Ethics and Trust Code - ClearView Connects€¦ · Our Trust and Ethics Code applies to all Agropur employees. Each employee is an ambassador for the Code and is responsible for upholding

Ethics and Trust Code

TABLE OF CONTENTS OUR COMMITMENTS APPENDIX2 | Trust and Ethics Code

Message from the President and the CEO To maintain lasting relationships of trust with customers and consumers, Agropur Cooperative expects ethical behaviour that is above reproach from all employees. This Trust and Ethics Code spells out what that means.

Agropur’s Trust and Ethics Code sets clear guidelines for employee conduct in order to uphold exemplary ethical standards and our corporate values.

Agropur has been building a reputation as an ethical and trustworthy organization for more than 80 years. We owe that reputation to our employees, who go above and beyond every day to honor their commitments.

In this age of social transformation and accelerating change, it is more important than ever to bear in mind that trust and ethics are cornerstones of our success, present and future.

If we stay focused on our mission, live by our values and honor our commitments, we will not only make the right decisions but also cultivate trust. Our Trust and Ethics Code defines the role each of us must play in maintaining and strengthening trust.

As an employee, you are expected to read and sign this important document.

We must work together every day towards our shared vision: Better dairy. Better World.

You are our trust-building ambassadors. Thank you!

Robert Coallier, CEO

“

”Roger Massicotte, President


OBJECTIVE

This document reflects our organization’s DNA. It emphasizes the central importance of OUR MISSION, our FIVE VALUES and our TEN ETHICAL COMMITMENTS in our work. Its objective is to reinforce the TRUST of our members, our co-workers, our consumers, our customers, our partners and society as a whole. Our words and deeds shape our culture. All employees must be able to give their best and contribute to Agropur’s success in a climate of trust. This Code applies to all employees of Agropur Cooperative and its subsidiaries in Canada, the U.S. and elsewhere in the world.

ETHICAL BEHAVIOR

Ethical behavior is the foundation of each person’s values and commitments. It means doing the right thing. Ethics is the branch of philosophy that is concerned with the values that underlie human existence, how to live a happy life, and the idea of the “good.” In practical terms, ethics help us define our organization’s values, how we work, and the relationships we want to have.

IMPORTANCE OF TRUST

In this day and age, trust is a key issue. For an organization such as ours to develop continuously and sustainably, we must invest in values and commitments that create, maintain and strengthen trust. Through engagement, personal commitment and collective mobilization, we are able to pursue Agropur’s mission in a climate of trust. Agropur is the first organization in Canada to apply international best practices by going beyond the conventional list of “do’s” and “don’ts.” Our Trust and Ethics Code was developed in this spirit.

Why a Trust and Ethics Code


At the core of our Trust and Ethics Code

are our five corporate values: boldness,

communication, integrity, excellence

and collaboration. Those values support

our mission and help us achieve our

business objectives. They are embedded

in all our actions and in every decision.

The way we apply them day by day is

what differentiates us and strengthens

our relationships of trust.

The approach


Ten corporate commitments give our values substance and reinforce our ethical and trust-based relationships with our stakeholders. The commitments engage different members of the organization to different degrees. For example, responsibility for health and safety (Commitment #6) is more relevant to our co-workers in operations. The responsibility to be clear, honest and fair in business relationships (Commitment #9) applies more to our co-workers in sourcing and sales.

However, each of us should be aware of all the commitments, even the ones that are less relevant to our own daily activities. It is important for administrative employees to know the issues facing shop floor employees and vice versa. That will deepen our understanding of other employees’ circumstances and also of what unites us. Knowing the breadth and depth of our values and commitments will make us all realize that we are stronger together. We are a team, a high-trust organization.

MAKING THE RIGHT DECISIONS AND ACTING RESPONSIBLY

This Code is intended to serve as a guide in complicated situations and to help us make the right decisions. It helps us analyze the impacts of our actions and decisions on our co-workers, our members, our partners, consumers and the general public.

Our Trust and Ethics Code applies to all Agropur employees. Each employee is an ambassador for the Code and is responsible for upholding the values and commitments inscribed in it. Agropur will assess its actions and measure the fulfillment of its commitments on a regular basis.

In the event of an inconsistency between the Code and laws or professional codes of conduct, the more stringent standard will apply. This Code takes precedence over any other Agropur directive or policy. However, the principles set out here do not exclude or limit in any way the application of all of the Cooperative’s other rules, policies and procedures, present or future; the Code supplements them.

At the end of the day, if we live by our values and honor our commitments, we will make the right decisions and earn the trust of others.

The approach


Who we are OUR MISSION

We want to secure Agropur’s future. To this end, each of our decisions must be guided by Agropur’s best interests. That constant quest is informed by guideposts such as our mission, our pillars, our business model and our values.

OUR BUSINESS MODEL

We are proud of our business philosophy and the way we spread the wealth. In a world that is questioning established economic models, we hold high the torch of a modern, ambitious form of cooperation. “I know that together, we can accomplish great things.” Omer Deslauriers, one of Agropur’s founders, spoke these strong, confident words in 1950. Since 1938, Agropur has embodied cooperative values and inspired other cooperatives around the world to dream big. Being a cooperative means helping to build a fairer, more equitable world. At Agropur, 14,000 families work together every day in pursuit of a common vision: “Better Dairy. Better World.” The wider our movement spreads, the more of us there will be sharing this goal and helping to make a better world.

