Supplier Code & California Supply Chains Act

 

Introduction 

Agrium produces, markets, and distributes our products and services thoughtfully and responsibly, with the goal of enabling growers around the world to sustainably intensify the productivity of their land. Through our global presence, Agrium creates employment, advances development in rural areas and acts as a catalyst in promoting collaboration and stakeholder involvement in the solutions needed to address the challenges of a hungry world. We continue to initiate these ripples of change to realize our vision to help feed the world responsibly. We expect to do business with Suppliers that have similar commitments.

This Supplier Code of Conduct (“Code”) is intended to identify those principles that Agrium believes is important for Corporate Social Responsibility (“CSR”). It applies to those suppliers that provide products or services to Agrium around the world (“Suppliers”). Commitment to the principles in this Code is significant in Agrium’s decision making process. Where Suppliers refuse to follow the principles of this Code or show signs that they are not committed to improving their practices to comply with the principles of this Code, Agrium will review its relationship with the Supplier. Where contractual commitments and local law permit, this review may include termination of our relationship with the noncompliant Supplier.

We are sharing this Code with our suppliers to explain our expectations. We also hope to strengthen our mutual understanding and implementation of CSR in our respective businesses.

This Code is organized in two sections:

  • Requirements – Suppliers must comply with these expectations
  • Encouragements – We encourage Suppliers to undertake these actions                                                                        

Requirements

Suppliers must:

  • Comply with all applicable laws, regulations, and contractual agreements with Agrium that relate to the products or services supplied to Agrium, and promptly report any violations.
  • Not tolerate retaliation of any kind against a person making a report or complaint of a violation of this Code, or other illegal or unethical conduct, or against a person cooperating in an investigation related to a report or complaint.
  • Not tolerate Child, Exploitative, Forced or Compulsory Labour, or Corporal Punishment.
  • Not tolerate unlawful workplace conduct, including abuse, harassment, discrimination, intimidation, unsafe working conditions or coercion.
  • Provide a work environment that supports accident prevention and minimizes workplace exposure to health risks.
  • Ensure employees receive pay complying with applicable national wage laws, and ensure working hours do not exceed the maximums set by the applicable national law.
  • In accordance with local laws, uphold employees’ right to freedom of thought, conscience and religion, opinion, and expression.
  • Not practice or tolerate any form of Corruption, Bribery, Kickbacks, Extortion, Embezzlement, or Insider Trading. This includes commercial Bribery of one of our employees and any bribery of a government official in violation of the Canadian Corruption of Foreign Officials Act or the United States Foreign Corrupt Practices Act.
  • Not engage in any activities that would constitute an unreasonable restraint of trade, unfair trade practice, or other anti-competitive course of conduct.
  • Disclose relationships that might represent a conflict of interest with Agrium.
  • Protect Agrium's assets and confidential information and ensure their efficient use only for legitimate business purposes.
  • Ensure components utilized in supplied products and materials are acquired legally and meet regulated use requirements.
  • Ensure the regulatory classification of supplied materials is communicated accurately.

Encouragements

Suppliers are encouraged to:

  • Allocate appropriate resources to achieve compliance with this Code.
  • Offer related employee training.
  • Develop related management systems, including procedures and assessments.
  • Communicate the requirements of this Code through their supply chain.
  • Adhere to the United Nations’ (UN) Universal Declaration of Human Rights, the International Labour Organization’s Declaration on Fundamental Principles and Rights at Work, the UN’s Declaration on the Rights of Indigenous Peoples, the Voluntary Principles on Security and Human Rights, and the UN Global Compact.
  • In accordance with local laws, uphold employees’ right to freedom of association, and the rights to collective bargaining and to form and join trade unions.
  • Provide employees with equal pay for equal work, timely pay, and periodic holidays with pay.
  • Maximize environmental protection through efficient use of energy and natural resources.
  • Consider externally reporting their commitments, activities and performance related to corporate social responsibility, including, but not limited to: human and indigenous rights; business ethics; stakeholder engagement; community relations; environment; health, safety and security; and employee relations.

Definitions

Agrium – all employees, directors, and officers of the Agrium Group of Companies, including all of its affiliated entities (being entities in which Agrium controls or owns, directly or indirectly, more than 50% of the outstanding shares).

Bribery – offering, promising, giving or receiving anything of value to directly or indirectly influence the behavior of someone in government or business so as to obtain or retain business, or to secure an improper advantage.

Child Labour – See ILO Convention No. 138.

Corporal Punishment – The deliberate infliction of pain as retribution for an offence, or for the purpose of disciplining or reforming a wrongdoer, or to deter attitudes or behaviour.

Corporate Social Responsibility – Self-regulating approach whereby a business ensures compliance with laws, ethical standards, and international norms, embraces responsibility for its actions, and encourages through its activities a positive impact on the environment, consumers, employees, communities, and other stakeholders. (Also see Commitments section of CSR Policy.)

Corruption – The abuse of entrusted power for private gain.

Embezzlement – Withholding assets for the purpose of theft of such assets by one or more individuals, to whom such assets have been entrusted, to be held and/or used for other purposes.

Exploitative Labour – Work obtained from a person under threat (real or perceived) and which the person has not offered themselves voluntarily.

Extortion – Unlawfully obtaining money, property, or services from a person, entity, or institution by threatening the personal integrity or the life of the private actors involved.

