of the Joint Venture or JBA.

Employees must follow this section’s requirements for Joint Ventures or The director(s) must also:
JBAs where:
• Ensure that a request for this Policy’s (or an equivalent program) implementation
• Honeywell owns 50% or more of the Joint Venture; be minuted and recorded;
• Honeywell has a material scope of work in the JBA; • Request that a performance report on the Joint Venture or JBA’s anticorruption
• Honeywell maintains managerial control of the Joint Venture or JBA; or program be submitted to the board annually;

• Honeywell and the joint bidding partner jointly market to the Customer or other • Record Honeywell’s objection to proposed or past payment of bribes and
third parties as if they are representatives of each other. Honeywell’s request for corrective action;

Examples include: • Record Honeywell’s objection to any proposal to pay for gifts, hospitality, or
travel for any Government Official and ensure that it is also recorded by the Joint
• Joint Ventures in which Honeywell owns 50% or more of Venture or JBA;
the entity;
• Notify the General Counsel for International Transactions and Compliance, via
• Joint Ventures in which most managerial duties are the annual declaration process, if bribes have been paid by or to any employee of
carried out by Honeywell; the Joint Venture or JBA; and
Due Diligence • Consortium or teaming agreements for which Honeywell • Declare all records in the central database.
must be is the lead partner; and

completed before
a Joint Venture or
11 | Anticorruption Policy
JBA is formed.