OUR VALUES

Our values are the enduring principles that guide us to do business with integrity and earn trust every day. Our culture is our operating framework. It defines what we are and how we conduct ourselves. In a complex, fast-changing, multicultural world, our values are reference points for us all. Our directors, officers, managers and employees must be the guarantors of our values and act accordingly in all their relations with all stakeholders. Our success is the product of our collective efforts.

FIVE VALUES GUIDE US IN EVERYTHING WE DO

BOLDNESS Demonstrating courage and creativity in a constantly changing world

COMMUNICATION Sharing information to ensure informed decisions

INTEGRITY Acting diligently and honestly

EXCELLENCE Transcending the rest to be the best

COLLABORATION Working together in a spirit of trust and cooperation


Our commitments 1 u INNOVATE TO SECURE AGROPUR’S FUTURE

2 u PARTICIPATE IN A SOCIALLY RESPONSIBLE ORGANIZATION

3 u TAKE PRIDE IN OUR QUALITY PROMISE

4 u EMBRACE DIVERSITY, EQUITY AND RESPECT

5 u SET THE BAR HIGH

6 u NEVER COMPROMISE ON SAFETY

7 u COMMUNICATE OPENLY AND CANDIDLY

8 u IDENTIFY, DISCLOSE AND MANAGE CONFLICTS OF INTEREST

9 u BE CLEAR, HONEST AND FAIR IN BUSINESS RELATIONSHIPS

10 u RESPECT THE LAW AND ENGAGE IN HEALTHY COMPETITION


Innovate to secure Agropur’s future

Agropur is an industry leader that continues to grow fast. Throughout its history, its leaders have successfully anticipated change. We are their heirs and we are keeping their legacy alive. At a time when the world is changing at an exponential rate, we need to innovate while preserving our traditions. The digital revolution is having a profound impact in all areas of our lives: work, consumption, culture, values, management, production, civic life, etc. Needs and behaviours are changing. Sustainable development is a central concern for consumers. We want to get to know the new consumers and workers better in order to offer them an experience that matches their expectations. What are their expectations? What changes are they unleashing? What do they expect? How can we build the future with our employees, members, consumers, customers, partners and government? To honor this commitment, we must:

1 u Anticipate future needs. It is no longer enough to know the needs of consumers, workers or members; we must anticipate

them. We must bring products to market before consumers ask for them. We can’t just describe the product’s features; we

must offer an experience that embraces our values and those of consumers. And we must offer a work environment that

supports self-realization.

2 u Encourage an integrated, circular relationship. The linear, one-on-one manufacturer-to-distributor-to-retailer-to-consumer

relationship no longer exists. It has been replaced by an integrated, circular relationship, with direct connections between

each of the links in the chain, from farm to table. In an evolving environment, there is no room for routine or the status quo.

We must tap into our creative intelligence.

3 u Understand the expectations of new generations. The new generations aren’t looking for products; they want new, total

experiences. We must attract them with products that are authentic and innovative. We also want to persuade them to come

work with us by offering them meaningful work.

4 u Take individual and collective responsibility. Each of us must take the initiative, as if we were running our own business. By

taking responsibility, we support Agropur’s overarching strategic plan. We are doing stellar work, individually and collectively.

We must give our best day after day if we are to continue growing.

Commitment 1


Participate in a socially responsible organization

Commitment 2

Agropur is committed to actively protecting the environment and offering high-quality dairy products made with top-grade milk from well-treated animals. We recognize the importance of our social role and our responsibility to the communities in which we work and to which we offer our products. To honor this commitment, we must:

1 u Show solidarity and a spirit of mutual assistance in the community. The values of mutual aid and solidarity are at the heart

of who we are. Every year, we give a portion of our earnings before patronage dividends and income taxes back to the

community in the form of donations and sponsorships. Agropur has deep roots in many North American communities and

supports many worthwhile causes, with a focus on organizations that work to improve the wellbeing of children and families

and on developing the next generation of agri-food professionals.

2 u Be environmentally responsible. When it comes to the environment, our cooperative culture enables us to walk the talk.

We have developed the necessary resources and structures to support sound environmental management in all our operations.

We make a constant effort to reduce our environmental impact and raise environmental awareness among our employees

(initiatives related to packaging, plastic reduction and selective collection). We apply best practices in sustainable development

and conduct many green initiatives: improved water management, emission reduction, reuse of organic and inorganic wastes.

3 u Treat animals with respect. Our cooperative advisors work with our members to make sure that dairy cows are properly reared,

housed and cared for at every stage of their lives, and kept healthy, comfortable and safe.

Documents you can consult: Animal welfare statement


Participate in a socially responsible organization

Commitment 2

AGROPUR’S ANIMAL WELFARE STATEMENT:

• Agropur has zero tolerance for animal

mistreatment or cruelty.

• Agropur expects the people who look

after the cows on its member farms to

use appropriate methods of caring for

and handling dairy cattle.

• In addition to supporting industry

initiatives to improve animal welfare,

Agropur promotes compliance with

animal-welfare standards by its

members in Canada and its suppliers

in the United States.


Take pride in our quality promise

Commitment 3

Our promise consists in offering top-quality dairy products that meet the most stringent food safety and compliance standards, at every stage of our operations. To honor this commitment, we must:

1 u Maintain food safety. Our quality programs and sanitary

production conditions enable us to guarantee that our products

will have no ill effects on health. Agropur also subscribes to the

Global Food Safety Initiative (GFSI). All our products meet the

strictest standards, and all our plants are Safe Quality Food (SQF)

certified, attesting to our achievement of globally recognized

standards of excellence. We keep abreast of all advances in food

safety.

