Stephen F. Gates, Senior Vice President, Legal, and General Counsel

Legal
Furthering Open, Trustworthy Relationships

ConocoPhillips can grow and add value only by pursuing open and trustworthy relationships with investors, partners, customers, employees, communities, governments and other stakeholders, according to Steve Gates, senior vice president, Legal, and general counsel. Says Gates, “People should want to associate with our company, not only because of our capabilities, but because of our integrity and reputation. This can be a powerful competitive advantage.”

Operating Ethically Everywhere
Ethical business behavior is a condition of employment at ConocoPhillips. “We realize that the motivation of an employee to set a positive example should grow out of a personal value system,” explains Gates. “The company’s responsibility is to communicate clear performance expectations and provide education, training and guidance on ethical and legal compliance questions.”

All employees are expected to have a working knowledge of the company’s Code of Business Ethics and Conduct, which provides guidance on corporate policies, principles and procedures. The code also requires employees to complete an annual certification of personal compliance. The company’s internal auditor serves as the chief ethics officer.

Other facets of the ethics and compliance program include management commitment, training for general and specialized situations, ongoing communications, counseling, violation reporting mechanisms, and in the case of potential code violations, investigation resources and appropriate disciplinary actions. 

The company’s compliance committee, composed of senior executives and lawyers, provides regular reports to the chief executive officer (CEO), as well as the board of directors’ audit and compliance committee, regarding the results of annual code certifications, the state of compliance activities and handling of reports of violation. 

ConocoPhillips employees Willette DuBose and Stephen Chung work for the Legal department in Houston. They are part of a team that is responsible for ensuring the company is compliant with environmental laws and regulations.

Governing with Vigorous Oversight
The audit and compliance committee of the board meets regularly with company management, the company’s independent auditors and the internal auditor to review accounting policies, internal controls, financial statements and disclosures, financial reporting practices, significant corporate risk exposures, and governance issues including ethics code and legal compliance. 

The ConocoPhillips board of directors is composed predominately of outside directors who provide independent and objective oversight of the company’s policies, practices and performance. ConocoPhillips’ board consists of 14 non-employee directors and two employee directors — the board chairman and the president and CEO.

Board members are nominated by the board’s committee on directors’ affairs on the basis of personal character, judgment, diversity, age, skills, financial literacy, and experience in areas that are relevant to the company’s business and its relationships with various stakeholders. The current board is drawn from a variety of fields including technology, environmental protection, education, international affairs, engineering, aviation, finance, investing and resource development.

“Directors provide independent perspective and ask critical questions representing the interests and concerns of shareholders as well as other key stakeholders,” says Gates. “The board’s diversity and depth of experience, combined with the integrity of its individual members, provide a key resource in assuring our reputation and commitment to compliance.”