Principles of Ethics Integrity - World Banksiteresources.worldbank.org/INTETHICS/Resources/UnitedHealth.pdf · corporate governance and ethical business conduct. Our goal is to advance

Principles ofEthics & IntegrityYour Guide to Business Conduct

Dear Colleagues:

UnitedHealth Group is committed to achieving and maintaining world-class levels ofcorporate governance and ethical business conduct. Our goal is to advance a companyand culture that fosters a real dedication to care and serve, to innovate and grow, andto meet our high standards of business practice and performance.

As a company, we are uniquely positioned to have a dramatic effect on one of society'smost important and sensitive areas of responsibility - helping to maintain, ensure andimprove the health and well-being of others. In our efforts, employees, customers,regulators, investors, physicians and care professionals, and other participants in thehealth care system expect - and deserve - honesty and integrity from UnitedHealthGroup at all times and in all matters.

As a core aspect of UnitedHealth Group's Ethics and Integrity Program, we haveadopted and embraced the Principles of Ethics and Integrity, which outline basicprinciples and expected behaviors for employees at all levels to follow as we serve ourmany stakeholders and achieve our important mission. These principles and expectedbehaviors, coupled with your own personal sense of fairness, honesty, stewardship andaccountability, will help to ensure that we do the right thing in our day-to-day businessactivities and long-term decision-making.

We must never sacrifice our principles or overlook our personal responsibility forethical behavior as we work toward achieving our business goals and long-termenterprise mission.

Thank you for your enduring commitment to the ethical business conduct ofUnitedHealth. Together we will continue to achieve greatness with dignity and pride.

Sincerely,

Stephen J. HemsleyCEO and President

Our Mission 1Living Our Mission . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1

Introduction 2Commitment to Integrity. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2Company Policies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2Personal Accountability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3Added Responsibility for Managers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3Contractor Accountability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3Violations and Consequences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3

Asking Questions and Reporting Misconduct 4Resources for Questions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4Your Duty to Report Misconduct . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4Cooperating with Internal Investigations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4Confidentiality, Retaliation and False Reports . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4Key Contacts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5

Accuracy of Company Records 6

Business Courtesies 7General . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7Gifts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7Favors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8Entertainment and Travel . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8Government Employees. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8

Company Assets: Protection and Use 9Protecting Company Assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9Use of Company Assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9Personal Use of Electronic Media. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9Intellectual Property . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9Protection of Intellectual Property . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10Property Rights of Others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10Trademarks and the UnitedHealth Group Name . . . . . . . . . . . . . . . . . . . . . . . . . . 10Communications with UnitedHealth Group’s Attorneys . . . . . . . . . . . . . . . . . . . . 11Computer and Network Security. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11Creating and Retaining Business Communications . . . . . . . . . . . . . . . . . . . . . . . . 11

Competition 12

Conflicts of Interest 13Disclosure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13Board Memberships . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13Employment and Activities Outside of UnitedHealth Group. . . . . . . . . . . . . . . . . 13Family Members . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13Inside Information and Securities Trading . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14Investments and Other Financial Opportunities . . . . . . . . . . . . . . . . . . . . . . . . . . 15

Table of Contents

Principles of Ethics & Integrity · page iv

Government Customers 16

Employee Education About False Claims 17Employees’ Responsibilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18Managers’ Responsibilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18Business Organization Responsibilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18Corporate Responsibilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19Contractors’ Responsibilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19

Government Investigations and Interviews 20

Health, Safety and Security 21General Health and Safety . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21Violence in the Workplace . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21Drugs and Alcohol . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21

HRdirect 22Employee Relations. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22Employment Privacy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22Former Government Employees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22

International Business Practices 23Accounting. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23Anti-boycott . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23Export Control . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23Foreign Corrupt Practices Act . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23

Media and Analyst Contact and Communication 24Approvals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24Media Inquiries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24Analyst Inquiries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24Acting as a Spokesperson . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24

Participant Information 25Disclosure of Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25Use of Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25

Political and Community Activities 25Community Activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25Political Activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25

Procurement Practices 26

Provider Relationships 26

Regulatory Compliance and Accreditation Organizations 27Regulatory Compliance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27

Sales and Marketing 27

Principles of Ethics & Integrity · page 1

CORE PURPOSE:

To improve the health and well-being of individuals.

CORE VALUES:

Everything we do will be driven by the following:

• Systemic improvement in health care

• Respect for the patient-physician relationship

• Commitment to leading edge innovation

• Compassion for people

• Honesty and Integrity

GUIDING PRINCIPLES:

As employees, we will do the following:

Look beyond the horizon. We will not becontent with the status quo. We willcontinue to explore new opportunities,propose new ideas, and search for betterways to meet the needs of our customers.

Work together. No one has all theanswers. We will treat each other withrespect and solicit advice and assistancefrom our co-workers. The best workcomes from sharing our talents and hardwork with each other.

Think like customers. In every decision we make, we will consider the value itprovides to our customers. We will treatour customers the way we would want tobe treated--with compassion, respect andunsurpassed service.

Act like owners. We will takeresponsibility for moving businessobjectives forward. We will continuallyraise our own expectations of what can beaccomplished, and we will hold ourselvesaccountable for reaching the goals we set.

LIVING OUR MISSION

Here are ways we can show in our day-to-day actions that we are living theUnitedHealth Group mission:

• Respect each other and listen with an open mind.

• Trust each other.

• Keep our commitments.

• Speak with honesty and candor.

• Reach and acknowledge closure on decisions.

• Support and represent team decisions as

our own.

• Place team interests before our own.

• Provide complete and impartial information.

• Actively recognize and celebrate successes.

• Address conflict in a direct, constructive and

confidential manner.

• Include the stakeholders in decisions.

• Plan before we act.

• Address each other about any violation of our

standards of business conduct.

Our Mission

COMMITMENT TOINTEGRITY

Honesty and integrity are core values of our organization. Our commitment to these values has helped us earn areputation as one of the most admiredcompanies in America today.

The need to make sound, ethicaldecisions as we interact with participants,customers, regulators, physicians andother health care providers, investors,suppliers, colleagues and communitieshas never been greater. It’s not only theright thing to do, it’s necessary for successnow and in the future.

Because UnitedHealth Group iscommitted to the highest standards ofintegrity, the company implemented itsEthics and Integrity Program. Adescription of UnitedHealth Group’sEthics and Integrity Program is availableon Frontier, the company’s Intranet. Youcan find it by choosing CorporateServices on the navigation bar, thenEthics and Integrity. Then select ProgramDescriptions from the menu on the left.If you do not have access to Frontier, you may check with your manager or callthe Ethics & Compliance HelpCenter 1-800-455-4521, to obtain copies of theprogram description, these Principles orother referenced documents.

COMPANY POLICIES

These Principles are meant to alertemployees to major legal and ethicalissues that may arise. It is not a detailedrule book.

These Principles outline many, but notall, of UnitedHealth Group’s businessconduct policies. Policies that aregenerally applicable to most employeesare available in UnitedHealth Group’sPolicy Manual on Frontier’s Ethics andIntegrity site. Employees are responsiblefor being familiar with the policies in the Policy Manual. If you do not haveaccess to Frontier and want a copy of a policy, ask your manager or call theEthics & Compliance HelpCenter (1-800-455-4521).

In addition to the policies in the PolicyManual, there are many policies thatspecifically relate to certain businessunits, departments or products. Eachbusiness unit will communicate thesespecific policies to employees and otherswho are affected by them and who mustcomply with them as they conductbusiness for the company.

These Principles and other companypolicies can not address every situationemployees may encounter. Consequently,UnitedHealth Group relies on the goodjudgment and values of its employees and managers to implement the intent of these Principles when companypolicies do not address a specificsituation. If an employee is still not sure what to do, the employee shouldrequest guidance from the resourcesidentified in these Principles.