2 u Comply with standards. We adhere strictly to regulatory

standards, including those of the Canadian Food Inspection

Agency (CFIA) and the U.S. Food and Drug Administration (FDA),

as well as customer and industry requirements. We are committed

to stringent application of production, quality control, storage,

handling and shipping standards and procedures, and to selecting

partners and suppliers that do likewise. In addition to mere

compliance, we have established our own set of requirements,

which are enforced at all our facilities. We undertake to report any

irregularity and any risk to the quality of our products and our

processes, and to promptly correct the situation.

Documents you can consult: POL.AGR.32 – Quality, safety and food security policy


Embrace diversity, equity and respect

Commitment 4

Respect is the cornerstone of all relationships at Agropur: respect between employees and managers, respect for all our partners. Each of us must strive to earn the respect of others, in close collaboration with our co-workers. To honor this commitment, we must:

1 u Listen to others. Each of us must make an effort to listen to others, to put ourselves in the other person’s shoes, to understand

the other person’s point of view and avoid giving needless offence. We must also be mindful of our language, looks and

attitudes towards co-workers.

2 u Be kind and respect other people’s personal lives. Showing consideration by, for example, recognizing the importance

of family and personal life improves everyone’s quality of life. We must be sensitive in our professional relationships and

encourage cooperation and professionalism between co-workers.

3 u Promote equality and diversity. We work well together because of our differences. Others’ skills, experiences and backgrounds

enrich our own culture. We are all equally entitled to respect and freedom from discrimination. Valuing diversity and respecting

each person’s individuality will help create an inclusive work environment where all employees can realize their full potential.

We guarantee all qualified candidates and employees equal employment opportunities. We fight prejudice and work to instill

a culture of integration so that each employee feels welcome.

4 u Have a non-discriminatory attitude. Each of us is entitled to work in an environment free of harassment and violence. Agropur

will not tolerate any form of discrimination based on race, national or ethnic origin, color, religion, age, sex, sexual orientation,

marital status, family status, social condition, disability, etc. Each of us undertakes not to denigrate co-workers, not to spread

false rumors, not to tolerate any discriminatory, offensive or demeaning behavior. Hierarchical authority entitles a person

to assign roles and duties, while treating everyone with respect. Preventing and eliminating harassment in the workplace is

a good management practice that helps maintain positive relations between employees.

5 u Value and promote personal development. Agropur encourages employees to recognize and applaud the work of their

co-workers. Managers have a vital role to play in this regard. Agropur wants to support the development and self-realization

of all its employees. It offers training opportunities to enable them to improve their knowledge, their skills, and hence their

opportunities for advancement. All employees are expected to work to increase their independence and build their careers.

We work well together because of our differences, not in spite of them.

Documents you can consult: POL.AGR.23 – Respect in the workplace policy; POL.AGR.41 – Alcohol, cannabis, drugs and certain medications in the workplace policy


Set the bar high

Commitment 5

Agropur has built an enviable reputation for quality products. Maintaining this standard of excellence is mission-critical. Teams that trust each other, that are open, respectful, honest and constructive with each other, will be best able to help achieve this goal. Discipline is essential: it lends credibility to our words and deeds. To honor this commitment, we must:

1 u Keep our word. We keep our promises. At Agropur, our word is our bond.

2 u Develop collective intelligence and reliability. A team’s collective intelligence is the sum of that of its members.

Collective intelligence and reliability help fashion a shared vision that lets each team member find their place

in the work environment. It supports the preservation and sharing of the Cooperative’s collective memory and

makes it possible for values to take root.

3 u Demonstrate rigor. At Agropur, rigor means detailed processes, clearly defined management structures and

close attention to detail. Rigorous reflection leads us to use the best-qualified people and most appropriate

tools. Methodical planning helps us achieve our goals. Good planning demands good design, thorough

understanding, clear expectations, finding the necessary information, and identifying the best solutions.

4 u Develop a culture of continuous improvement. To remain competitive and stay at the forefront, we rely on

continuing training and continuous improvement of the quality of our products and services. We want to get

ahead of the needs of customers and stakeholders. Control and monitoring systems are used to detect any

production defects. We look to learning and skills acquisition to steadily raise our level of competence in all our

fields of expertise. By delivering work, products and services of superior quality, we increase trust.


WHEN INTERACTING WITH COLLEAGUES... ASK YOURSELF THE FOLLOWING QUESTIONS:

Set the bar high

Commitment 5

5 u Build team spirit, collaboration and sense of belonging. Agropur supports team-building. We undertake common projects

and challenges that are shared by the Cooperative’s members. We hold meetings where participants help make the decisions

that have an impact on their work. We cultivate knowledge of each person’s roles and responsibilities. We recognize each

individual’s contribution to the group’s success. In everyday situations as in challenging circumstances, Agropur encourages

employees to help and support each other. Services such as the Employee and Family Assistance Program (EFAP) provide free

advice and support.

6 u Optimize our know-how. Agropur employees are recognized for their expertise, their skills and their ability to successfully

complete whatever they undertake. Agropur makes training and professional development tools available to help employees

stay abreast of best practices, optimize their use of technology, update their know-how and practices, and achieve results.

u Are my behavior and attitude helping to improve the way we work together and promote unity within Agropur?

u Am I genuinely considering others?

u Am I being sensitive and open to my co-workers’ points of view?

u Am I saying things that could needlessly cause offence and undermine trust in the team?