Representatives, or any other Employee working for the Joint Venture or JBA,
must immediately notify the General Counsel for International Transactions and
Compliance if they learn of:
• A bribe or a request for a bribe being made by or to any employee of the Joint
Venture or JBA; or
• A bribery-related allegation or investigation involving the Joint Venture or JBA.
Notification is required, whether or not the director(s) believes that this may breach
their fiduciary duties to the Joint Venture or JBA.
2.5 Conflicts of Interest (COIs)
What is a Conflict of Interest?
COIs occur when an Employee’s personal interests interfere with, or could appear to
interfere with, his/her ability to perform his/her job for the Company without bias.
COIs do not have to result in unethical or illegal acts.
While each situation must be evaluated, some examples of COIs include:
• Providing advice to a company that competes with Honeywell;
• Contracting to procure goods and/or services with a relative’s or friend’s
company; or
• Failing to report any conduct or proposed conduct contrary to this Policy
because the alleged violator is a friend or relative.
What is prohibited?
COIs can be damaging to Employees or to Honeywell. Employees must strive to
avoid COIs, including COIs that could create the perception that an Employee’s
decision-making may have been improperly influenced.
In some situations, a COI fully disclosed to Honeywell may be acceptable, assuming
the implementation of appropriate controls.
12 | Anticorruption Policy
While conflicts
What should I do if I see a COI? of interest do not
COIs should be avoided. Where an actual, perceived, always result in
or potential COI is present, you must report it to your unethical or illegal
HR and Strategic Business Unit General Counsel or
acts, they must
the General Counsel for International Transactions
and Compliance for review and approval to proceed. always be disclosed.
Businesses and functions must ensure that:
• Employees are aware of the need to report any
actual, perceived, or potential COI to their HR and
Strategic Business Unit General Counsel or the
General Counsel for International Transactions and Compliance;
• A
ll COIs must be approved by HR and Strategic Business Unit General Counsel or
the Integrity and Compliance Department; and
• A
ll COIs and any actions required to mitigate the COI are recorded in a
central database.
2.6 Recruitment
Early in the recruitment process, Honeywell must determine if a candidate is a
High Risk Candidate:
• A current or former Government Official, or
• A nominee of a current Government Official including family members or
individuals who are closely associated with them.
Recruitment of these individuals could be viewed as bribery and/or create a
Conflict of Interest (COI). This may impair an individual’s decision-making abilities
or jeopardize the reputation of the individual and Honeywell.
What are the general compliance requirements?
Before recruiting High Risk Candidates, Employees must contact their HR
Department and Strategic Business Unit General Counsel or the General Counsel
for International Transactions and Compliance for review and approval.
Unless compelling circumstances exist, no approval will be given for hiring current
Government Officials.
 Moreover, no Employee may recruit a High Risk Candidate unless:
• The candidates’ responsibilities while employed by the government are unrelated
to Honeywell’s business;
• The candidates’ duties for Honeywell present a legitimate business purpose;
• The candidates’ duties while employed by the government exclude obtaining or
retaining Honeywell business;
• The appointment or employment is legal in the territory where the candidates
are employed;
• The recruitment and employment of the candidates will not create a COI; and
• The appointment or employment has been reviewed and approved by HR
Department and the Strategic Business Unit General Counsel or the General
Counsel for International Transactions and Compliance.
The laws for recruiting current and former Government Officials vary in each
country. For recruiting a current or former Government Official in the United States,
please refer to Policy 2047. For all other countries, please contact a member of the
Global Integrity and Compliance Department.
If you are not sure whether a certain individual is a Government Official, contact a
member of the Global Integrity and Compliance Department (Exhibit 8.9).
What if a Government Official is retained or hired?
Analysis of the various factors related to the High Risk Candidate and rationale
for hiring such individual must be logged with the HR Department before the
appointment begins.
The recruitment of
Government Officials
or close relatives
of such individuals
could present a
Conflict of Interest. 13 | Anticorruption Policy
2.7 Charitable Contributions and Sponsorships
What are the general compliance principles for charitable
contributions and sponsorships?
Honeywell is committed to ensuring that charitable contributions and sponsorships
made on behalf of the Company are legal and ethical, and do not have an improper
purpose. Charitable contributions and sponsorships must comply with the
following general guidelines:
• Must not be offered, promised, or given to improperly influence any individual—
including any Government Official—or in explicit or implicit exchange for any
improper favors or benefits;
• Must be permitted by applicable local laws and Honeywell policies;
• The nature and value of the contribution must be appropriate in the
circumstances;
• Must be provided transparently;
• Must be accurately recorded in the Company’s books and records;
• Must have a legitimate purpose; and
• The recipient must be a legitimate, authorized non-profit organization, or
registered professional or industry organization, as evidenced by official
registration, tax, or other official documentation.
If you are not sure whether a potential beneficiary of a Honeywell contribution or
sponsorship is a Government Official, contact a member of the Global Integrity and
Compliance Department (Exhibit 8.9).
What are the general requirements for charitable contributions?
Honeywell encourages its Employees to pursue charitable activities on their own
time and with their own resources. No charitable contributions may be, or appear to
be, made with or reimbursed by Company funds or resources unless in line with the
applicable Honeywell policies. This includes, but is not limited to, facilities, supplies,
or materials.
Charitable contributions include, but are not limited, to:
• Monetary donations;
• Goods and other assets;
• Services provided; and/or
• Sponsorship of an event intended to raise funds for charitable purposes.
These contributions are given to non-profit groups, usually organized for civic,
educational, scientific, or other charitable purposes.
Charitable contributions must be made to a bona fide organization, and may not be
made to improperly influence any individual—including any Government Official—or
in explicit or implicit exchange for improper favors or benefits.
When are charitable contributions permitted?
All charitable contributions made by the Company must be in line with the
applicable Honeywell policies.
Sponsorships must comply with applicable local laws and regulations, Honeywell
policies, and the general guidelines for charitable contributions and sponsorships,
as outlined above.
Meals and entertainment provided to customers and business partners in
connection with industry conferences are permissible, as long as they are provided
in accordance with Section 2.4 Offering or Receiving Gifts and Hospitality.
When are sponsorships permitted?
Prior approval from the Global Integrity and Compliance Department is required if:
• The expenditure exceeds USD $10,000 in value and is provided to a particular
organization over a twelve-month period; and
• The sponsorship may benefit or implicate a Government Official (e.g., a
Government Official holds a leadership position within the organization
sponsoring an industry conference, or a Government Official requested or
solicited the sponsorship).

Prior approval from the Global Integrity and Compliance Department is required if: If the above criteria are met, please complete the Charitable Contribution and
Sponsorship Approval Form (see Exhibit 8.7) and submit to the Global Integrity
• The expenditure exceeds USD $10,000 in value provided to a particular and Compliance Department for approval.
organization over a twelve-month period; and
• The charitable contribution may benefit or implicate a Government Official
(e.g., a Government Official holds a leadership position within the charitable
organization, or a Government Official requested or solicited the charitable
contribution).
If the above criteria are met, please complete the Charitable Contribution and
Sponsorship Approval Form (see Exhibit 8.7) and submit to the Global Integrity
and Compliance Department for approval.

What are the general requirements for sponsorships?

Sponsorships include contributions of monetary support, goods and other
assets, and/or services provided to further marketing activities, such as industry
conferences, industry associations, and fees for membership in organizations
that serve business interests. Attendance at industry conferences and similar
events serves an important business purpose of networking with our customers
and partners, and promoting our services. These sponsorships, as well as any
sponsorships for which Honeywell receives advertising, are not considered
charitable contributions.