Introduction

LOOK TO FRONTIER FOR THE MOST CURRENT INFORMATION

Check the Ethics and Integrity site onFrontier to review the most currentversions of these Principles of Ethicsand Integrity, the UnitedHealthGroup Policy Manual and otherdocuments referenced here. Go toCorporate Services from the homepage, then Ethics and Integrity.



PERSONALACCOUNTABILITY

All of us are personally accountable forour decisions and actions. We each mustfollow a course of conduct that preservesand enhances UnitedHealth Group’sreputation for honesty and integrity. Todo so, it is critical that we understand the laws, company policies andcontractual obligations that apply to our specific area. And, we should nevermisuse our authority, whether forpersonal interests or to the detriment of UnitedHealth Group.

ADDED RESPONSIBILITY FOR MANAGERS

While all UnitedHealth Group employeesmust follow these Principles of Ethics andIntegrity, each UnitedHealth Groupmanager must be an example for those inhis or her group. They must know thesePrinciples, the Policy Manual and anybusiness unit and department policiesthat apply to their area of responsibility.Managers must create and maintain aworkplace where employees andcontractors know that ethical and legalbehavior is expected of them.

CONTRACTORACCOUNTABILITY

In some cases, all or part of thesePrinciples and other company policiesmay apply to those acting on behalf ofthe company such as sales agents,external advisors, contractors, consultantsand others. The business personresponsible for the relationship and theirin-house legal counsel should decide ifthese Principles or any company policiesapply to a contractor.

VIOLATIONS ANDCONSEQUENCES

Failure to follow these Principles ofEthics and Integrity, any other companypolicies, applicable laws and contractualobligations will compromiseUnitedHealth Group’s good name.Unethical or illegal acts cannot bejustified by saying they were for the goodof the company or were directed by ahigher authority in the company. Noemployee is ever authorized to commit,or direct another employee to commit anunethical or illegal act. In addition,employees cannot use a contractor,agent, consultant, broker, distributor orother third party to perform any act not

allowed by law, these Principles, anycompany policy or any applicablecontractual obligation.

The goal of these Principles is topromote proper conduct and avoid theneed for discipline. However, allviolations of the law, these Principles,company policies and contractualobligations will be taken seriously andmay result in discipline, up to andincluding termination.

In addition, employees who commitcriminal or illegal acts may faceimmediate termination and possible legal action.

Each employee brings professional skills and personal values to his or her job.

When faced with a difficult situation, it may help to ask these questions:

• Are my actions legal?

• Am I being fair and honest?

• Will my actions stand the test of time?

• How will I feel about myself afterward?

• How will it look in the newspaper?

• Will I sleep soundly tonight?

• What would I tell my child to do?

After asking these questions, if you’re still not sure of the proper course of action,

ask – and keep on asking until you’re sure you are taking the right action.

Quick Quiz

RESOURCES FOR QUESTIONS

You may talk to your manager about anyquestions you may have and any actionyou believe may violate these Principles,the law, company policies or anycontractual obligation. If you are notcomfortable talking with your manager oryou have already done so and you thinkthe problem has not been completelyresolved, there are several otherresources you can contact, including:

• A more senior manager in the business unit

• The business unit compliance officer

• HRdirect (800) 561-0861

• Corporate Employee Relations

• The Legal Services Department

• UnitedHealth Group’s Ethics and

Integrity Office

• The Ethics & Compliance HelpCenter by phone,

1-800-455-4521 or via the intranet

(Frontier > Corporate Services > Ethics and

Integrity > Ethics & Compliance HelpCenter)

YOUR DUTY TO REPORT MISCONDUCT

To protect UnitedHealth Group’sreputation – as well as your personalreputation – you must promptly reportillegal or unethical conduct to anappropriate company representative.Failure to report suspected violationsviolates these Principles of Ethics andIntegrity and can lead to discipline.

If you have any concerns about reportingthe conduct to your manager or you havedone so and the conduct has not beencorrected, contact one of the resourcesidentified above.

Managers who receive reports of possibleillegal or unethical conduct must takeimmediate action. The type of action thatshould be taken depends on the allegedmisconduct. The manager shouldcarefully identify and involve all possiblestakeholders. If the matter involvesemployment issues or could affect anemployee’s employment status, themanager must contact HRdirect.

COOPERATING WITHINTERNAL INVESTIGATIONS

If the company initiates an investigationto determine whether there has beenillegal or unethical conduct, you mustcooperate with the investigation anddisclose all information and records youare aware of that are relevant to or willassist the investigation. Failure tocooperate with an internal investigationviolates these Principles and can lead to discipline.

CONFIDENTIALITY,RETALIATION AND FALSEREPORTS

To the extent possible, the company willtake reasonable precautions to maintainthe confidentiality of those who report anintegrity or compliance concern.

Any retaliation against an employee who,in good faith, reports a suspectedviolation of these Principles, companypolicies, the law or contractualobligations, is not allowed and should beimmediately reported to HRdirect or theEthics & Compliance HelpCenter.

Making malicious or purposely falsereports also violates these Principles ofEthics and Integrity.

Asking Questions and Reporting Misconduct


KEY CONTACTS

Due to the fast pace and many demands of our company, at times the best course ofaction in any given situation may not be obvious. UnitedHealth Group offers manyoptions to help you discuss issues or report concerns.

___________________________________________________________________________■ Manager Your best contact for workplace issues.

___________________________________________________________________________ ■ HRdirect Your contact for compensation and employment

(800) 561-0861 concerns, or policy guidance and interpretation.

___________________________________________________________________________ ■ Corporate Employee Relations Your contact for employment or workplace

(952) 936-1758 issues; or policy guidance and interpretation.

___________________________________________________________________________ ■ Legal Services Department Your contact for UnitedHealth Group

(952) 936-7444 legal questions.___________________________________________________________________________ ■ Optum® Your contact for help with health, family,

(888) 842-4224 substance abuse, and other personal issues.

___________________________________________________________________________ ■ Corporate Security Your contact to report concerns regarding

(952) 936-1310 employee security. ___________________________________________________________________________ ■ Risk Management Your contact to report unsafe conditions,

(952) 936-1152 workplace hazards and potential claims against insurance policies.

___________________________________________________________________________ ■ Ethics & Compliance HelpCenter Your contact for advice on and help interpreting

Available 24 hours a day, these Principles and company policies, or to 7 days a week by phone at report violations of the Principles, company (800) 455-4521 or at policies, or the law.online via the intranet (Frontier > Corporate Services >Ethics and Integrity > Ethics & Compliance HelpCenter)

■ Ethics and Integrity Office Your contact for advice on interpretation (952) 936-6626 of these Principles and company policies, andMail Route: MN008-T202 for advice onethics and integrity training needs.E-mail: Ethics&[email protected]



UnitedHealth Group needs correctinformation and reliable records to make sound business decisions and to submit reports to customers andgovernmental agencies. You must becomplete, accurate and honest whenrecording, reporting and retainingcompany information. This includesbusiness records involving quality, safety and personnel, as well as time, expense and other financial records.

All business records produced byemployees, including those kept offcompany premises, are the property of the company.

All financial books, records and accountsmust correctly reflect transactions andevents, and conform both to generallyaccepted accounting principles and toUnitedHealth Group’s system of internalcontrols. Here are more guidelines tokeep in mind:

• Do not make false or misleading entries or omit

information in any of UnitedHealth Group’s

systems, books or records for any reason.

Keep systems, books, records and accounts

in reasonable detail so they correctly reflect

transactions and events.

• Fill out expense reports and attendance

reports correctly and completely and show

the correct purpose and amount of each item

on expense reports.