Documents you can consult: Employee and family assistance program (EFAP); PerformR program


Never compromise on safety

Commitment 6

Our work environment is designed to enable everyone to perform at their best and contribute to Agropur’s success. The use of Agropur property, its physical, intellectual and IT resources, is reserved for business purposes and it is everyone’s duty to safeguard it. For its part, Agropur provides a safe and healthy work environment. To honor this commitment, we must:

1 u Maintain a safe work environment. Agropur is committed to maintaining occupational health and

safety, and to making everyone aware of their responsibilities in this regard. It has a zero-tolerance

approach to accident risk and its goal is a zero-accident workplace. Beyond fulfilling legal

requirements, we take additional steps to ensure physical, psychological and computer integrity

for all. We do not work under the influence of drugs or alcohol, and we report and correct any

cause for concern. Agropur puts in place the procedures needed to eliminate dangers. Each of

us must take a proactive approach to prevention: supervise, use appropriate and well-maintained

equipment, report accidents, eliminate hazards at source, etc.

2 u Safeguard Agropur property and resources. We have a duty to use the Cooperative’s resources

and money responsibly, sensibly and appropriately in order to foster a spirit of trust and create

value. We must guard against waste and misuse. Agropur property (inputs, equipment, supplies,

intellectual property, computer network, logos and trademarks, etc.) must be used for business

purposes in a responsible and reasonable manner. We must protect it against loss, theft, damage,

misuse, unauthorized use and destruction. Agropur may permit its employees to use certain items

for personal purposes, subject to prior approval.

Documents you can consult: Employee and family assistance program (EFAP); POL.AGR.41 – Alcohol, cannabis, drugs and certain medications in the workplace policy.


Commitment 6

3 u Use technology responsibly and maintain computer security. We need to demonstrate sound judgement and use

technology for personal purposes only if it does not encroach on business use, interfere with our responsibilities as

employees, adversely affect the work environment or harm Agropur’s interests. We must not use e-mail, fax machines

or computer equipment in a way that is inappropriate, offensive or excessive. Under current laws, personal messages

exchanged on Agropur’s computer or telephone systems may be monitored. The use of unauthorized software is a

violation of Agropur policy and may constitute an infringement of copyright law under some circumstances and in some

jurisdictions.

4 u Protect proprietary and confidential information and intellectual property. We protect Agropur’s information, methods

and ideas, and we respect their commercial value. They are the property of the Cooperative. They must be accessed,

stored and consulted in accordance with our rules and applicable laws. We maintain robust computer security and

implement proper practices for protecting access to proprietary information (databases pertaining to sales, marketing,

customers, suppliers or other affairs of the Cooperative, plans and strategies, and so forth). All Agropur employees must

ensure that any and all information they provide and that is necessary for them to carry out their work in a satisfactory

manner is accurate, reliable and shared only with authorized parties. Such information-sharing must be necessary,

reasonable and measured. It is important to establish a proper balance between transparency and the protection of

information. We also respect the privacy and intellectual property rights of other companies and we do not make use of

their confidential information without their authorization.

Documents you can consult: POL.AGR.28 – IT Policy and POL.AGR.37 – Communications Policy

Never compromise on safety


Communicate openly and candidly

Commitment 7

Communication is a key ingredient in our success. External communication is vitally important. But if we wish to communicate effectively with our consumers, we must first know how to communicate with each other. Communication must be everywhere and flow in all directions: from senior management to employees, from employees to senior management, between managers and employees, between managers, between departments, between business units, between co-workers, and ultimately from the organization to consumers. To honor this commitment, we must:

1 u Promote effective internal communications. Agropur encourages candid, honest, respectful communication between employees.

The management team keeps them informed on a regular basis through channels such as digital bulletin boards and the intranet.

We want to reach as many people as possible. Employees are involved in forging the Cooperative’s values and culture. They are polled

and called upon to invest in our collective initiatives. To support more fluid communication in all directions and provide opportunities

for our people to acknowledge each other, we create multiple meeting places and times (shared meals, regular training sessions,

annual meetings, group activities and so forth).

2 u Be forthright and genuine. Agropur encourages open communication with all its internal and external stakeholders. We see to it

that information about major decisions or events involving the Cooperative or the industry is circulated. Our communications with

consumers must be authentic and accurate. They are increasingly well-informed and concerned about product quality, environmental

responsibility and animal welfare. Our communications must go beyond public relations and product information. They must offer

consumers an experience that tells them about who we are, what our philosophy is and what we do.

3 u Use social media appropriately. Every employee is an ambassador for our Cooperative. We have a significant impact on friends, family

and acquaintances. Social media open up exciting opportunities to express your point of view and interact with others. Therefore, we

recently adopted a social media policy that all employees must follow. We all need to exercise sound judgement when using social

media and bear in mind that we’re not speaking in private. We must exercise restraint when talking about Agropur, its senior managers,

our co-workers, stakeholders, and the dairy and agricultural industries in general. In the latter case, it is advisable for employees to

include a note indicating that the opinions expressed are their own and not those of the Cooperative. Employees must not make

any comments that would damage Agropur’s reputation. Only employees authorized under the Communications Policy may make

comments on social media on behalf of Agropur.

Our communications aim to establish a relationship of trust with all our stakeholders.

