Governance

Blue Shield of California is committed to the highest standards of business conduct.

Code of business conduct
Our Code of Conduct (PDF, 1.9MB) gives us a framework for doing business the right way. It guides how we work every day, and includes such topics as:
 

• Compliance with the law and Blue Shield policies
• Choosing the right thing to do
• Protecting member, Company and employee information
• Conflicts of interest
• Suspected fraud, waste and abuse
• Doing business with the government
• Proper retention and disposal of Blue Shield records

Supplier code of conduct
We are honored to do business with suppliers that support our mission, operate fairly and ethically, promote diversity and inclusion and take care of the environment. Our Supplier Code of Conduct (PDF, 140KB) upholds the highest standards of ethical conduct and management practices, and includes such topics as:
 

• Workplace Standards
• Ethical Behavior
• Privacy and Compliance
• Supplier Diversity
• Environmental Sustainability
  

Compliance and ethics
Blue Shield's Corporate Compliance and Ethics Program (the Program) is designed to detect and prevent illegal or unethical conduct, as well as promote integrity and honesty in the workplace. The Program is managed by the Corporate Compliance and Ethics Division (CC&E) of the Law Department, and is overseen by the Audit Committee of Blue Shield's Board of Directors.

Training and reporting are important Program requirements. All new employees are required to take a Comprehensive Code of Business Conduct Training within 30 days of beginning work at Blue Shield. All employees are thereafter required to complete Code of Conduct training on an annual basis. Among other things, the training teaches every Blue Shield workforce member that they have a duty to report actual and potential violations of the Code of Business Conduct, and that they are protected from retaliation for doing so. Anyone found to engage in retaliatory behavior will be disciplined, up to and including termination of employment.

Through ongoing outreach and training, CC&E partners with business units to help workforce members better understand what compliance and ethics mean in the course of the work they do.

Business continuity
At Blue Shield, a disaster is defined as an unplanned, major event (such as an earthquake, fire, flood, etc.) that impacts our ability to serve our customers. We have an extensive Business Continuity Program to minimize the impact of such an interruption to the company's critical business functions, even if we are not operating in normal mode. We also strive to go the extra mile for customers facing such situations, such as the measures we took for those affected by the wildfires in San Diego in 2007 and the Napa quake in 2014.

Board of Directors independence
Our Board of Directors has adopted a definition of independence consistent with corporate best practices.

Our Audit Committee, Compensation Committee and Nominating & Corporate Governance Committee are composed entirely of independent directors.

Our Board has a lead outside director who is our Vice Chair, whose responsibilities include chairing executive sessions (no management present) of the Board at each Board meeting, and selecting the chairs of the Audit, Compensation, and Nominating Committees. Our CEO is the sole Blue Shield employee serving on the Board of Directors.

These independent checks and balances ensure that our business adheres to the strictest of industry standards and best practices.

Responsible investing
We avoid direct investments in companies that manufacture tobacco.