• The most senior employee at a function

should include the costs for the function in

an expense report.

• Do not create or keep secret or unrecorded funds,

assets or accounts for any purpose.

• Never purposely pay or approve an invoice,

expense report, or other document that is not

correct, not accurate, or is misleading. Always

use care when reviewing documents before

approving them.

• Properly and consistently follow cost accounting

standards and principles of cost allowability, as

well as relevant company policies and

procedures and contractual obligations.

• All invoices to customers and others should

correctly note the products sold or services

performed, the true sales price, and the terms of

sale. Promptly refund payments that are more

than amounts billed, or credit customer accounts.

(See the Accurate Books and Recordsand the Records Management policies)

Accuracy of Company Records

Q:One of my work assignments includes a contractwith the federal government for which UnitedHealth Groupis paid on a cost basis. My manager told me to bill 75% ofmy time to the government contract – but I only spend 25%of my time working on that contract. What should I do?

A: Accurate time accounting for government costcontracts is essential. Failure to maintain accurate timeaccounting could result in serious fines and penalties forUnitedHealth Group – and perhaps exclusion from futuregovernment business. Immediately contact the attorneyassigned to your business unit or call the Ethics &Compliance HelpCenter (By phone, 1-800-455-4521, oronline via the intranet, Frontier > Corporate Services >Ethics and Integrity > Compliance Help Center).

What if…

GENERAL

Gifts, favors, travel and entertainmentmay cause a conflict of interest with yourwork at UnitedHealth Group. As a result,always follow these simple guidelines:

• Never offer or accept a gift, favor, travel or

entertainment of more than a nominal value,

unless approved in advance as required by the

company’s Business Courtesies policy.

• Never accept or provide gifts, favors, travel or

entertainment of any value if it will compromise

or appear to compromise your judgment.

• Never solicit gifts, favors, travel or

entertainment, except for company

approved causes.

• Never offer a gift, favor, travel or entertainment

to a government employee unless you have

confirmed with Legal Services in advance that

you may do so.

To help you make the right decision, askyourself these questions when giving orreceiving any business courtesy:

• Is it legal, customary and in good taste?

• Is it clearly related to UnitedHealth Group

business?

• Would I feel okay giving or receiving the gift or

business courtesy in front of others?

If you have any doubts about the effectsthe gift, favor, travel or entertainmentcould have on the company’s reputationor your personal reputation, you shouldnot offer or accept it.

Please note that these guidelines apply toactions with those outside ofUnitedHealth Group. This section doesnot apply to actions between thecompany and its employees, nor actionsamong UnitedHealth Group employees.

(See the Business Courtesies policy)

GIFTS

UnitedHealth Group’s gift policyembraces a “rule of reason.” As a general rule:

• You may accept gifts of nominal value, such as

promotional items (T-shirts, mugs, baseball caps)

given in the regular course of business. But, you

should not accept small gifts on a regular or

continual basis.

• Do not accept gifts of money or cash equivalents.

• When giving gifts, make sure they are in keeping

with the business relationship and do not

appear to be attempts to obligate or

influence the recipient.

• Do not offer any gift, favor, travel or

entertainment if it is against the policy of the

recipient’s organization. Many companies have

policies that do not allow any gifts.

• In the case of the government, the offer of

anything, sometimes even a cup of coffee, may

be against the law. And gifts to foreign

government officials may violate the Foreign

Corrupt Practices Act (see Page 19).

• When in doubt, check with your manager,

the Legal Services Department, HRdirect or

the Ethics & Compliance HelpCenter

(1-800-455-4521).

Offering or taking bribes, kickbacks,payoffs or other unusual or improperpayments to obtain or keep business isunethical, illegal and strictly forbidden.

Business Courtesies

Q: One of our suppliers gaveme a basket of food during the holidays.Was it OK to accept it?

A: You may accept smalltokens of appreciation, as long asthey don’t appear to obligate orinfluence you or the company. Ifpossible – like with baskets of food –you are encouraged to share the giftwith your colleagues. Also, if you are not sure, ask your manager orHRdirect, or you can call the Ethics &Compliance HelpCenter (1-800-455-4521).

What if…



FAVORS

Do not accept discounts when buying asupplier’s or customer’s products orservices for personal use, unless thediscounts are offered to UnitedHealthGroup employees in general. Never solicit or accept special treatment onloans, stock offerings, or other servicesunless the treatment is available to allother employees.

ENTERTAINMENT AND TRAVEL

Entertainment is often helpful inbuilding and maintaining businessrelationships. UnitedHealth Groupemployees may accept invitations forentertainment that is reasonable in thecontext of the business, or that furthersthe company’s interests. For example, inmost cases you may attend a culturalevent, sporting event, or business mealwith a business contact, or attend asupplier’s holiday or celebratory function.But, generally you should not accepttickets for an event the business contactwill not be attending, such as tickets for a sporting or cultural event.

Business courtesies involving travel andlodging are cause for more seriousconcern. You should not accept travel orlodging without your manager’s consent.

You may not entertain guests, employeesor customers where there is “adultentertainment”, as this is not suitable forbusiness purposes.

GOVERNMENT EMPLOYEES

There are very strict rules about what may be offered to government employees.The rules depend on the nature of therelationship between UnitedHealthGroup and the government employee.

If the government employee is a contractofficer for a contract we have or areseeking, the rules are very strict. In thatcase very little, if anything, can be offeredto the person. In some cases, you may noteven be able to offer beverages or foodduring a meeting.

If the person is a member of a legislativestaff, you may be able to offer meals orentertainment without breaking the law – but you need to make sure youstrictly follow any restrictions that apply.

If you have regular contact withgovernment employees, you must knowand carefully follow the rules that applyto those employees.

(See the Government Contracting policy)

PROTECTING COMPANYASSETS

UnitedHealth Group entrusts allemployees with many company assetsincluding financial assets, buildings,equipment, supplies and informationassets, the time it pays employees to workand much more. Company assets must bemaintained for business purposes andused for UnitedHealth Group’s benefit.Everyone is responsible for protectingthese assets from loss, damage, misuse or theft.

USE OF COMPANY ASSETS

As a general rule, personal use ofUnitedHealth Group assets is notallowed. You may not use companyresources for personal financial gainunrelated to the business ofUnitedHealth Group.

(See the Employee Handbook,Information Security policy on HRdirect for more details.)

PERSONAL USE OFELECTRONIC MEDIA

All communication systems, includingphones, e-mail, the Intranet (Frontier),Internet access, and voice mail belong toUnitedHealth Group and you must usethem primarily for business purposes.You are allowed limited reasonablepersonal use of UnitedHealth Group’scommunication systems, but you shouldassume these communications are notprivate. UnitedHealth Group reserves theright to access, monitor and disclose thecontents of phone calls, e-mail and voicemail messages and internet usage.

You may not use internal communicationchannels or Internet access at work toaccess, post, store, transmit, download ordistribute threatening or malicious

materials or materials you know orshould know are false or sexually explicit.This includes anything that is a crime orpromotes criminal activity, gives rise tocivil liability, or violates any laws. Also,among other things, you may not usecompany communication channels tosend chain letters, personal broadcastmessages, copyrighted documents notapproved for reproduction, or to openincorrectly addressed mail or look for ajob outside of UnitedHealth Group. Also,use of electronic instant messaging, anddownloading, storing and/ortransmitting non-business related multi-media is prohibited.

Employees who abuse the company’scommunication systems or use them

inappropriately for non-business reasons may lose these privileges and be subject to discipline, up to andincluding termination.

(See the Employee Handbook, Security & Safety section on HRdirect for more details.)