Forced or Compulsory Labour – See ILO Convention No. 29. 3

Insider Trading – Selling or buying of a company’s stock or other securities by individuals with access to non-public information about the company.

Kickback – offering, promising, giving or receiving anything of value that is part of a business transaction to directly or indirectly influence the behavior of someone so as to obtain or retain business, or to secure an improper advantage.

Contacts

If you are or anyone else is aware that a Supplier that works with Agrium has not complied with this Code, please contact us at (US or Canada) (800) 383-4520. Outside the US or Canada, you can call 303-248- 1290.

As part of our commitment to corporate social responsibility, our stakeholders and our ongoing supply chain due diligence, Agrium commissioned an independent assessment (the “Assessment”) of our impact on human rights in relation to sourcing phosphate rock from the Western Sahara.  This has been done in relation to our supplier relationship with Office Chérifien des Phosphates (OCP) headquartered in Morocco.

This independent Assessment was conducted by the law firm Norton Rose Fulbright Canada LLP (“NRF”) and was guided by Agrium’s Supplier Code of Conduct, the UN Guiding Principles on Business and Human Rights (“UNGP”) and associated international standards. NRF additionally engaged Lloyd Lipsett of LKL Consulting to independently review the methodology and analysis to confirm that the Assessment conforms to the expectations set by the UNGP.

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DISCLOSURES REQUIRED PURSUANT TO THE CALIFORNIA TRANSPARENCY IN SUPPLY CHAINS ACT OF 2010

1. Internal Accountability

Agrium Inc. signed onto the United Nations Global Compact in April 2008. As a Global Compact participant we are committed to the 10 principles including the two principles related to human rights and labor which are the elimination of all forms of forced and compulsory labor, and the effective abolition of child labor.

As part of this commitment, we share publicly the progress we've made in aligning our business practices with the 10 Global Compact principles. The following link summarizes where we share our performance or programs related to each principle, either on the Agrium website or in our most recent sustainability report.

Agrium’s Code of Business Conduct and Ethics (Code) is a key document that outlines our expectations for employee behavior. We expect every employee in every geographic region to act with integrity in all that they do. The full text can be found at here.

As part of the Code we acknowledge “It is our responsibility to know our suppliers, customers and business partners. We should strive to conduct business with those who act in a responsible manner and refuse to work with those that we know commit human rights abuses, violate anticorruption laws, or otherwise risk impugning the reputation of Agrium.”

Agrium maintains an employee Compliance Hotline that is accessible throughout the world in all major languages common for the countries in which we operate. Agrium has a non-retaliation policy designed to enable employees to raise good faith issues in a safe environment without fear of retaliation. The Hotline also promises anonymity where legally permissible. Agrium employees are encouraged to report to their supervisors, any member of senior management, or to the anonymous Hotline, any violations of our company’s Code. In our sustainability report we disclose the nature of the calls received to this Hotline. All calls to the Hotline or to the Legal Compliance Department are taken seriously.  High Risk matters are managed and handled by the Legal Compliance Department.  Lower Risk matters are handled by relevant departments (e.g., EHS&S and HR).  For those matters that are substantiated, discipline is determined on a case-by-case basis, but can include punishment up to and including termination.

2. Training

All employees, including management, are trained on Agrium’s Code of Conduct and strategic risks on an annual basis and were all informed about the addition of the Supplier Code of Conduct in 2015. The standard Code of Conduct training for Agrium includes certifications of past and future compliance with the Code. Refresher training in these areas is mandatory for all Agrium employees in modules that highlight different aspects of our Code each year. In our sustainability report we disclose the number of employees that received training related to the Code, anticorruption and competition law each year. For those employees working in High Risk supply chain management roles, employees are educated about risks identified through our supply chain due diligence that may include human rights abuses including slavery, child labour or any other risk discovered.

3. Verification

In addition to the Code of Conduct for our employees, in 2014 we made public our Supplier Code of Conduct available here.  The Supplier Code identifies those principles that Agrium believes are important for Corporate Social Responsibility.  The Code sets out requirements in terms of Human Rights and other CSR issues, and states clearly that suppliers “must not tolerate Child, Exploitative, Forced or Compulsory Labour, or Corporal Punishment.” Additionally, suppliers are encouraged to: allocate appropriate resources to achieve compliance with this Code, offer related employee training, develop related management systems, including procedures and assessments and communicate the requirements of this Code through their supply chain among others.

As part of the Supplier Code processes, Agrium has a due diligence program developed to evaluate potential suppliers for the issues outlined in its Supplier Code of Conduct.  This process is conducted internally and, where appropriate, externally.  Because Agrium does not have operations in countries where risks of slavery or human trafficking in a commercial setting are high, Agrium uses a risk-based approach developed by an external provider and internal experts to identify those suppliers that warrant more detailed reviews.

4. Certification

Since the inception of the Supplier Code, Agrium began asking new suppliers to contractually commit to compliance with Agrium’s Supplier Code of Conduct.  Where new Suppliers refuse to follow the principles of our Supplier Code or show signs that they are not committed to improving their practices to comply with the principles of the Supplier Code, Agrium will review its relationship with the Supplier. Where contractual commitments and local law permit, this review may include termination of our relationship with the noncompliant Supplier.

5. Audits

As part of the Supplier Code of Conduct process, Agrium began conducting in-person audits of suppliers on a risk basis.  These audits have and will continue to use external experts or internal experts based on risk and cover a wide range of human rights issues including child and forced labour.