Governance

Code of Conduct

AT&T's Code of Business Conduct (COBC) puts our values into action across the globe. More than just a set of rules, the COBC lays out the guidelines and expectations for how we do business and how we interact with customers, suppliers, owners and each other. We hold ourselves to the highest standards. This means always “doing the right thing” and operating with integrity, transparency and honesty. The COBC is available as a PDF and as an interactive form on att.com.

The COBC covers a wide range of topics related to ethics and compliance, including diversity and nondiscrimination, conflicts of interest, customer and employee data privacy and our commitment to the environment. In addition, we maintain an easy-to-use website that provides access to specific policies and more detailed guidance around key topics covered in the COBC. Each employee — from our part-time employees to our CEO — is responsible for reviewing the COBC annually and understanding its provisions.

In the U.S., manager appraisals include a component that reflects the employee’s commitment to the COBC and all other applicable company policies, including completion of all mandatory compliance training. In 2017, approximately 99% of employees completed the annual COBC training.

For more information, see our Good Corporate Governance issue brief.

Code of Ethics

The Board has adopted a Code of Ethics that applies to all employees and our Board of Directors. The Code of Ethics emphasizes honest and ethical behavior, avoiding conflicts of interest, and the fairness and accuracy of our SEC filings and related financial statements. In addition, our Principles of Conduct for Suppliers covers numerous topics, including ethics, for suppliers. For more information, please see our Engaging Our Supply Chain issue brief.

Board

A substantial majority of the Directors of the Board shall be "independent" in accordance with the listing standards of the New York Stock Exchange. The Board, on an annual basis, reviews the independence of all Directors, affirmatively makes a determination as to the independence of each Director, and discloses those determinations. For a Director to be "independent," the Board must affirmatively determine that, in its business judgment, the Director has no material relationship with AT&T, either directly or as a partner, shareholder or officer of an organization that has a relationship with AT&T except as a Director. In making that determination, the Board adheres to the independence requirements of the New York Stock Exchange and the following additional standards:

  • A Director who owns, together with any ownership interests held by members of the Director’s immediate family, 10% of another company that makes payments to, or receives payments from, AT&T (together with its consolidated subsidiaries) for property or services in an amount which, in any single fiscal year, exceeds the greater of $1 million or 2% of such other company’s consolidated gross revenues, shall not be considered "independent" until three years after falling below such threshold.
  • A Director who is, or whose immediate family member is, a director, trustee or officer of a charitable organization, or holds a similar position with such an organization, and AT&T (together with its consolidated subsidiaries) makes contributions to the charitable organization in an amount which exceeds, in any single fiscal year, the greater of $1 million per year or at least 5% of such organization’s consolidated gross revenues, shall not be considered "independent" until three years after falling below such threshold

Learn more at Investor Relations.

Board/Executive Compensation

Our Corporate Governance Guidelines cover subjects such as CEO and Director compensation. The guidelines are published on our website and available in print to any stockholder who requests them. To view them, visit our Investor Relations Corporate Governance website and our annual proxy statement.

Corporate Social Responsibility

Sustainability Governance

Our commitment to Corporate Social Responsibility (CSR) is embedded in every company level, and oversight rests with the Public Policy and Corporate Reputation Committee of the AT&T Board of Directors. Our CSR Governance Council is led by our Chief Sustainability Officer and comprises senior executives representing business areas linked to CSR topics deemed most material by our stakeholders. Each senior executive member represents her/his entire department, collaborating on a broader range of issues and perspectives.

Below the cross-functional CSR governance council, there are 4 core issue sub-committees: Community, Employee Activation, Environmental and Human Rights. These sub-committees work closely with the CSR Core Working Team and expert business unit functional teams to incorporate and address CSR issues within AT&T.

Corporate Responsibility Reporting

AT&T used the Global Reporting Initiative Framework to guide its selection of content and data included in its 2017 Annual Sustainability Update. The list of GRI indicators that were reported on can be found by clicking on the GRI table. The report has been aligned with the GRI Standards – core option.

Political Contributions

We comply with all applicable laws concerning political contributions. Lawful political contributions are an important part of the political process. For more information, see our full statement on political contributions and our biannual Political Engagement Report.

Transparency Report

Protecting customer information and privacy is a top priority for us everywhere we operate. We provide details on customer data that has been requested by government or law enforcement in our Transparency Report.

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