INTELLECTUAL PROPERTY

Among UnitedHealth Group’s mostvaluable assets is its intellectual property.Intellectual property includes materials,inventions or ideas that are copyrighted,trademarked or patented and tradesecret information. Trade secrets arevaluable Company information andintellectual property used and known by

Company Assets: Protection and Use

Q:Why does the company care if I use my companycomputer to surf the web or send personal emails – as long as I doit on my own time. It really doesn’t cost the company anything.

A: There is a cost associated with using the companycomputer – even if it is during your own time. Surfing the webinvolves more company resources than just the computer in yourwork station – there are also data lines and other companyresources that are being used and, therefore, not available forcompany use. One company discovered the third most visitedWeb site by its employees was a music site and that 4 percentof its Internet capacity was being used by employeesdownloading music. Wouldn’t it be frustrating to learn yourcomputer is slow because of inappropriate Internet use by otheremployees? Also, remember when you go to a Web site,UnitedHealth Group is identified as the visitor. Imagine if it waspublicized that you had visited a chat room that could beembarrassing to the company and you.

What if…


Q: A new employee in our department used to work for a competitor and gaveme a copy of the competitor's response to an RFP. The responses could be very helpfulwhen preparing our RFP responses – can we use this information?

A: No, unless the RFP response is public information. If it is not publicinformation, it may be proprietary information, and should not be used byUnitedHealth Group. Use of another company’s proprietary information could subjectUnitedHealth Group to a lawsuit by the competitor. Immediately advise your manager,the Legal Services Department or call the Ethics & Compliance HelpCenter (1-800-455-4521) so they can counsel you and the employee on UnitedHealth Group’spolicies. The information may also have to be destroyed or returned to the competitor.

What if…


UnitedHealth Group that may not besubject to patent, copyright or trademarkprotections, but are not generally knownby our competitors or other third parties.

Intellectual property includes, but is notlimited to, the following types ofcategories: inventions; new product ormarketing plans; business strategies andplans; detailed financial and pricinginformation, computer programs, modelsand data bases (including withoutlimitation source codes), designs,analytical models; customer lists andcustomer information, supplier andvendor lists and supplier and vendorinformation. This list of categories is notexclusive but suggests the wide array ofinformation that may be entitled to tradesecret protection.

UnitedHealth Group owns all intellectualproperty you make, create, develop, writeor conceive either on your own or withanother person while employed by orcontracted with UnitedHealth Group andwhether developed during working hoursor after working hours that:

• is related in any manner to the actualor anticipated business, research ordevelopment of the company;

• results from work assigned to orperformed by you for the company; or

• is conceived of or made with the use ofthe company’s systems, equipment,materials, facilities, computerprograms or confidential information.

(See the Protecting Information Assetsand Confidential Information policy)

PROTECTION OFINTELLECTUAL PROPERTY

UnitedHealth Group strives to protect itsintellectual property through patents,copyrights, trademarks and treating otherconfidential and proprietary informationas trade secrets.

You must carefully guard the secrecy ofthese trade secrets and confidential andproprietary information. Mark thisinformation “Confidential,” keep itsecure, and limit access to only those who

need to know it to perform their jobs. Becareful not to discuss such confidential orproprietary information in public areas.Similarly, be careful when working on alaptop computer in a public area whereothers can view your work. Manycompanies’ secrets have been lost inelevators, restaurants, airplanes and otherpublic places.

Your duty to guard UnitedHealth Group’sconfidential and proprietary informationand trade secrets continues after youleave the Company. Keep in mind thattrade secret information includes notonly that information contained inwritten or digitized documents, but alsoincludes all such information that youmay have committed to memory duringthe course of your job.

PROPERTY RIGHTS OF OTHERS

UnitedHealth Group believes inhonoring copyrights and respecting thetrade secrets of others. You must notmake unapproved copies or reveal or useany trade secrets of a competitor,including a former employer, inconnection with your duties atUnitedHealth Group. This includescustomer lists, technical developments, oroperational data.

If you obtain information by mistake thatmight be a trade secret or proprietaryinformation of another company,immediately consult the Legal ServicesDepartment or the Ethics & ComplianceHelpCenter (1-800-455-4521).

TRADEMARKS AND THEUNITEDHEALTH GROUPNAME

The UnitedHealth Group brand identity,including its name, logo, trademarks andservice marks are among the company’s


most valuable assets. To protect theseassets, you must use them correctly andonly to advance the company’s interests.Consult the Legal Services Departmentwith questions or concerns about the use of UnitedHealth Group’s trademarksor name.

Guidelines for how to use the brandidentities are also on the CorporateCommunications site on Frontier.

(See the Trademarks and Service Marks policy)

COMMUNICATIONS WITHUNITEDHEALTH GROUP’SATTORNEYS

Information you give UnitedHealthGroup’s attorneys to obtain legal adviceabout company business is generallyprotected by the attorney-client privilege.This privilege protects confidentialattorney-client communications frombeing shared with others. You shouldkeep these communications confidentialand not share them with others, includingother UnitedHealth Group employees,except on a need-to-know basis.

The attorney-client privilege belongs tothe company, not to UnitedHealth Groupemployees. You should not consideranything you tell a company attorney tobe protected from disclosure tomanagement. You should also rememberthe attorneys are representing thecompany, not you.

You should not contact UnitedHealthGroup’s attorneys for advice aboutpersonal or employment issues. HRdirect,Corporate Employee Relations orOptum® are your resources for help withthese issues. If you have questions aboutcommunications with UnitedHealth

Group’s attorneys, please consult theLegal Services Department.

COMPUTER AND NETWORKSECURITY

UnitedHealth Group’s business dependsupon the continuous, efficient operationof its computer systems and networks.The company has a large investment inthese assets. You must guard theirintegrity. Do your part by protectingpasswords, IDs and access to computersystems. Never download unauthorizedsoftware or software licensed for personaluse onto company computers. Allcomputers must be protected with virusprotection software. Take steps to avoid“viruses” from the Internet orunauthorized software, and protect thecompany from lawsuits by using onlylegally licensed software.

(See the Employee Handbook, Safety andSecurity section on HRdirect and theSoftware License Compliance policy formore details.)

CREATING AND RETAININGBUSINESSCOMMUNICATIONS

Almost all business records andcommunications may become subject topublic disclosure during litigation orgovernmental investigations. Businesscommunications are also often obtainedby outside parties or the media. As aresult, you should try to be as clear,concise, truthful and accurate as possiblewhen creating any information. Do notguess, exaggerate, use colorful language,legal conclusions, or negativecharacterizations of people or theirmotives. Remember that tone, such assarcasm, can be misread andmisinterpreted. This policy applies to

communications of all kinds, including e-mail and “informal” notes or memos.

Always save and destroy records as statedin UnitedHealth Group’s RecordsManagement policy. If litigation, anaudit, or a governmental investigation ispending, do not destroy any relatedrecords. Direct any questions aboutdocuments pertaining to litigation, anaudit or an investigation to the LegalServices Department.

(See the Accurate Books and Recordsand Records Retention policies)

Antitrust laws in the United States andfair competition laws in many othercountries were put in place to promotehealthy competition among businessesand to protect consumers against anti-competitive acts. These laws can be verycomplex. This section briefly coversissues common to many of them. If you have questions, contact the LegalServices Department.

• Agreements between competitors that limit

competition are illegal and will not be tolerated.

Examples include fixing prices or terms of sale;

allocating products, markets, territories or

customers; or agreeing to boycott certain

customers or suppliers.

• Never discuss or even listen to a discussion of

present or future prices, profit margins or costs,

bids or intended bids, terms or conditions of

sale, market shares, sales territories, distribution

practices or other competitive information with a

competitor’s representative. Merely talking about

these issues with competitors may be viewed as

an illegal agreement.