14 | Anticorruption Policy
GENERAL RULE: Charitable contributions and sponsorships must not be offered, promised, or given in order to improperly
influence any individual, or in exchange for any improper favor or benefit.

CHARITABLE You may provide the charitable contribution or sponsorship

Is the cost of the charitable contribution or sponsorship more
CONTRIBUTIONS/ than USD $10,000 during any twelve-month period?
NO if it meets the General Rule above and provided you have
SPONSORSHIPS obtained all necessary internal approvals.

YES
You may provide the charitable contribution or sponsorship
NO if it meets the General Rule above and provided you have
obtained all necessary internal approvals.

Does the charitable contribution or sponsorship benefit or

implicate a Government Official*.

If the charitable contribution or sponsorship meets the

YES General Rule, please complete the Charitable Contribution
and Sponsorship Checklist and submit to the Global
Integrity and Compliance Department.

* GOVERNMENT OFFICIAL MEANS ANY OF THE FOLLOWING:

• Employees, officers, or persons acting in an official capacity for a local or national
government; a government department, agency, or instrumentality; a public international
organization, like the World Bank; or a commercial enterprise owned or controlled by a
government;
• Members of a royal or ruling family;
• Political parties, or employees or officials of a political party;
• Candidates for public office; and
• Nominees of any person described above, including family members or individuals who
are closely associated with them.

