Leadership and Governance

We understand that our mission to help save lives and create a safer world depends on good governance and ethical behavior as the foundation for success. "Doing the right thing" has always been a part of the Varian values and culture. We take ethical behavior very seriously, starting with practices based on a robust Code of Conduct, which is applicable to all of our employees, including the executive officers, and to our Board of Directors. At every level of our company, we are committed to creating an environment where ethical conduct is one of our highest priorities.

In addition, we are committed to strong corporate governance and providing investors with accurate and timely information necessary for understanding the management, policies, operations, and performance of our company. This is essential for establishing fruitful relationships based on mutual trust and respect with investors as well as our customers, employees, partners, patients and the public at large. Notable corporate governance practices include:

• Clear corporate governance policies articulated in our Corporate Governance Guidelines.
• A strong-minded Board made up of a majority of independent directors, an independent Chairman of the Board, and key Board committees comprised of independent directors.
• Regular executive sessions of the Board without management present.
• Direct responsibility of the Audit Committee for the retention and supervision of our external auditors, as well as oversight of our internal auditors.
• An annual self-assessment on the Board's effectiveness.
• Management and director stock ownership guidelines.
• A confidential hotline available to employee for reporting financial and accounting concerns regarding ethics and financial matters, and procedures for reporting anonymously where permitted by law.
• Global tax strategy including governance of tax matters and management of tax risk.