• Do not disclose a UnitedHealth Group bid or

solicit information about a competitor’s

confidential bid. This may be viewed as a form of

hidden agreement and you must avoid it. Any employee who has a question about

the potential antitrust implications of adiscussion, decision or action mustconsult with the Legal ServicesDepartment before any action takes place.

(See the Antitrust Compliance policy)

Competition

Q: I have a friend who is a salesperson for a competitor. Whenever we go outtogether, we end up talking about business like the latest marketing and pricing strategiesour companies have developed. Since we’re friends – this isn’t a problem is it?

A: Your discussions involve two very dangerous areas. First, you may be disclosinginformation UnitedHealth Group considers confidential and proprietary. Second, anydiscussion of this type among the representatives to two competitors – even in a socialenvironment – can be considered an antitrust violation. Discussions about marketing andpricing is particularly dangerous. If you have friends and acquaintances who work forUnitedHealth Group’s competitors, you should not discuss anything that revealsconfidential and proprietary information about UnitedHealth Group or that could beconstrued as a discussion about pricing, marketing, boycotts or other types of antitrust violations.

What if…


Business decisions and actions must bebased on the best interests ofUnitedHealth Group and not personalinterests or relationships. Relationshipswith prospective or existing suppliers,contractors, customers, competitors orregulators must not affect yourindependent and sound judgment onbehalf of UnitedHealth Group. Avoid anysituation that causes or appears to cause aconflict of interest with UnitedHealthGroup’s interests.

(See the Avoiding Conflicts of Interestand Business Courtesies policies)

DISCLOSURE

The best way to avoid a conflict ofinterest is to disclose any relationshipsothers might misinterpret. This includesany relationships with other employees,customers, suppliers and competitors.You should raise questions about possibleconflicts of interest and disclose thesekinds of situations to your manager orthe Ethics & Compliance HelpCenter asthey arise.

Some employees have additionalresponsibilities to disclose information atthe time of hire and annually thereafter.See the Avoiding of Conflicts of Interestpolicy for details.

BOARD MEMBERSHIPS

You may serve on the board of directorsof community or nonprofit organizationsif your role does not affect your ability toperform your job for UnitedHealthGroup. To make sure such activities donot cause a conflict of interest or otherproblem with your position atUnitedHealth Group, you should tellyour manager. You also must get approvalfrom the Office of the General Counselbefore you become a board member ofany for-profit organization.

If you become a board member foranother organization, you should askabout the type of indemnity andinsurance it provides for board members.Except when you are a member ofanother organization’s board atUnitedHealth Group’s request,UnitedHealth Group will not indemnify

you for anything that occurs as a result ofyour board membership.

You must not serve on the board ofdirectors of any company that competeswith UnitedHealth Group.

(See the Outside Directorships policy)

EMPLOYMENT ANDACTIVITIES OUTSIDE OFUNITEDHEALTH GROUP

You may not provide services to anybusiness that competes withUnitedHealth Group. In addition,UnitedHealth Group employees generallymay not accept payment for services theyperform for UnitedHealth Group outsideof their regular jobs.

A conflict of interest may arise if you areemployed outside of UnitedHealthGroup and it hinders your work forUnitedHealth Group. You must makesure any outside activities are strictlyseparate from your duties atUnitedHealth Group. You may not useUnitedHealth Group’s time, resources orpeople for non-UnitedHealth Groupemployment activities.

FAMILY MEMBERS

A conflict of interest may arise whendoing business or competing withcompanies for which a family memberworks, or in which your family memberhas an ownership interest. You shoulddisclose any such relationships to yourmanager. Your manager will consult withHRdirect, Corporate Employee Relations,the Legal Services Department or theEthics and Integrity Office to decide thebest course of action.

(See the Avoiding Conflicts of Interest policy)

Conflicts of Interest

Q: My sister works for a company that would be a great officesupplies vendor for UnitedHealth Group. Can I purchase from her company?

A: You can not personally purchase from a family member or haveany direct or indirect influence of any decision to purchase from her. Thepotential for an appearance of a conflict of interest is too great. However, ifyou are completely removed from UnitedHealth Group’s purchasing decisionsin your business area, you may introduce her to the appropriate personwithin UnitedHealth Group.

What if…


INSIDE INFORMATION ANDSECURITIES TRADING

Insider trading is against the law andUnitedHealth Group’s Insider Tradingpolicy. You violate the insider tradingprovisions of the securities laws andcompany policy if you engage in asecurities transaction while possessing

material nonpublic information aboutthat company.

If you possess inside information, you canbe held liable under insider trading lawsif you give that information to anotherperson and that person engages in asecurities transaction based on yourinformation or stock tip.

Also, you should not engage ininvestment activities that give you afinancial interest in poor stockperformance by UnitedHealth Group(generally true for “put” options or“short sells”).

(See the Insider Trading policy)

Q: I know that the Insider Trading Policy prohibits employees from trading inUnitedHealth Group stock whenever they possess “material nonpublic information.” Howdo I know if the information I have is “material”?

A: Information should be regarded as material if a reasonable investor wouldconsider the information important when deciding to buy or sell stock. Generally, anyinformation that influences an investor’s decision to buy or sell stock should be regardedas material.

When you are thinking about buying or selling UnitedHealth Group securities, you shouldapply the “reasonable investor” test: “Would a reasonable investor consider thisinformation important in deciding whether to buy or sell?” If the answer is yes, don’ttrade until the information is public or no longer material.

While it is not possible to define exactly what constitutes “material information,” youshould be aware that the following types of information may be considered ”material”:

• Financial results • Projections of future earnings or losses• News of a pending or proposed • Gain or loss of a substantial customer

acquisition or disposition or supplier• Impending financial problems • New product announcements of a• Significant litigation exposure due to significant nature

actual or threatened litigation • Significant pricing changes• Significant product defects or modifications • New equity or debt offerings• Changes in dividend policy • Changes in senior management

What if…



INVESTMENTS AND OTHERFINANCIAL OPPORTUNITIES

A financial investment that compromisesyour independent judgment or work atUnitedHealth Group is a conflict ofinterest. The term “financial investment”means stock, options to buy stock, orother ownership interests in a company.

UnitedHealth Group’s policy embraces a“rule of reason.” For example, smallinvestments in companies that competewith UnitedHealth Group, or smallinvestments by your spouse in his or heremployer (when the company competeswith UnitedHealth Group), may not be a problem.

If your investment or your spouse’sinvestment in a UnitedHealth Groupcompetitor is not small, telling yourmanager is a key first step. It will ensure your integrity is not questionedand the issue will be resolved toeveryone’s satisfaction.

You should not invest in suppliers orcompanies with whom UnitedHealthGroup is contemplating a transaction ifyou will need to recommend or makedecisions about products, services or themerits of a transaction with that supplieror company. Also, you must promptlyreport any situations wherecompanies/suppliers that you areevaluating or doing business with offeryou stock, or include you in an InitialPublic Offering.

If you have any questions about whether a situation is a conflict of interest, consult with your manager. Of course,you or your manager may consult the Legal Services Department, the Ethics and Integrity Director or the Ethics& Compliance HelpCenter.

You also may not directly or indirectlybuy, lease or acquire rights to anyproperty or materials if you believeUnitedHealth Group also may beinterested in the opportunity. You shouldtell your manager about any businessopportunity you become aware of due to your job at UnitedHealth Group.

(See the Avoiding Conflict of Interest policy)

Q: My boss has been traveling a lot because UnitedHealth Group isacquiring Acme Health Care, but the acquisition has not yet been made public. I know that when acquisitions are announced, the stock of the company beingacquired often increases in value. I want to buy some Acme stock before theacquisition is announced. The Insider Trading Policy only prevents me fromtrading in UnitedHealth Group stock – right?