Document you can consult: Communications policy


Identify, disclose and manage conflicts of interest

Commitment 8

Each of us has a responsibility to act in Agropur’s best interest. We are part of a community in which family ties, business relationships and bonds of friendship are common. We also have personal contacts with customers, partners, government officials and even competitors. Our social activities, gifts and events can all create conflicts of interest or the appearance of conflict of interest. We must deal with consumers and the general public in accordance with the established rules in order to keep their trust. Agropur has established its own principles stipulating caution in conflict-of-interest situations. The rules must be the same for all, regardless of hierarchical level. To honor this commitment, we must:

1 u Be vigilant. If a conflict of interest arises, you must report it promptly to your immediate superior. If for any reason you feel

uncomfortable discussing it with your superior, you can contact the Vice-President, Cooperation and Governance. Aside from situations

that are strictly prohibited by law, it is up to the immediate superior or the Cooperative’s resource persons, typically at Human Capital,

to determine whether the situation is acceptable and to control it. In cases of fraud, the ethics hotline is available at all times at

1-855-919-0990.

2 u Be transparent and disclose your interests. Being transparent about your situation shows you’re not trying to conceal it and profit from it

without the knowledge of the Cooperative or your co-workers. Agropur therefore asks you to list your interests so it can determine which

employees could find themselves in a conflict of interest and to put appropriate guardrails in place. A form for this purpose is attached to

this Code. It should be updated regularly, whenever the situation warrants.

3 u Control and manage conflicts of interest. Conflicts of interest must be controlled in all cases. That means taking the necessary

measures to guarantee your loyalty to the organization, your integrity and that of the Cooperative. Agropur may ask you for additional

commitments and controls (for example, you could be asked to sign an additional non-disclosure agreement, your access to a given

database or file could be restricted, etc.).



Commitment 8

4 u Outside professional activities. We are all free to use our time outside of working hours as we see fit. For example, we may use skills

and experience acquired at work in another activity. However, we must make sure our other activities do not conflict with Agropur’s

activities or with our ability to do our jobs. Employees must make sure their outside professional activities do no harm to Agropur.

Employees must disclose in writing any outside professional activity. We may not work for a competitor, supplier or partner, start

a business that offers products that compete with Agropur, or sell or promote third-party products or services that compete with

Agropur, without prior written authorization. The above list is not exhaustive.

5 u Family and personal relationships. Sometimes, our personal and professional lives intersect. We must disclose any relationships

that may interfere with our ability to act in Agropur’s best interest, or even create the impression that it might do so. To avoid any

conflict of interest, or to prevent the situation from becoming a conflict of interest, we must discuss it with our superior or with the

Vice-President, Cooperation and Governance. The organization may or may not accept it. It may also decide to accept it but to put

controls in place and inform the people involved. It is possible to recommend friends or family members for job openings. Indeed,

Agropur encourages employees to do so. We trust our employees and their recommendations. However, to protect the impartiality

and integrity of the process, employees cannot participate in the hiring process or attempt to influence it.

6 u Obligation after termination of employment. After leaving Agropur, an employee still has a duty to maintain the confidentiality of

information obtained in the course of his or her work at Agropur, subject to our other applicable legal requirements.

7 u Be responsible about business meals. Business meals can be appropriate in a business relationship. Business meals are permitted

within reasonable limits. To determine whether a business meal is reasonable and in Agropur’s interest, we must consider the

potential damage to reputation, the meal’s real or potential usefulness, its potential to compromise our objectivity and impartiality,

whether we would be comfortable if we had to publicly explain the reasons for the meal, and so forth. Before offering or accepting a

business meal, you can ask the other party whether they are comfortable with the arrangement or would prefer if each person paid

for their own meal. To maintain transparency and control risks and excesses, Agropur asks all employees to inform their manager of

business meals they wish to attend.


8 u Invitations to activities and events. Any invitation from a supplier or a partner must be reported to your superior. He or she

must consider whether it is in Agropur’s interest to attend the activity or to invite someone to it. The manager may be aware of

factors that make attendance undesirable. Each manager must assess the appropriateness of each activity and determine the

best course of action. We therefore ask you to use judgement in choosing activities and events.

9 u Exercise judgement in giving and accepting gifts. Gifts worth less than $15 may be given and accepted. But even if the gift is

of lesser value, we ask you to exercise caution and take care that it does not affect your independence or judgment. If the gift

or donation is worth is more than $15, you must refer the matter to your superior, who will determine the best course of action

under the circumstances. You may have to return to gift or donate it to charity. A gift may be interpreted in different ways by

the giver, the receiver and an observer. In some cases, it would be inappropriate to accept a gift or donation – for example,

if the other party is engaged in a procurement process or negotiations with Agropur. It is prohibited to solicit our suppliers

or business partners for a donation or gifts in connection with an employee activity (social club or other). As an exception,

suppliers may be solicited for donations or gifts for an activity or worthy cause under the Donations and Sponsorships

program. In these special cases, you are asked to exercise caution and seek prior authorization from the Vice President,

Business and Communications.

Employees who interact with suppliers must complete Appendix C to this Code.

Documents you can consult: POL.AGR.19 – Travel expenses and reimbursement of business expenses

ASK YOURSELF THE FOLLOWING QUESTIONS:

u Do I hold a direct or indirect financial interest in a company that is (or wants to be) an Agropur supplier?

u Do any members of my family work at a company that is (or wants to be) an Agropur supplier or competitor?

u Am I an officer, manager or consultant of a company that is (or wants to be) an Agropur supplier or competitor?

Commitment 8


CONCERNING CONFLICTS OF INTEREST...


Be clear, honest and fair in business relationships

Commitment 9

We require high ethical and professional standards of our employees and partners alike, and in return we treat them honestly, fairly and respectfully. In our industry we need a variety of experts, partners and suppliers in order to accomplish our mission. Their satisfaction motivates us to succeed and we apply our skills and resources to maintain it. To honor this commitment, we must:

1 u Use honest sales and marketing practices. Agropur requires its employees to use only trustworthy

marketing and sales practices. The Cooperative informs its partners and suppliers promptly and

transparently of any decision that concerns them, whether or not their proposal has been accepted.