15 | Anticorruption Policy
 2.8 Facilitation Payments
What is a Facilitation Payment?
A Facilitation Payment is a minor payment made to facilitate or expedite
performance of a routine governmental action.
Some examples include:
• Obtaining permits, licenses, or other official documents;
• Processing governmental papers, such as visas and work orders;
• Providing police protection;
• Mail pick-up and delivery;
• Providing phone service, power, and water supply;
• Loading and unloading cargo;
• Protecting perishable products;
• Scheduling inspections associated with contract performance; or
• Transit of goods across country.
Fees required by written law or regulations are not Facilitation Payments.
What are the general compliance requirements?
Due to the international scope of our business, Government
Officials may request a payment (which is not required
by any law or regulation) in exchange for expediting or
A Facilitation Payment completing one of their routine responsibilities. While
is a minor payment these Facilitation Payments may be allowed under certain
made to facilitate or anticorruption laws like the FCPA, they are prohibited by
expedite performance Honeywell and most local anticorruption laws.
of a routine If you have questions about whether a certain individual
governmental action. qualifies as a Government Official, contact a member of the
Global Integrity and Compliance Department.
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Are there any exceptions to this requirement?
No.
Payments requested by a Government Official who threatens the safety or security
of an Employee are extortion and are not considered Facilitation Payments.
Where possible, an extortion payment must be approved in advance and in writing
by the General Counsel for International Transactions and Compliance and the
Employee’s supervisor.
What should I do if an extortion payment has been made?
If you have made an extortion payment and did not get prior approval as outlined
above, you must:
• Report the payment to your Strategic Business Unit General Counsel or the
General Counsel for International Transactions and Compliance as soon as
possible; or
• Report the incident via the Integrity and Compliance Helpline (see Exhibit 8.4).
These payments must be properly recorded in the expense accounts.
2.9 Appointing Outside Directors
All agreements with Outside Directors must:
• I nclude a covenant that the Outside Director must comply with the FCPA and
other relevant anticorruption laws while performing Honeywell duties; and
• I nclude a covenant that the Outside Director must comply with sections 2.1, 2.4,
2.8, and 4 of this Policy while performing Honeywell duties.
2.10 Record Management Requirements
What are the general requirements?
All Employees must keep accurate books and records for all expenses, payments,
and other documentation related to this Policy.
All Employees must:
• Reflect accurately and fairly all transactions and dispositions of assets;
• Refrain from establishing or maintaining any undisclosed or unrecorded
fund or asset;
• Refrain from falsifying any accounting or any business record; and
• Respond fully and truthfully to questions from Honeywell, Honeywell’s internal
auditors, independent auditors, or the Law Department.
If you have questions about the proper recording of transactions, contact your
Strategic Business Group, your Strategic Business Unit General Counsel, or the
General Counsel for International Transactions and Compliance.
3. Implementation
To implement this Policy, the Strategic Business Group Presidents can adopt
additional written procedures. Such procedures and controls must conform with
this Policy.
The Strategic Business Group Presidents may assign appropriate resources to
implement, monitor, and enforce this Policy.
17 | Anticorruption Policy
4. Managing Incidents and
Reporting a Concern
What are the general requirements?
If any Employee believes or has reason to believe that any conduct or proposed
conduct is or may be contrary to this Policy, the Employee has a responsibility
to report the matter to the Law Department, to his or her manager, or the Global
Integrity and Compliance Department. Alternatively, any suspicion or allegation of
violations of this Policy may be reported via Honeywell’s Integrity and Compliance
Helpline (Exhibit 8.4). The requirement to report shall not prohibit or restrict
any Employee from raising suspected violations or concerns with any relevant
government department, agency or commission.
Any Employee who does not comply with this Policy will be subject to disciplinary
action up to and including dismissal.
Will I be protected?
Honeywell has a duty to investigate all good faith allegations that a violation of
this Policy or the law has occurred. All allegations will be addressed confidentially,
impartially, and in a timely manner. Honeywell will protect from retaliation anyone
who reports suspected violations of this Policy in good faith.
For a list of International helpline numbers, refer to:
https://honeywellprod.sharepoint.com/sites/DWP-Functions/
law/Pages/Integrity%20and%20Compliance.aspx
5. Roles and Responsibilities
Each Employee has a role to play in preventing bribery and corruption.
All Strategic Business Groups are accountable for:
• Determining the key legal and ethical compliance risks in their respective
business or function;
• Ensuring actions are taken to manage the identified risks in a
sustainable manner;
• Implementing controls and communicating the requirements of this Policy;
• Identifying those roles determined to be “at risk” and nominating Employees for
FCPA training or other anticorruption trainings;
• Ensuring that all nominated Employees complete the FCPA training,
refresher training or other integrity and compliance trainings within the
identified timeframe;
• Ensuring compliance by their Employees with the requirements of this Policy;
• Assessing the risks of legal and ethical non-compliance and ensuring these are
considered when making plans and decisions; and
• Monitoring, communicating, and reporting changes in the risk environment.
Further roles and responsibilities for specific Employees are detailed below.
SVP and General Counsel
The SVP and General Counsel will:
• Ensure compliance with this Policy;
• Resolve any matter where there is a real or apparent inconsistency between
this Policy and the policy of any Strategic Business Group or Strategic
Business Unit; and
• Designate a General Counsel for International Transactions and Compliance to
implement and enforce this Policy.
Employees
Employees will:
• Comply with this Policy, its procedures, the FCPA, and all other relevant
anticorruption laws;
18 | Anticorruption Policy
• Report any violations of this Policy to his or her manager, Strategic Business Unit
General Counsel, the ACCESS Integrity and Compliance Helpline, or the Global
Integrity and Compliance Department as set out in Section 4; and
• When required by the General Counsel for International Transactions and
Compliance, receive periodic training on the requirements of this Policy and
anticorruption laws.
Strategic Business Group Presidents
The Strategic Business Group Presidents will:
• Create procedures or controls and appoint resources deemed necessary to
implement this Policy;
• Assign appropriate resources to enforce this Policy;
• Ensure that violations are adequately avoided, detected, or resolved;
• Appoint a Sales or Marketing Vice President to approve Sales Intermediary
appointments; and
• Ensure that each Sales Intermediary provides legitimate and valuable service to
the Strategic Business Group’s sales and marketing efforts.
Strategic Business Group General Counsel
The Strategic Business Group General Counsel will:
• Assign appropriate resources to enforce this Policy, especially related to
Sales Intermediary appointments and agreements, Due Diligence on JBAs or
Joint Ventures.
Strategic Business Unit Controller and/or Finance Department
The Strategic Business Unit Controller and/or Finance Department will:
• Implement controls to ensure that any payments made to a Sales Intermediary
are made by wire transfer to an account belonging to the same party vetted under
this Policy and to a bank where the Sales Intermediary resides;
• Implement controls to ensure that any payments made to a Sales Intermediary
are made only if such payment complies with the terms of a valid and approved
written agreement; and
• I mplement controls to ensure that any payments made to a Sales Intermediary
are certified by the Sponsor appointed to monitor the Sales Intermediary.
Global Integrity and Compliance Department
The Global Integrity and Compliance Department will:
• Review all completed Sales Intermediary Packages submitted by the Sponsor for
the Sales Intermediary;
• Ensure that the Sales Intermediaries undergo Due Diligence, if required;
• Ensure that all approvals are obtained per this Policy and work with the Sponsor
to ensure they have obtained all necessary internal approvals;
• Approve or reject appointment requests of all Sales intermediaries which have
undergone Due Diligence;
• Approve or reject all applicable Gifts and Hospitality requests;
• Manage all files related to the Due Diligence process, including the request,
review, approval, and appointment of a Sales Intermediary;
• Assist the General Counsel for International Transactions and Compliance with
audits of Company sites around the world to assess compliance with this Policy;
• Assist the General Counsel for International Transactions and Compliance with
the review of COIs and recruitment of High Risk Candidates, where applicable; and
• Provide Employees training on this Policy and applicable anticorruption laws.
19 | Anticorruption Policy
General Counsel for International Transactions and Compliance
The General Counsel for International Transactions and Compliance will:
• Create and communicate procedures required to carry out this Policy that
comport with industry best practices;
• Oversee all Due Diligence performed according to this Policy;
• Oversee all Gifts and Hospitality approvals and rejections according to
this Policy;
• Create and/or approve all standard anticorruption provisions in Honeywell
agreements (including Sales Intermediary agreements);
• A
pprove any substantial deviation from the standard anticorruption provisions in
Honeywell agreements (including Sales Intermediary agreements);
• Conduct a review and analysis of FCPA and applicable anticorruption legal
risks related to Joint Ventures or JBAs where the Company will have legal and
managerial control;
• Approve COIs and the recruitment of High Risk Candidates where applicable;
• Approve any deviation from this Policy;
• Determine the frequency and content of training for this Policy and
anticorruption laws;
• Resolve any real or apparent inconsistency between the requirements of the
FCPA and other anticorruption laws; and
• Oversee audits of Company sites to assess compliance with this Policy and
recommend further procedures and/or controls where necessary.
6. Definitions
Company Honeywell International Inc. and its majority-owned subsidiaries or subsidiaries controlled by its management.