A: No, the Insider Trading policy prohibits employees from trading inthe stock of any company – not just UnitedHealth Group stock -- that they havenon-public material information about. Knowing about the planned acquisitionof Acme by UnitedHealth Group is non-public material information about Acmethat prohibits you from purchasing Acme stock.

What if…


It is UnitedHealth Group’s policy to treat all of our customers,including federal, state and local governments, with the honesty,fairness and quality described in these Principles. We also striveto comply with the procurement laws and regulations put inplace to protect the public interest. These laws apply toUnitedHealth Group whether work is done under a primarycontract or subcontract.

UnitedHealth Group employees who work with governmentofficials and contracts must know and comply with applicablelaws and regulations. Direct questions about the laws andregulations applicable to working with government customers tothe Legal Services Department.

(See the Government Contracting policy)

Government Customers

Q: My business unit is bidding on a state Medicaidcontract. We will be having several meetings with state officialsthat may extend through the lunch hour. Is it okay to treat themto lunch?

A: It may not be. We should not do anything that mayimproperly influence, or appear to improperly influence, thebidding process. To avoid the appearance of a conflict, youshould not provide a meal.

What if…


EMPLOYEE EDUCATIONABOUT FALSE CLAIMS

UnitedHealth Group policy requirescompliance with the requirements offederal and state laws that prohibit thesubmission of false claims in connectionwith health care programs, includingMedicare and Medicaid. EveryUnitedHealth Group employee affiliatedwith a Business Organization that receivesor makes payments of $5 million or moreunder a state Medicaid contract, mustcomply with the following requirementsdesigned to detect and prevent fraud,waste and abuse.

• Federal False Claims Act: The federal False

Claims Act prohibits knowingly submitting (or

causing to be submitted) to the federal

government a false or fraudulent claim for

payment or approval. It also prohibits knowingly

making or using (or causing to be made or used)

a false record or statement to secure payment

for a false or fraudulent claim paid or approved

by a state Medicaid program, the federal

government or its agents, such as a carrier or

other claims processor.

Civil penalties can be imposed on any person or

entity that violates the federal False Claims Act,

including monetary penalties of $5,500 to $11,000

as well as treble damages for each false claim.

• Federal Program Fraud Civil Remedies: The

Federal Program Fraud Civil Remedies Act of

1986 allows the government to impose civil

penalties against any person who makes,

submits or presents false, fictitious or fraudulent

claims or written statements to designated

federal agencies, including the U.S. Department

of Health and Human Services, which is the

federal agency that oversees the Medicare and

Medicaid programs.

• State False Claims Acts: Several states have

enacted broad false claims laws modeled after

the federal False Claims Act that impose civil

penalties ranging from $5,500 to $11,000 for

each action, plus treble damages and

reimbursement costs of the action. Other states

have enacted laws with provisions limiting false

claims to health care fraud that impose civil

penalties up to $10,000 per violation, plus three

times the amount of excess payment including

interest and reimbursement costs of the civil

action, and criminal fines up to $50,000 and

possible imprisonment

• Whistleblower and Whistleblower

Protections: The federal False Claims Act and

some state false claims acts permit private

citizens with knowledge of fraud against the U.S.

Government or state government to file suit on

behalf of the government against the person or

business that committed the fraud. The laws

also prohibit retaliation against an employee for

investigating, filing or participating in a

whistleblower action.

(See the Integrity of Claims, Reports and

Representations of Government Entities policy).


EMPLOYEES’RESPONSIBILITIES

UnitedHealth Group corporate policieson Detecting Fraud and Abuse requireeach UnitedHealth employee to complywith the requirements of these policies.In addition, each employee is requiredunder these policies to report anysuspected misconduct, includingsuspected violations of the Company’spolicies or procedures or federal or statelaws, as required by UnitedHealthGroup’s Reporting Misconduct Policy.UnitedHealth Group employees canmake reports of potential improperactivities to their supervisor, the LegalDepartment, the Internal AuditDepartment or Corporate Security.Anonymous phone calls can be made to a toll-free Ethics & ComplianceHelpCenter: 1-800-455-4521.

UnitedHealth Group expressly prohibitsretaliation against employees who, ingood faith, report or participate in theinvestigation of compliance concerns, orwho, in good faith, investigate, file orparticipate in a whistleblower action.

MANAGERSRESPONSIBILITIES

UnitedHealth Group managers mustinform their employees thatUnitedHealth Group does not tolerate or condone activities that result in orcontribute to the submission of falseclaims to any federal health careprograms, including Medicare andMedicaid. A UnitedHealth Groupmanager must take appropriate action if he or she learns about possiblefraudulent or abusive activities.

BUSINESS ORGANIZATIONRESPONSIBILITIES

UnitedHealth Group’s policy onDetecting Fraud and Abuse requires each Business Organization to establishprocedures to detect, investigateeliminate and report fraud and abuse.Each UnitedHealth Group’s BusinessOrganizations’ policies and procedureson detecting and preventing fraud, wasteand abuse can be reviewed online oneach Business Organization’s website.

UnitedHealth Group BusinessOrganizations that receive or makepayments of $5 million or more under astate Medicaid contract must coordinatewith UnitedHealth Group’s Ethics andIntegrity Office to educate and train allof their employees on federal and statefalse claims acts, the federal ProgramFraud Civil Remedies Act of 1986 andwhistleblower protections available underthese laws.

CORPORATERESPONSIBILITIES

UnitedHealth Group’s Ethics andIntegrity policy on Detecting Fraud andAbuse and each Business Organizations’policies on Detecting Fraud and Abuseprovide specific details regarding internalpolicies, procedures and individuals’responsibilities to prevent and detectfraud, waste and abuse. Additionally,UnitedHealth Group’s Ethics andIntegrity Program provides for rigorousinternal investigations and promptresolution of alleged violations.

GOVERNMENTINVESTIGATIONS AND INTERVIEWS

UnitedHealth Group and its employeesmust cooperate fully and promptly withgovernment actions looking into possiblecivil and criminal violations of the law. Itis important, however, that during thisprocess UnitedHealth Group is able toprotect the legal rights of the companyand its employees. To do so, employeesmust promptly refer any questions fromthe government or requests forinformation, documents or interviews tothe Legal Services Department.Employees who take part in governmentinterviews must tell the truth and givecomplete, clear answers.

In response to government requests forinformation, the company will providecomplete, factual and correctinformation. Never hide, destroy orchange documents, or lie or makemisleading statements to governmentofficials or their representatives. Do nottry to cause a fellow employee to fail toprovide correct information.

UnitedHealth Group will answergovernment requests for information asrequired by law. It is important, however,that UnitedHealth Group is able to protectthe legal rights of the company and itsemployees when responding to suchrequests. As a result, employees must referall government requests for information tothe staff who have been assignedresponsibility for regulatory compliance.The compliance staff may respond toroutine requests that are within the scopeof their job responsibilities. All otherrequests must be referred to the LegalServices Department.

(See the Government Interviews ofCompany Employees policy)



GENERAL HEALTH AND SAFETY

UnitedHealth Group is committed toproviding a safe and healthful workplacefor all employees and visitors. You cansupport this commitment by observing allhealth and safety rules and laws thatapply to your job. You also must promptlyreport accidents, injuries, or occupationalillnesses and unsafe practices orconditions to your manager.

(See the Employee Handbook, Safety and Security section, on HRdirect formore details)

VIOLENCE IN THE WORKPLACE

In line with its policy to provide a safeworkplace for employees, UnitedHealthGroup is committed to maintaining awork environment free from acts orthreats of violence. The company will notpermit any behavior that puts the safetyof its employees, participants, customers,suppliers or others in danger.