Each of us must conduct ourselves in a way that does not tarnish the Cooperative’s reputation. We never

provide false or inaccurate information. Our advertising must never be misleading. We do not force

partners to order products or services they do not need or want. Our proposals must contain all the

information a partner needs to make an informed decision, with no ambiguity or trickery.

2 u Seek partners with integrity and act transparently. We choose partners of merit, on the basis of objective

criteria and in the Cooperative’s interest. We report suspected cases of dishonest or unethical behavior.

Conversely, it is important that our partners’ efforts, dedication, experience and skills be rewarded.

We must collaborate without indulgence, maintaining an arm’s length relationship with our partners.

Having partners that do business ethically and with integrity helps us protect and strengthen the trust

we have built with our customers and the public. We are committed to providing accurate, reliable and

relevant information to all our partners, and also information that is precise and proper with respect to

transparency, influence communications, lobbying and the handling of confidential information.

Documents you can consult: POL.AGR.03 - Goods and services procurement approval levels; POL.AGR.35 - Source-to-contract policy; POL.AGR.36 - Procure-to-Pay policy and Trust and Ethics Directive for Employees who Interact with Suppliers (in annex).


Respect the law and engage in healthy competition

Commitment 10

Our Cooperative has a worldwide presence and we follow the law in every jurisdiction where we do business: Agropur’s reputation rests in large part on its integrity. Healthy competition drives us to excel and promotes a better work ethic. In addition to meeting legal obligations, we set high ethical standards and embrace principled values. To honor this commitment, we must:

1 u Diligently apply the law. We apply applicable laws and regulations in all areas.

We expect our partners to do likewise. Each employee undertakes to comply

with the laws and regulations that apply to our industry, and must also respect

internal policies and procedures.

2 u Engage in vigorous and fair competition. Agropur strives to be honest and fair

in all its business dealings. We respect our competitors, applying best business

practices and complying with all competition laws. We act fairly, ethically and

with professionalism.

3 u Be vigilant about corruption. Agropur condemns all anti-competitive practices

and collusion. We keep a close eye on situations that may give rise to bribes,

collusion, favoritism, price fixing, false expense accounts, kickbacks, secret

deals that distort competition, etc. Our employees must be vigilant at all times

in order to avoid and report any attempts at corruption, collusion or bid-

rigging.

Each employee undertakes to comply with the laws and regulations that apply to our industry.


ASK YOURSELF THE FOLLOWING QUESTIONS:

BEFORE MAKING A DECISION...

Respect the law and engage in healthy competition

Commitment 10

4 u Be respectful and don’t malign the competition. We do not tolerate badmouthing or rumor-mongering

about competitors. Employees must paint a fair and impartial picture of our partners and suppliers. When we

gather market intelligence, we use the appropriate channels, act honestly, and do not misrepresent ourselves.

5 u Cooperate with the authorities. We maintain positive, transparent, equitable and effective relationships with

government and with regulatory bodies. We respond truthfully, appropriately and promptly to information

requests. Our goal is to develop ethical, financial, societal and environmental best practices. Our employees

must comply at all times with the fair competition rules established by government. They abide by

government restrictions and provide products and services that meet specifications.

u Am I promoting trust on the part of public authorities and local communities?

u Am I strengthening or weakening Agropur’s reputation with investors and the public?

u Am I giving regulatory authorities and public agencies my full cooperation, as required?


Your success and that of your team depend on the climate of trust you create together.

Be trust-building ambassadors

ACT WITH VIGILANCE AND REPORT SENSITIVE SITUATIONS

Agropur asks its employees and suppliers to promptly report, on a confidential basis, any behavior or situation that violates the Trust and Ethics Code or the law, and encourages its members and customers to do likewise. It is normal and responsible conduct to report any violation. There are a number of ways in which you can do so. Here are the mechanisms you can use:

1 u START A DIALOGUE

This is the recommended first step when it involves no risk to yourself. Dialogue is especially

appropriate in dealing with minor conflicts between two individuals or with a partner.

2 u SPEAK UP

You don’t have to have all the facts or be certain that something is wrong to report an ethical

problem or compromised trust. We will take all reports seriously, deal with them swiftly and

impartially, and take any appropriate action.

3 u TALK TO YOUR SUPERIOR

You can also discuss the situation with your immediate superior. Your superiors are available to

discuss your concerns and answer any ethical questions you may have. They may advise you to

consult someone else but in most cases they will be a useful point of contact. They are responsible

for enforcing this Code and for taking action when a breach is reported. It is important to be clear

about your concerns. Don’t be indirect if you need to report a problematic situation.


4 u TALK TO ONE OF THE COOPERATIVE’S PROFESSIONALS

You can also contact professionals within our organization, such as Human Capital, Legal Affairs, etc. Your

confidentiality will always be protected.

5 u GO TO THE VICE-PRESIDENT, COOPERATION AND GOVERNANCE

The Vice-President, Cooperation and Governance is responsible, under this Code, for building trust in the organization

and employees may refer to it on a confidential basis. The Vice-President can advise you and direct you to the

appropriate resources within the organization, such as Human Capital.

6 u CALL THE ETHICS HELPLINE

Employees can call a hotline to report sensitive situations in the workplace, such as fraud or conflicts of interest, on a

confidential basis. It is available 24 hours a day, 7 days a week, 365 days a year. Call 1-855-919-0990.