Conflict of Interest (COI) Where an Employee’s personal interests interfere with, or appear to interfere with, his/her ability to perform his/her job for
the Company without bias.
Contract Staff Staff providing services under Honeywell day to day supervision who have no direct contractual relationship with
Honeywell but are employed and paid by an external company.
Controlling Interest The power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.
Control is presumed when an entity acquires, directly or indirectly through subsidiaries, more than half of the voting power
of an entity unless, in exceptional circumstances, it can be demonstrated that such ownership does not constitute control.
Customer Any person or organization that procures or is in the process of procuring, directly or indirectly, Honeywell’s products,
goods, or services.
Due Diligence An examination into the financial and commercial activities of a third party (whether a business or an individual) in connection
with a proposed activity or engagement which includes the gathering, analysis, and interpretation of financial, commercial, legal,
and marketing information to identify and assess non-technical risks (including integrity and reputation risks).
Employee Employees of the Company, majority-owned subsidiaries of the Company, and subsidiaries controlled by the Company.

Foreign Corrupt Practices Act Refer to Section 7.

(or “FCPA”)
Gift Anything of value given to show favor, honor an occasion, or make a gesture of good will, for which the recipient does not
pay fair market value.

Government Official
A Gift may be a tangible or intangible benefit, including, but not limited to, the following types of items:
• Cash;
• Promotional items;
• Loans (other than by a bank or financial institution);
• Door prizes;
• Conference fees;
• Gift cards, coupons or vouchers;
• Discounts not available to the general public; or
• Charitable contributions.
Any officer or employee of or acting in an official capacity for:
• A national or local government or any instrumentality of a government;
• A corporation owned or controlled by a national or local government;
• A public international organization;
• A political party, party official or candidate for political office;
• Any member of a royal or ruling family; or
• A nominee of any person described above, including family members or individuals who are closely associated with them.

20 | Anticorruption Policy
Hospitality
Joint Bidding Arrangement (JBA)
A type of Gift that is given in the form of accommodations including, but not limited to, the following types of items:
•  Meals;
• Hotel rooms or other lodgings;
• Transportation, for either local or long distance travel; or
• Entertainment (including tickets and passes to theater and sporting events).
A cooperative business agreement or partnership between the Company and one or more parties.

JBAs may be a long-term business strategy whereby a new company is established in the process; or for one particular
project where each company remains a separate entity (often called consortium, JBA, temporary association of
enterprises, teaming agreement).
Joint Venture A cooperative enterprise entered into by two or more legal entities for the purpose of a specific project or other business
activity, generally characterized by shared ownership, shared returns and risks, and shared governance.

Outside Directors A director of the Company that is not also an Employee.

Sales Intermediary Any third party authorized to solicit sales or promote the Company products or services or who acts or appears to act on
the Company’s behalf to the customer.