Employees may not carry any weapon onthe job; onto company work sites; incompany vehicles; in personal vehicleswhile being used for company business;or while attending UnitedHealth Group-sponsored activities. Non-employees,except law enforcement officers andspecifically contracted armed securityagents, are not allowed to carry a weapononto UnitedHealth Group property.Threats or acts of violence or physicalintimidation are not allowed.

Employees must promptly report allthreats, attempted violence, or actualviolence against themselves, otheremployees, customers or third parties in

the UnitedHealth Group workplace totheir manager, HRdirect, or CorporateSecurity at (952)936-1310.

(See the Employee Handbook, WorkConduct section on HRdirect for more details)

DRUGS AND ALCOHOL

To help promote a safe and healthfulenvironment for employees and providecustomers and investors with the qualityand productivity they demand,UnitedHealth Group requires a drug-freeworkplace. Employees must not be underthe influence of any substance, includingalcohol, that could prevent them fromworking safely and effectively. Using,possessing, distributing, manufacturing,transporting, selling or being under theinfluence of alcohol or an illegal or illicitdrug while on duty, on company worksites, or in company vehicles or inpersonal vehicles used for companybusiness is not allowed. Employees with alcohol or drug problems areencouraged to contact Optum® or other qualified professionals.

Employees who are using prescription ornonprescription drugs that may impairtheir alertness or judgment and as aresult put their safety or that of their co-workers, participants, or others in danger,must not continue to perform their jobsand must tell their manager.

(See the Employee Handbook, WorkConduct section on HRdirect for more details)

Health, Safety & Security

EMPLOYEE RELATIONS

UnitedHealth Group is committed toproviding a work environment whereeach of you is valued and treated withrespect. We want to ensure anenvironment that promotes respect foreach other’s differences and anunderstanding of the value of diversitywithin the organization. Our employmentpolicies also emphasize this commitmentby prohibiting any form of discriminationand harassment, as well as violence orthreats against an employee, serviceprovider, vendor, consultant, customer, or other constituent.

To help ensure a safe work environmentfree from discrimination, harassment orthreats, you should immediately reportany improper conduct to your manager.If your manager is not available or if theconduct involves your manager, youshould report the incident to one of the following:

• The next level of management

• HRdirect at 1-800-561-0861

• A Human Capital representative

• Corporate Employee Relations at 952-936-1758

• The Ethics & Compliance HelpCenter at

1-800-455-4521

Complete information regardingUnitedHealth Group’s EmployeeRelations policies and practices isavailable online:

• From UnitedHealth Group’s Intranet, Frontier,

select HRdirect, the Knowledge Base, or

• From the internet, go to www.unitedhrdirect.com,

then select Knowledge Base.

Once you have logged into theKnowledge base, select EmployeeHandbook to view Employee Relationspolices and practices. If you do not haveonline access, or if your question is notanswered in the Knowledge Base, callHRdirect at 1-800-561-0861 and speak toa representative.

EMPLOYMENT PRIVACY

At UnitedHealth Group, we strive torespect each other’s privacy. At the sametime, the company needs to maintain anefficient work environment.

While UnitedHealth Group does notroutinely monitor personalcommunications, it reserves the right todo so. Employees should not expectcommunications in the workplace to beprivate. UnitedHealth Group reserves theright to review your use of phones, voicemail, the Internet, the Intranet or e-mailfor any reason without prior notice.UnitedHealth Group also reserves theright to search employee work spaces,lockers, briefcases, etc. In addition, inorder to promote the security of its workplace and employees, the companymaintains cameras to monitor certaincommon areas and, on occasion, thecompany may install surveillance

equipment to investigate specificinstances of possible misconduct.

Failure to permit a search or interferencewith a search may result in disciplinaryaction up to and including termination.

(See the Employee Handbook, Security &Safety, Information Security Policy onHRdirect, for more details.)

FORMER GOVERNMENTEMPLOYEES

Former U.S. government employeesgenerally are not allowed to represent the company in matters where thegovernment has substantial interest andwhere the employee had priorresponsibility. Retired senior governmentofficials are further restricted fromselling to, or in some cases contacting,their former agency. The time frame of these restrictions and what they apply to depend on the type of formergovernment employment. AllUnitedHealth Group employees who are former government employees areexpected to know and comply with any restrictions on the functions they can perform. Such employees must also notify their managers of any such restrictions.

(See the Employee Handbook,Employment of Governmental Employeeson HRdirect, for more details.)

HRdirect


No matter where they are located aroundthe world, UnitedHealth Groupemployees must follow these Principles ofEthics and Integrity by complying with allof UnitedHealth Group’s policies andlocal laws.

Some U.S. laws apply to UnitedHealthGroup’s non-U.S. operations. A numberof the key areas where U.S. law appliesinternationally are outlined below.

ACCOUNTING

UnitedHealth Group’s status as a publiclyheld corporation means the companymust conform to generally acceptedaccounting principles in all operationsworldwide. All payments, transactions and accounts worldwide must becorrectly and truthfully recorded andreported.

(See the Accurate Books and Records Policy and Procedures)

ANTI-BOYCOTT

UnitedHealth Group employees andagents by law may not cooperate in anyway with an unsanctioned foreign boycottof countries friendly to the United States.Promptly send any request forinformation or action that seems to relate to any illegal boycott to the Legal Services Department.

EXPORT CONTROL

Several U.S. laws restrict trade withcertain countries. Other laws restrictexports of certain technologies, especiallyin the areas of encryption and advancedcomputing devices. UnitedHealth Groupmust comply with U.S. exportrestrictions. Employees and agents whoare not sure of the legal trade status ofany country or technology must contactthe Legal Services Department.

FOREIGN CORRUPTPRACTICES ACT

The Foreign Corrupt Practices Act(FCPA) states that companies, includingUnitedHealth Group, must not offer,promise to pay, or approve the paymentof money or anything of value to foreigngovernment officials or theirrepresentatives, parties or candidates toinfluence the acts or decisions of foreignofficials. Certain minor payments toforeign government officials made tospeed up or secure the performance of“routine governmental action” may notviolate the law. Always consult with theLegal Services Department beforemaking or approving any such payment.

(See the Foreign Corrupt Practices Act Compliance Policy and Procedures)

International Business Practices



UnitedHealth Group’s reputation comes,in part, from the relationships itmaintains with the news media. For this reason, it is critical that we presentinformation to the news media in a clear, accurate, positive and professional manner.

As a publicly traded company, it isimportant for UnitedHealth Groupemployees to know the securities law fair disclosure requirements. Thefollowing is information that cannot bediscussed unless specific exceptions have been approved by UnitedHealthGroup’s general counsel, Capital Markets Communications and Strategy, and your business unit’scommunications department:

• Estimated revenues or earnings

• Business statistics, other than those already

published in the earnings reports, UnitedHealth

Group’s annual report, filings with the Securities

and Exchange Commission, or issued in

news releases

• Unannounced products and services

• Senior executive hires or changes

• Acquisition or divestiture plans

• Positions on pending regulatory changes,

lawsuits or investigations

APPROVALS

All news to be sent to local, regional ortrade media must be reviewed andapproved by the appropriate businessleader, public relations department,subject matter experts, and assigned legalcounsel before it is released.

News for the national news media or tobe sent over a news wire service also must be reviewed and approved byUnitedHealth Group’s Office of theChairman, and the Office of the General Counsel.

MEDIA INQUIRIES

Contact with the news media should becoordinated with the public relationsspecialist for your business or anapproved public relations agency. Thiswill make sure the reporter talks to a keysubject matter expert and receives themost current information.

ANALYST INQUIRIES

All contact with investors or analysts mustbe coordinated through the Director ofCapital Markets Communications andStrategy, (952)936-7214.