7 u REPORT AN URGENT SITUATION

If you see or are aware of a situation that poses an immediate threat to someone’s safety, you should contact public

security (police, ambulance or other competent public authority).

8 u USE THE EMPLOYEE AND FAMILY ASSISTANCE PROGRAM (EFAP)

If you feel it is impossible to do any of the above, Agropur encourages you to use the EFAP. Neutral, trustworthy

professionals are available to help you clarify the situation and make the right decision.



APPROPRIATE DISCIPLINARY AND PROTECTIVE MEASURES

It takes courage to be a whistleblower. You may feel uncomfortable or anxious. This is perfectly understandable. We promise to take the appropriate action in the circumstances, guided by the following principles:

1 u ZERO TOLERANCE FOR RETALIATION

Agropur is committed to protecting the rights of individuals who report violations of this Code or of the law. No employee who

reports a breach in good faith will suffer retaliation. However, people who have been involved in prohibited activities may be

subject to disciplinary measures, even if they report it. But if disciplinary measures are imposed, the fact that they reported the

incident will be taken into account.

2 u DISCIPLINARY MEASURES

Any employee, manager or officer who violates this Code will be subject to disciplinary measures, up to and including

termination.

3 u PROMPT ACTION

Any observed or possible breach is a serious matter. Agropur will respond promptly and apply any necessary corrective

measures.

4 u COLLABORATION

Any observed or possible breach will trigger an investigation. Any employee whose conduct is questioned must cooperate fully

with the investigation.

5 u RECOGNITION OF ETHICAL BEHAVIOR

Employees are encouraged to report examples of trust-building and ethical behavior by co-workers to the Communications

Department. Every year, we will recognize employees who went above and beyond, and helped build a work environment that

reflects our organization’s values.




BE RESPONSIBLE AND ACCOUNTABLE

We have constructed our Trust and Ethics Code around our five core corporate values: boldness, communication, integrity, excellence and collaboration. Those values support our mission and help us achieve our business objectives. They are embedded in all our actions and in every decision. The way we apply them day by day is what differentiates us and strengthens our relationships of trust.

1 u EACH EMPLOYEE’S ROLE

n Uphold the Code. Each of us is responsible for upholding this Code and the values and commitments it sets out. You

are responsible for reading, understanding and following its rules and the laws and regulations that apply to your job. A

person who decides not to read the Code or to be ignorant of it will still be bound by its provisions.

n Look for answers. We encourage our employees to look for answers to their legal and ethical questions before they

become a problem. It you are personally involved in or witness a situation that constitutes or could constitute a breach

of the law, internal policies or the provisions of the Trust and Ethics Code, we urge you to engage in an “ethical reflection.”

Governance


1 u EACH EMPLOYEE’S ROLE

n Ethical reflection. When confronted with a dilemma or a sensitive situation, take the following steps:

• Take a minute to think. Is the situation making you uncomfortable? Do your instincts tell you something is wrong?

Think about the best way to handle the situation.

• Take a step back. Are your actions in line with Agropur’s culture? Are they consistent with the values and commitments

in our Code? Do they help build and maintain trust? Never sacrifice reputation or a trusting relationship for a

short-term benefit.

• Ask these questions:

• Is this the best course of action under the circumstances?

• Am I acting responsibly and with integrity?

• Will my decision be seen in a positive light by co-workers, shareholders, project owners, suppliers, partners, the

community and the general public?

• How will my decision impact my co-workers, the members, customers, suppliers, partners, the community and

the general public?

• Will my decision project an appropriate image of the Cooperative?

• Would I feel comfortable if my decision were reported in the media?

• Would I do the same thing if a friend or family member were watching?

• Would I have a clear conscience if I had to explain my actions to my child?

• Disclose all conflicts of interest. You are required to report any actual or potential conflict of interest, or the appearance of

conflict of interest. See Appendix B. The Conflict of Interest Statement must be filed with the Vice-President, Cooperation

and Governance.


Governance


2 u ROLE OF MANAGERS

The manager plays a prominent role in shaping the team’s culture and working environment. The way you make decisions, respond

to concerns, deal with divergent opinions and handle bad news will influence your ability to build trust with your teams, customers

and stakeholders. To create a climate of trust, you must address the issue of ethics and trust with the members of your team. Be

clear about what you expect of them. You must lead by example, demonstrating ethical decision-making and investment in trusting

relationships for your team. When we accept the responsibility that comes with being a manager, we must expect to be watched,

judged and criticized by others. Be motivators! Make sure your team members understand the commitments and commend them

when they act in accordance with the values you expect of them.

3 u SENIOR MANAGEMENT

Agropur’s Management Committee adopts the Code and approves amendments. Senior management is responsible for application

of the Code and for putting in place the necessary measures for its dissemination to employees and managers. Senior management

appoints the members of the Trust and Ethics Working Group. It is under the responsibility of the Communications Department,

which supports the Working Group’s promotion / awareness campaign with content and interpretation.

4 u TRUST AND ETHICS WORKING GROUP

The Trust and Ethics Working Group meets annually to review the Code and assess its application. It serves as a sounding board

for matters relating to organizational culture and changes in our values and commitments. It submits its recommendations to senior

management. The Vice-President, Cooperation and Governance, reports annually to the Working Group and senior management on

the application of the Code and Agropur’s culture of integrity.

5 u VICE-PRESIDENCE, COOPERATION AND GOVERNANCE

The Vice-Presidence, Cooperation and Governance answers questions and advises employees on situations where these rules come

into play. In support of the rest of the organization, it produces an annual report on the main issues facing Agropur, in collaboration

with the Communications, Internal Audit and Human Capital Departments, while protecting the confidentiality of the people involved.

