Sarbanes-Oxley Act Compliance
Marathon complies with the Sarbanes-Oxley (SOX) Act of 2002 and related
regulations promulgated by the U.S. Securities and Exchange Commission (SEC).
The SOX 404 Steering Committee, comprising representatives and senior
management from across the enterprise, oversees the SOX 404 compliance process.
The SOX 404 Team includes representatives from the Upstream, Downstream and
SSA accounting departments. The steering committee, team and internal auditors
work with individuals throughout the Company on the compliance process.
Information about Marathon's SOX controls and policies is available to all
employees on the Company's internal Web site.
Marathon's Policy for Whistleblowing Procedures establishes procedures for handling concerns from employees, vendors, contractors and other third parties about accounting and auditing related issues. Concerns may be reported through the Integrity Helpline or the Business Integrity Office. The BI Office records and categorizes all reports to ensure compliance with applicable policies and regulations. Marathon is committed to protecting any employee who makes a good faith report about accounting and auditing issues.
Anti-Corruption Compliance
Marathon and its majority-owned subsidiaries comply with all anti-corruption
laws, including the U.S. Foreign Corrupt Practices Act (FCPA), wherever it does
business. The U.S. FCPA, like the laws of other nations, forbids bribing foreign
officials or representatives of foreign governments. The Company's vice president
of Corporate Compliance and Ethics is responsible for anti-corruption compliance.
Annual FCPA and anti-corruption training is mandatory for all employees whose job responsibilities include foreign operations. Employees who transfer outside the U.S. receive additional anti-corruption compliance training. In 2007, 1,432 employees worldwide attended FCPA training. Employees who require training must also certify annually that they have complied with Marathon's Anti-Corruption Compliance Guidelines.
Marathon maintains a comprehensive anti-corruption compliance audit program for its non-U.S. operations and non-operated interests, particularly in countries that are not in the Organisation for Economic Cooperation and Development (OECD). Audits review record keeping, financial controls, personnel training records, documents related to hiring contractors and consultants, and business expense reports of managers responsible for operations in non-OECD countries. Managers are also interviewed as part of the audits.
Political Lobbying and Advocacy
Through an active government affairs program, Marathon seeks to enhance business
opportunities in countries, states and communities where it operates. Government
Affairs focuses on legislation, regulations and policies that affect the Company's
ability to conduct business.
Government Affairs represents Marathon's interests before U.S. federal and state decision-making bodies, regulatory agencies, international organizations, trade associations, and other groups involved in public policy activities that could affect the Company's business. It meets with representatives of governments outside the U.S. where Marathon has interests to promote good governance and business practices, and a positive investment climate.
Marathon supports fair, reasonable and achievable laws and regulations. Government Affairs advocated sound energy policy at the U.S. federal level in 2007. State Government Affairs activities included promoting changes needed in state fuel quality regulations to accommodate ethanol blends. Marathon developed industry support for revised regulations and educated officials in six southeastern U.S. states about ethanol-blended fuels in a collaborative effort to seek revisions to state fuel quality regulations. Due to Marathon's efforts, the states proposed, issued or are considering rule changes to accommodate the sale of ethanol blends. Adding ethanol increases consumer choice and helps in meeting renewable fuels requirements that are part of U.S. energy policy.
Government Affairs continued its program to inform state officials about petroleum product supply logistics. It teamed with internal experts to encourage emergency responders to address fuel supply issues in state preparedness and response plans. Since 2006, Marathon has presented this program to representatives from 13 states in the Midwest and Southeastern regions of the U.S.
Political Contributions
The Marathon Employees Political Action Committee (MEPAC) is a vehicle for employees
to make voluntary contributions to support candidates for U.S. federal and state
elected office.
In 2007, MEPAC donated approximately $249,795 to 112 federal and state candidates,
political party organizations and political action committees.
In states where it is allowed, Marathon supports candidates for U.S. federal and state elected office through corporate donations. These donations totaled $61,400 to 80 candidates and organizations in 2007. The Public Policy Committee of the board of directors reviews, approves and monitors compliance with the Company's political contributions budget.