ACTING AS ASPOKESPERSON

Employees who are experts in a certainarea or who are company leaders may beasked to act as a media spokesperson.The Public Relations staff will select andtrain employees for this role. Allspokespersons must coordinate theirmedia contacts with their assigned PublicRelations staff.

(See the Disclosure of Information to thePublic, the Media and Analysts and theCrises Communications policies)

Media and Analyst Contact and Communication


Participant Information

Political and Community Activities

DISCLOSURE OFINFORMATION

At UnitedHealth Group, we collectinformation about the medicalconditions and treatment of ourparticipants. We know this is sensitiveinformation and are determined to keepit confidential. We do not give out or talkabout participant-specific informationwith others unless we have theparticipant’s consent, it is necessary toserve the participant, it is allowed orrequired by law or it is determinedappropriate to protect the participant or others.

UnitedHealth Group employees mustnever disclose confidential informationthat violates the privacy rights ofparticipants. Employees must not viewany participant information other thanwhat they need to do their job.

(See the Information and PrivacyPractices policy)

USE OF INFORMATION

Generally UnitedHealth Group hasacquired participant information forlimited purposes of providing oradministering its health and well-beingproducts. In some cases, UnitedHealthGroup is allowed to use the informationfor other purposes, such as research andanalysis. UnitedHealth Group will useparticipant information only for thereasons it was received or as theparticipant or law allows.

(See the Information and PrivacyPractices policy)

COMMUNITY ACTIVITIES

UnitedHealth Group contributes to theeconomic and social development of the communities where it does business.In addition to creating jobs andproviding services, the companyencourages employees to be active in their communities.

If you take part in community activitiesnot sponsored by UnitedHealth Group,you must make it clear that your viewsand actions are your own and not thoseof the company. Also, your activitiesoutside the workplace should not interfere with your work atUnitedHealth Group.

If you wish to use company time orproperty to support charitable,nonpolitical efforts, you must first obtainyour manager’s approval.

POLITICAL ACTIVITIES

No employee may contribute on behalfof UnitedHealth Group or useUnitedHealth Group’s name, funds,people, property or services to supportpolitical parties or candidates unlessallowed by law and approved in advance by UnitedHealth Group’sgeneral counsel.

If you take part in political activities orcommittees, you must make it clear thatyour views and actions are your own andnot those of the company, unless the

company has requested and approvedyour participation. If you take part in anypolitical committee, even for personalreasons, you should notify the VicePresident of Federal Affairs, EliseGemeinhardt, (202)371-1303, of yourinvolvement so appropriate coordinationof political activities can occur. Youractivities outside the workplace shouldnot interfere with your work forUnitedHealth Group.

You must not pressure a fellow employeeto express a political view that goesagainst his or her personal view. You alsomust not pressure a fellow employee tocontribute to a political action committee(PAC), political party or candidate, or charity.

U.S. law and the laws of many state andlocal governments forbid companiesfrom contributing money, goods orservices to political candidates, except foradministrative support of a company’sPAC. The PAC receives voluntarycontributions from employees that arethen contributed to political parties and candidates. The PAC does notcontribute company funds to politicalparties or candidates.

Outside the United States, UnitedHealthGroup will honor local laws andapplicable U.S. laws, including theForeign Corrupt Practices Act.

(See the Employee Handbook, Work Conduct section on HRdirect for more details.)


UnitedHealth Group believes in doingbusiness with suppliers, contractors,agents, sales representatives, andconsultants who have ethical businesspractices. The company will not knowinglyuse suppliers who violate applicable lawsor regulations, including environmental,employment or safety laws.

Obtaining the best overall value forUnitedHealth Group should be the basisfor procurement decisions. Employeesshould be utilizing UnitedHealth Group’scentrally leveraged contracts and processesfor their routine purchases. In the eventyou need to acquire a non-standardservice or good, contact the appropriate

Procurement department for assistance.Office Connection on the front page ofFrontier can answer many frequentlyasked questions about procurement and suppliers.

UnitedHealth Group has a SupplierAuthorization Request process. Allrequests for new suppliers will be reviewedby Procurement. Not all requests areapproved. Do not commit or enter into any agreements on behalf of thecompany unless you have fiscal andsignatory approval to do so and yourrequest has been approved in advance by Procurement.

Personal, family and financialrelationships may make it difficult to makeobjective decisions. If you have a personalor family relationship with, or own aninterest in a supplier or potential supplier,you must tell management of therelationship. You must also take steps tomake sure decisions affecting thesecompanies are based solely on objectiveinput and judgment. See the Conflicts ofInterest section of these Principles foradditional guidance regarding these types of situations.

Procurement Practices

Many of UnitedHealth Group’s businessunits rely upon and/or maintain a varietyof relationships with physicians and otherhealth care providers. These relationshipsare essential to UnitedHealth Group’sbusiness and success. Many of thebusiness units enter into contracts withcertain physicians and other health careproviders to render services toparticipants. The business units may alsoarrange for non-contracted physiciansand other health care providers to bepaid for services provided to participants.

All contractual arrangements withphysicians and other health careproviders must be in writing and in

accordance with the Legal ServicesDepartment’s policies. And, all businessrelationships with a physician or otherhealth care provider must comply withapplicable legal requirements and anyestablished company standards.Specifically, contractors for services undera state Medicaid contract must agree inwriting to comply with the requirementsof the federal False Claims Act, anyapplicable state false claims acts, and theProgram Fraud Civil Remedies Act of1986. If an employee is not sure whatlegal requirements or company standardsmay apply, the employee should consulthis or her manager or contact the LegalServices Department.

Provider Relationships


Q: I work in sales and am always up againstcompetitors who make a lot of promises that they don’t fulfill. Ifeel pressured to do the same in order to get the business. Thisis all part of the sales game – right?

A: Business is not a game – it involves realcommitments and impacts real people. UnitedHealth Groupis successful because of long-term customers who aresatisfied with UnitedHealth Group’s products and services.We will continue to build a better company because wedeliver what we promise – not because of a deceptive salethat later can not be fulfilled.

What if…One of UnitedHealth Group’s goals is to satisfy its customerswith high-quality products and services at competitive prices. Wemust treat customers with honesty, integrity, fairness and respectat all times, and we must make promises only when we arereasonably sure we can keep them.

In our highly competitive marketplace, UnitedHealth Groupcan create a competitive advantage by correctly representingproducts, services, benefits and prices. If we make promises wecan’t keep, hard-earned customer trust is lost. We also must notcreate misleading impressions, omit important facts, or makefalse claims about our competitors’ offerings.

While UnitedHealth Group needs to aggressively market andadvertise its products and services, we must do so whilefollowing “truth in advertising” laws. You must never use illegalor unethical activities to obtain business, including offeringbribes or kickbacks.

Sales & Marketing

Regulatory Compliance and Accreditation Organizations

REGULATORY COMPLIANCE

UnitedHealth Group provides a variety ofhealth care related services and coverageproducts in many states and countries.These products and services must beprovided according to applicable federal,state and local laws. The company issubject to many other laws in addition tohealth care coverage regulations.

It is UnitedHealth Group’s goal toprovide its employees with theinformation and education they need tofully understand and comply with allrelevant laws and regulations. Employeesshould promptly report violations orsuspected violations of applicable laws toa manager, a member of management,

the Legal Services Department, or theEthics & Compliance HelpCenter by phone at 1-800-455-4521 or online at Frontier > Corporate Services > Ethics and Integrity > Ethics &Compliance HelpCenter.

(See the Government Interviews ofUnitedHealth Group Employees policy)


100-3168 4/07

Documents

Principles of Ethics Integrity - World Banksiteresources.worldbank.org/INTETHICS/Resources/UnitedHealth.pdf · corporate governance and ethical business conduct. Our goal is to advance