Business Conduct Guidelines



PacifiCare is governed by the conviction that business conduct is equally important as business performance. Our behavior in the workplace affects our success and shapes our reputation. It also communicates our stance on ethics, integrity and honesty. Consequently, we must strive to maintain the highest ethical standards when carrying out our daily work activities.

To help us meet this goal, PacifiCare has established a set of business conduct guidelines based on the company's code of ethics. These basic principles provide a framework for our business decisions. Use them as a guide to support PacifiCare's values and our fundamental commitment to fostering an ethical work environment.

Click on the following ethics codes for the corresponding guidelines:




Our conduct in the workplace   


Avoiding conflict of interest    


Maintaining confidentiality    


Addressing health care ethics   


Respecting company property   


Obeying the law   





1    Our conduct in the workplace                                  

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Equal Employment
PacifiCare believes in hiring, promoting and compensating employees without regard to race, color, national origin, age, gender, religious preference, marital status, sexual orientation, handicap or disability. We are committed to equal employment practices and comply with all laws, regulations and policies related to non-discrimination.

Freedom from Harassment
PacifiCare does not condone any form of harassment. This includes harassment based on race, color, religion, gender, national origin, age, sexual orientation, disability or any other basis protected by law. We fully expect employees to report violations to their supervisors, Human Resources representatives, the chief ethics officer or the Ethics Helpline.

Remember, harassment means different things to different people, so we should all refrain from any offensive or inappropriate behavior. Examples of inappropriate behavior may include degrading jokes, intimidation, slurs, and verbal or physical sexual harassment. Reports of harassment will be promptly investigated, and employees engaging in this behavior will be disciplined.

A Safe Environment
We are all responsible for creating a safe working environment at PacifiCare. Please use safety devices and report any potential or actual hazards to safety or security. Hazards include security violations or criminal activity that take place on company premises. In addition, please report any injuries or illnesses to your supervisor.

Violence has no place at the worksite and will not be tolerated - this includes intimidation, violent acts or threats of violence.


2   Maintaining confidentiality                              

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PacifiCare is committed to preserving the right of privacy for all our members and employees and protecting PacifiCare's interests. The following information is classified as confidential. Be sure to follow all applicable laws and company policies when using or sharing such information:

  • Members' protected health information, including diagnoses and treatments, personal data, billing and contact information;
  • Employee information, including personnel files, evaluations, disciplinary matters and psychological assessments;
  • Business information such as financial, marketing and statistical data; competitive information; budgets; processes; techniques; mergers, acquisitions or significant reorganizations; bid proposals and contract negotiations; layoffs; research and development; and business reports and summaries. This company-specific information is referred to as "intellectual property."

Failure to maintain confidentiality could subject you or PacifiCare to civil and/or criminal lawsuits or give our competitors an unfair advantage.

Insider Trading
As an employee of PacifiCare, you may have access to material nonpublic information concerning PacifiCare. You may not buy or sell PacifiCare stock while aware of such information or engage in any other action to take advantage of this information or pass it on to others. In addition, you may not discuss this information with anyone outside of PacifiCare, and you should discuss it only with those employees of PacifiCare who absolutely need to know it. These restrictions also apply to information relating to any other company, including PacifiCare's customers and providers, that you obtain in the course of your employment with PacifiCare.

Information concerning PacifiCare is "material" if it is likely to affect the price of PacifiCare stock or would in some other way affect the investment or voting decisions of the average shareholder or investor. Examples include major new products or services, significant personnel changes, marketing strategies, mergers and acquisitions, financial results or other strategic plans. Information concerning PacifiCare is "nonpublic" if it has not been widely circulated to the public through major news services. In general, nonpublic information concerning PacifiCare does not become "public" until the close of trading on the second full day following PacifiCare's widespread public release of the information. If you have questions, please call the Ethics Helpline or PacifiCare's Executive Compensation department in corporate Human Resources. 


3     Respecting company property                        

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Use of Resources
PacifiCare discourages inappropriate use of company property. Employees are trusted to act responsibly, reasonably and maturely, and to use good judgment in the use of all company-provided communications and computing devices, including but not limited to:

  • The Internet;
  • All forms of printed and electronic media;
  • Copying devices (scanners and copy machines);
  • Telephones;
  • Cell phones;
  • Portable/wireless PDAs;
  • Desktop and laptop computers; and
  • Remote access/dial-up hardware and software devices.

Employees should not use the computer to transmit, store or download materials that are threatening, maliciously false or obscene. Facilities, equipment, technology and resources are for business purposes - to help you do your job. 


4     Avoiding conflict of interest                               

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Activities and relationships beyond PacifiCare
It is important to ensure that our outside activities do not in any way conflict with or pose a hazard to PacifiCare. There are some simple guidelines you should follow when determining whether a conflict of interest exists. First, avoid personal outside activities or associations that might influence your business decisions or your ability to do your job objectively. Also, avoid doing business with competitors or making significant personal financial investments in competitors, suppliers or customers.