It may be called upon to help employees implement policies and practices related to ethics and trust. It also issues recommendations,

in conjunction with the appropriate departments, such as Human Capital, depending on the situation.

6 u HUMAN CAPITAL

Human Capital is responsible for strengthening and promoting ethical behaviour, and for applying appropriate disciplinary measures

when a problematic situation arises.

If you have any questions

about this Code, please

contact the Vice-President,

Cooperation and Governance

at [email protected].

We will try to answer your

questions or, if necessary, direct

you to the appropriate department

(Human Capital, etc.).


Governance


Thank you for taking the time to read Agropur’s Trust and Ethics Code. It equips us to pursue our mission together,

achieve our goals and exceed the expectations of our customers, members, the community, partners and each and

every one of us. Bear in mind that Agropur’s reputation for quality is in our hands, every day.

Thank you for your trust.

Your CEO, Robert Coallier


Appendix A

TRUST AND ETHICS STATEMENT

I, the undersigned, acknowledge that I have read the Agropur Trust and Ethics Code. I hereby undertake to comply with this Code and any amendments that may be made to it. I pledge to fully and completely adhere to Agropur’s general policies, and to the values and commitments set out in our Code. I also undertake to promote the Code to all Agropur stakeholders: members, employees, consumers, customers, partners and government.

I agree to review the Code annually and to declare that I have complied with it and with all internal rules and policies that apply to me.

I hereby declare that:

u I have read and understood every provision of this Code;

u I undertake to comply with every provision of this Code;

u I undertake to report any suspected breach of the provisions of this Code, or of any other legal or regulatory requirements;

u I undertake to be forthright in my commitments and to cooperate fully in achieving our shared goals.

I understand that, even if I choose not to read the Code or to be ignorant of it, I am still bound by its provisions.

Last name, first name:

Employee number:

Function:

Date:


Appendix B

CONFLICT OF INTEREST STATEMENT

I, the undersigned, have no reason to believe that I am in any actual, apparent or potential conflict of interest.

I, the undersigned, believe that I am in an actual, apparent or potential conflict of interest for the following reasons:

(If these reasons involve relationships with relatives, third parties or companies, please include all relevant information, including: names of relatives, third parties or companies involved; your relationships with them, the nature of their involvement, and details of any financial benefits or investments, if applicable; details of past, present or planned use of Agropur resources, etc.)


Employee number:

Function:

Date:


Appendix C

TRUST AND ETHICS DECLARATION FOR EMPLOYEES WHO INTERACT WITH SUPPLIERS

If you interact regularly with suppliers in the course of your day-to-day duties (e.g. placing purchase orders with suppliers, issuing requests for tenders), the Code of Ethics for Employees who Interact with Suppliers applies to you.

This Code has been developed to support Policy POL.35 (Source-to-Contract Policy) and Policy POL.36 (Procure-to-Pay Policy), and applies specifically to all employees who interact with suppliers. The Code sets out Agropur’s expectations as to how you will conduct yourself in your daily activities. It is designed to help you understand and follow the basic rules of compliance and integrity that apply to your function and across Agropur. The key points in the Directive are included in this Code. If you do not know whether this document applies to your position, please consult your supervisor for clarification.

I hereby declare that:

u I have read and understood all the provisions of this Code respecting relations with suppliers;

u I undertake to comply with all the provisions of this Code respecting relations with suppliers.


Employee number:

Function:

Date:

Better Dairy. Better World.

2 |

3 |

6 |

4 |

7 | MESSAGE FROM THE PRESIDENT AND THE CEO

OUR COMMITMENTS

WHY A TRUST AND ETHICS CODE

APPENDIX A

APPENDIX B

BE TRUST-BUILDING AMBASSADORS

WHO WE ARE

THE APPROACH

1 u INNOVATE TO SECURE AGROPUR’S FUTURE

2 u PARTICIPATE IN A SOCIALLY RESPONSIBLE ORGANIZATION

3 u TAKE PRIDE IN OUR QUALITY PROMISE

4 u EMBRACE DIVERSITY, EQUITY AND RESPECT

5 u SET THE BAR HIGH

6 u NEVER COMPROMISE ON SAFETY

7 u COMMUNICATE OPENLY AND CANDIDLY

8 u IDENTIFY, DISCLOSE AND MANAGE CONFLICTS OF INTEREST

9 u BE CLEAR, HONEST AND FAIR IN BUSINESS RELATIONSHIPS

10 u RESPECT THE LAW AND ENGAGE IN HEALTHY COMPETITION

3

6

5

OBJECTIVE

TRUST AND ETHICS STATEMENT

CONFLICT OF INTEREST STATEMENT

ACT WITH VIGILANCE AND REPORT SENSITIVE SITUATIONS

OUR MISSION

MAKING THE RIGHT DECISIONS AND ACTING RESPONSIBLY

3

6

ETHICAL BEHAVIOR

APPROPRIATE DISCIPLINARY AND PROTECTIVE MEASURES

OUR BUSINESS MODEL

3

6

IMPORTANCE OF TRUST

BE RESPONSIBLE AND ACCOUNTABLE

OUR VALUES

Table of contents

8

9

21

20

18

17

15

13

12

11

31 |

32 |

24 |

31

32

24

26

27

33 | APPENDIX C

33 TRUST AND ETHICS DECLARATION FOR EMPLOYEES WHO INTERACT WITH SUPPLIERS