The code requires strict compliance with legal requirements and sets standards for the ethical conduct of our business, enabling us to maintain the confidence of our customers, colleagues, shareholders, vendors and the governments and communities where we do business.
Standards of business conduct code
Our business conduct policy statement articulates our commitment to sound legal and ethical business practices. We meet this commitment through our standards of business conduct code, which is comprised of a number of detailed policy guidance and standards (PG&S) and a code compliance program.
Under the code, every Suncor director, officer, employee and independent contractor is required annually to take an online training course, review the code and certify that he or she:
- has reviewed a summary of the code
- understands the requirements of the code
- has complied with the code; alternatively, has disclosed and resolved any non-compliance with the code
Topics addressed in the code, and detailed further in various PG&S, include:
- conflict of interest and confidentiality
- trading in shares and securities
- improper payments
- fair dealing in trade relations
- accounting, reporting and business control
- protection and proper use of corporate assets and opportunities
Our annual business conduct code affirmation and training for employees and independent contractors is included in our Learning Management System - an online hub where courses are centrally managed. Employees see it listed alongside all of their assigned learning for the year.
The Way We Do Business is a summary of our code of conduct policies. As part of the annual affirmation, employees and independent contractors review and certify they have complied with our code. The guide is an interactive document that can be accessed year-round to support understanding of our expectations on ethical conduct.
We also maintain a supplier code of conduct for suppliers engaged through Suncor’s supply chain. It highlights the values that are important to Suncor and is a guide to the standard of behaviour required of suppliers, contractors and consultants who do business with us. The supplier code addresses topics such as safety, harassment, bribery and corruption, human rights and confidential information, among others.
Throughout the year, we keep ethical business conduct top of mind for employees through our Acting with Integrity intranet, a central employee resource for ethical conduct information. In addition to brief presentations and case studies, the site hosts professional videos in which actors demonstrate unethical behaviour on a number of important topics, such as:
- disclosing material information about the company to the public
- conflicts of interest
- maintaining a respectful workplace
- fair competition
- accepting gifts and entertainment
Stewarding to business conduct code
- Suncor's Board of Directors exercises stewardship over the code
- internal auditors audit the code affirmation process annually
- the vice president of enterprise risk and audit, who has a direct reporting relationship with the audit committee, reports on compliance to that committee
At least once a year, the code is reviewed and if appropriate, updated. Management reports to the governance committee each year on this review process.
Any waivers of code requirements for executive officers or members of the board must be approved by the board or appropriate board committee and disclosed. No such waivers were granted in 2018.
Raising ethical concerns
We encourage employees to raise concerns about suspected violations of our business conduct code without fear of reprisal with these teams/departments:
- Legal – compliance
- Corporate Security
- Human Resources
- Internal Audit
In addition, we have established an integrity hotline where they can anonymously report issues of concern to a third-party service provider.
The integrity hotline is available 24/7 to employees, contractors and the public. Any issues of a serious nature are investigated by Corporate Security or Human Resources. The audit committee receives regular updates on Integrity Hotline activities. As per the code, the vice-president responsible for internal audit is charged with maintaining the Integrity Hotline and ensuring that all alleged code violations are thoroughly investigated.
Prevention of improper payments
Corruption constrains sustainable economic activity. It hinders the development of fair market structures and distorts competition. More importantly, corrupt business practices undermine citizens’ trust in political and business systems, institutions and leadership. We strive to act transparently and in the best interests of the communities where we operate.
Our position on bribery and corruption is clear and detailed in our PG&S on the prevention of improper payments, which includes:
- funds and facilities are not to be used for any illegal or improper purposes
- bribery, kickbacks or any payment to a person to commit an unlawful act, or to influence a person performing public duties, are prohibited, as is the diversion of assets for personal benefit
- personnel are required to comply with all applicable laws concerning improper payments to foreign officials or other third parties
Supervisors and managers are expected to promote a working environment consistent with this PG&S and assist all personnel within their supervision to understand and comply with it.
Suncor also provides employees with additional specialized training for matters governed by the code where it is determined such training would be beneficial. For example, certain employees directly involved with Suncor’s international and offshore operations are required to periodically attend workshops which address, among other items, compliance with sanctions and anti-bribery and anti-corruption legislation and best practices for operating in international jurisdictions where Suncor operates.
Our Board of Directors reviews compliance with this PG&S as part of its annual review of the Standards of Business Conduct Compliance program. Our chief compliance officer oversees this PG&S and provides periodic reports to the general counsel and the governance committee of our Board of Directors.
We collect, use and store personal information about employees, contractors, customers, suppliers, associates and others in the course of business activities. The collection, use and disclosure of personal information is subject to provincial or state, and federal and international laws. We respect privacy rights of all individuals and have policies, procedures and practices to protect those rights.
We do not engage in anti-competitive activities. We compete for business vigorously, honestly and in material compliance with all applicable antitrust and competition laws. These laws encourage fair competition in the marketplace for products and services.
Those negotiating or administering agreements, involved in advertising and promotion, or participating in industry associations or similar groups, are required to be familiar with local laws regarding competition and trade practices. We do business with suppliers who, in our judgement, enhance our competitiveness and who share our vision of sustainability and business ethics.
Open, honest and transparent relationships support sound corporate governance and high ethical standards. Within the bounds of commercial confidentiality, we commit to transparent relationships with employees, shareholders and stakeholders alike. We encourage transparent transactions and operating agreements with provisions that respect the local laws of wherever we operate around the world.
Many of our investments and projects are long-term in nature and we expect to be a corporate citizen in communities where we’re located for many years. We have a clear interest in social and economic development in regions and countries where we work.
As such, we support public accountability by governments and transparency of revenues, as a means to promote political and economic stability in regions where we operate. We acknowledge work that the Extractive Industries Transparency Initiative does in this regard and, while we haven’t formally endorsed the initiative, we consider supporting host countries seeking to implement greater transparency if requested.
Conflict of interest
Our governance committee annually reviews a declaration of interest from each Board member to determine if any conflicts of interest exist. In addition, directors are required to maintain with the corporate secretary a current list of all other entities in which they have a material interest or on which they serve as a director, trustee, or in a similar capacity.
As per the Board’s conflict of interest policy, if a director is a party to, or has an interest in any party to, a contract or transaction before the Board of Directors (regardless of the materiality of the contract or transaction), the director must:
- immediately advise the Board chair or the particular committee chair
- exit from the meeting for any material discussions or deliberations concerning the subject matter of the contract or transaction
- abstain from voting on any resolution in respect of such contract or transaction
The conflict or potential conflict is recorded in the meeting minutes. The corporate secretary also ensures that directors don’t receive Board materials in situations where the subject matter of the materials could involve an actual or potential conflict of interest.
The Way We Do Business[31 pp., 1.8 MB]
Prevention of Improper Payments[10 pp., 81 KB]
Competition[19 pp., 119 KB]
Trade Relations[2 pp., 35 KB]