This includes, but not is not limited to:

• A sales representative;
• A sales consultant;
• A distributor; or
• A dealer.

A third party’s compensation or label plays a minor role in determining whether he or she is a Sales Intermediary.
Sponsorship A form of advertising to promote the Honeywell brand in which Honeywell offers monetary support, goods and other assets,
and/or services to a non-profit or other institution in return for a range of promotional opportunities that serve legitimate
business interests.

7. Standards, Laws, and Regulations

Standard Honeywell Code of Business Conduct https://in.honeywell.com/BusinessFunction/law/compliance/
codeofbusinessconduct/Pages/default.aspx
Law US Foreign Corrupt Practices Act http://www.usdoj.gov/criminal/fraud/fcpa/

Law OECD Convention on Bribery http://www.oecd.org/daf/anti-bribery/oecdantibriberyconvention.htm

Law UN Convention on Corruption and Bribery http://www.un.org/documents/ga/res/51/a51r191.htm

21 | Anticorruption Policy
8. Forms and Exhibits
8.1 Anticorruption Website https://in.honeywell.com/BusinessFunction/law/anticorruption/Pages/HomeNew.aspx
8.2 Sales Intermediary Due Diligence Package Follow the instructions in the following link:
https://in.honeywell.com/BusinessFunction/law/anticorruption/Sales%20Intermediaries/
Forms/AllItems.aspx

8.3 Contact General Counsel, International Transactions https://in.honeywell.com/BusinessFunction/law/anticorruption/Pages/Contact-US.aspx

and Compliance
8.4 Integrity and Compliance Helpline Number The Integrity and Compliance Helpline number is 800-237-5982.
For a list of international helpline numbers, please go to the following link:
https://honeywellprod.sharepoint.com/sites/DWP-Functions/law/Pages/Integrity%20
and%20Compliance.aspx

8.5 Integrity & Compliance Training Materials Employees can obtain more information from the Global Integrity and Compliance
Department. Samples of our trainings (including FCPA and similar anticorruption laws
trainings) can be found in the following link:

https://in.honeywell.com/BusinessFunction/law/anticorruption/Training%20Material/
Forms/AllItems.aspx
8.6 Gifts & Hospitality App Available on:

• Salesforce.com (SFDC), SFDC app OR through the SFDC website

(gifts and hospitality tab);
• Employee’s Android or iPhone, for non SFDC users download the Gifts and Hospitality App
(download from the Honeywell App Store);
• https://honeywellcorpsf.secure.force.com/ghpolicy
8.7 Charitable Contributions and Sponsorship Approval Form
https://honeywellprod.sharepoint.com/sites/DWP-Functions/law/Anti-
Corruption/Documents/Forms/AllItems.aspx?viewid=6c8d1477-c51a-499f-b082-
0d57c02b7938&id=%2Fsites%2FDWP-Functions%2Flaw%2FAnti-
Corruption%2FDocuments%2FCharitable%20Contributions%20Form

8.8 Sales Intermediary Checklist https://in.honeywell.com/BusinessFunction/law/anticorruption/Due%20Diligence%20

Checklist/Forms/AllItems.aspx
8.9 Contact Global Integrity and Compliance Department https://honeywellprod.sharepoint.com/sites/DWP-Functions/law/Anti-Corruption/Pages/
Contact-Us.aspx
Revision History:
This Policy (then titled Policy 111) first came into effect on 1 December 2001 and was updated on 1 October 2002. Version 1.0 of the Policy was approved on 27 January
2009 and revised on 11 January 2010 and 21 December 2011; version 2.0 was introduced on 18 December 2014. The current version came into effect on 25 June 2018.

22 | Anticorruption Policy
This Policy is not intended to create contractual obligations. Employment with the Company is at will, in
the U.S. and where otherwise permitted by law, which means that either the Company or the employee
may terminate the employment relationship at any time and for any reason, without notice. The Company
reserves the right to modify, amend, or terminate this Policy at any time. This Policy supersedes any prior
policies of Honeywell or its predecessors, subsidiaries, and affiliates, whether written or oral, on the topics
covered in this Policy.

This policy is the property of Honeywell International Inc. and is published on the Company’s intranet at
http://policy.honeywell.com. It is the reader’s responsibility to review the intranet publication of this
policy to ensure the most current version is being referenced before taking action based on this printed
copy, which may be outdated.

Honeywell International Inc.

Anticorruption Policy | 07/18
© 2018 Honeywell International Inc.