If you are not sure whether an outside activity represents a conflict of interest, ask your supervisor for help.

Entertainment, gifts and gratuities
Some business entertaining - including meals, social events or training and educational activities - is an accepted practice at PacifiCare, but the cost and scope of these activities should be reasonable and appropriate. Before accepting or extending such invitations, you should first check with your supervisor. It is your responsibility to make business decisions based on what is best for PacifiCare.

Similarly, you should refrain from giving or accepting excessive gifts to or from vendors, customers or other business associates. The value of gifts received or given should not exceed an aggregate value of $500 per year, unless you have received prior approval from your supervisor. PacifiCare employees should never accept cash gifts from vendors, members or customers. 


5   Addressing health care ethics                    

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Use of health care resources and quality assurance
We constantly look for ways to improve health outcomes for our members while effectively managing our resources. Our methods include applying scientific evidence, fairly distributing benefits and care to members, educating members and providers, and continuously improving quality. Our goal is to provide the right care at the right time in the right place.

PacifiCare is committed to complying with state and federal regulations regarding health care, as well as maintaining accreditation by independent review organizations. 


6     Obeying the law                                                          

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Regulatory obligations
As both a health plan and a publicly traded company, we are heavily regulated by federal, state and local agencies. Some of our regulated business practices cover:

  • Ensuring medical services and business practices meet quality assurance standards and protect patient rights and confidentiality;
  • Managing provider networks and health care delivery systems to make certain they are accessible to our members and they meet contractual requirements;
  • Monitoring the appropriate utilization of health care resources and ensuring that medically necessary, covered services are not inappropriately denied;
  • Providing for expeditious handling of members' complaints and appeals;
  • Processing claims accurately and promptly;
  • Conducting sales and marketing activities ethically and within established regulations and guidelines;
  • Ensuring accurate and timely administration of membership accounting, including enrollment, disenrollment, member status and premium billing;
  • Promoting a work environment for employees that's safe, ethical and founded on principles of equal employment and non-discrimination; and
  • Ensuring the accuracy of PacifiCare's financial statements and following other regulations that apply to publicly traded organizations and businesses in general.

External audits and reviews
From time to time, we will have outside parties on site to perform financial and regulatory audits and reviews of our financial statements, operations and business practices. These outside parties include independent auditors and federal and state government regulators and inspectors. It is PacifiCare's policy to fully cooperate with these auditors and provide them with all necessary information. During these audits or inspections, you must never conceal, destroy or alter any documents or give any false or misleading statements to inspectors. Also, you should never provide inaccurate information or obstruct, mislead or delay communication of information or records about a possible violation of law.

Illegal activities
PacifiCare and its employees will not engage, directly or indirectly, in any corrupt business practices or other illegal activities. Such activities include, but are not limited to, fraud, embezzlement, kickback arrangements and drug use.

Fraud includes such things as falsifying timecards and expense reports. Health care fraud occurs when someone schemes to defraud any health benefit program. This includes using false pretenses, representations or promises to get money or property owned by any health care program with the delivery of, or payment for, benefits, goods or services.

A kickback arrangement involves accepting or offering bribes or payoffs intended to induce, influence or reward favorable decisions of any person or entity in a position to benefit PacifiCare. Such persons or entities include customers, contractors, vendors and government personnel.

Antitrust and unfair competition
Antitrust laws make sure competition between companies is fair. These laws also protect the public against business competitors who band together or "collude" to unfairly set prices. You could be breaking these laws if you do things as simple as discuss with competitors pricing; terms and conditions of sales; or dealings with customers, suppliers or other competitors. Our competitors include other managed care organizations, health care delivery companies and insurance companies that operate in our markets.

You should be particularly sensitive to antitrust rules if you participate in trade associations or other meetings where competitors are likely to be present.

Political contributions
PacifiCare contributes to various political candidates and campaigns through our voluntary political action committee (PAC). Federal and state laws clearly dictate the amount and frequency of political contributions, and PacifiCare strictly adheres to those guidelines. Any other use of company assets for political reasons is prohibited.

Sales, marketing and advertising standards
We are committed to growing our membership through a well-trained, highly professional sales staff, including our employees and independent brokers. All PacifiCare sales representatives are committed to fair, forthright and legally compliant sales and marketing practices. We adhere to any state regulations that require sales representatives to be licensed.

We do not engage in corrupt marketing practices, including misrepresentation of our covered services and "redlining," which refers to the practice of avoiding sales in specific geographic areas or neighborhoods.

When advertising our products and services, we will present only truthful, non-deceptive information. In many cases, advertising and marketing materials require approval from regulatory agencies prior to distribution. When required, PacifiCare will submit materials to agencies and ensure they are in full compliance with applicable regulations.

Copyright law
We follow state, federal and foreign laws pertaining to copyright protection. This includes laws that prohibit duplication of print materials, licensed computer software and other copyright protected works.

Relationships with foreign businesses and governments
As we take advantage of global business opportunities, PacifiCare will comply with all applicable laws and regulations governing relationships with businesses on foreign soil and their respective governments.