Conflicts of Interest - They're Different at Work

Sometimes, a "conflict of interest" at work can seem like a normal part of everyday home life. That's one of the reasons that conflicts can be so difficult to understand.

Imagine this scenario...

You're outside working in your yard and a neighbor calls out, "You have the best-looking garden in the neighborhood! How do you do it?" You say it's because of a new plant food you found and you give your neighbor the phone number of the company that sells the product. "You really should try it," you say. "Mention my name and they'll cut you a good deal."

What you don't tell your neighbor is that your brother-in-law owns the company. You don't tell your neighbor that you get the product free. And you don't tell the neighbor that you get $20 for every customer you refer.

In your home life, it probably makes sense to steer business to your brother-in-law, especially if you like the product. And getting a small reward for the referral isn't a big deal, either. In the end, you figure, everyone wins. The neighbor gets a good product, your brother-in-law gets new business, you get a $20 reward, and nobody was hurt.

In the business world, referring a potential customer to a company in which you have a personal, financial or other interest is considered a conflict of interest. Accepting a reward for the referral is considered a kickback. Either of these actions would be considered a violation of our Code of Conduct and could result in penalties for the company and for you.

Conflicts exist – it's how we manage them that counts.

Conflicts of interest are an everyday fact of business life. For example, Olin hires employees because of their knowledge or experience in an industry, often gained in their employment with other companies in our field. Friends we have known since college may work for one of our competitors. A close family member may work for an Olin supplier or other business partner. Something overheard in a public restaurant may describe another company's strategy for winning a government contract that we are pursuing.

Early disclosure is key.

Many of us will, at one time or another, have a potential conflict of interest, but we cannot allow them to be hidden conflicts of interest.

Every Olin employee is expected to disclose any situation that gives even the appearance of a conflict of interest as soon as we become aware of it. As a company, we are required to disclose certain conflicts to appropriate regulatory agencies - a requirement we cannot meet if we don't disclose our personal conflicts of interest.

How to Disclose a Potential Conflict

If you have a potential conflict of interest – or even the appearance of a conflict – disclose it and ask for a conflict of interest review. You may disclose a potential COI to:

• Your supervisor or manager
• The head of your department, location or business unit
• Human Resources
• Your Division or Location Ethics Office
• Olin's Corporate Ethics Office
• The Legal Department
• Olin's confidential, 24 hour Help-Line service

Once an issue has been disclosed, management will work with you to determine if a conflict of interest exists and what steps, if any, are required to deal with the situation.

Points to Consider

• Remember... The same behavior that is acceptable in our private lives could be a conflict of interest violation in the working world.
• Conflicts of interest are coming under increasing regulation and restriction by federal and state governments.
• Fraud and violations of anti-bribery laws can begin with an undisclosed conflict of interest.
• Multiple regulations require companies to disclose potential conflicts of interest. A failure to do so can result in the company's suspension, debarment or prosecution.

To learn more about potential COIs and your responsibility to disclose them, refer to the following resources:

• Olin's Code of Conduct
• Our policy on Conflicts of Interest (CPS 3.2)
• Olin's new Conflict of Interest Brochure
• The Advice & Guidance page on Olin's Business Practices website

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