CODE OF BUSINESS CONDUCT AND ETHICS
Stelco Limited (the “Company”) has adopted this Code of Business Conduct and Ethics (the “Code”) to reflect our commitment to appropriate business behavior and to manage all areas of ethical risk. This Code is intended to provide guidance to each of us regarding Stelco’ standards of integrity and compliance in all our business dealings. Our Code is an integral element to Stelco business conduct.
WHO IS REQUIRED TO FOLLOW THE CODE
This Code establishes a basic set of principles to guide all team members, officers, directors, Employees and contract workers .This also includes any appropriate business partners working on Stelco Limited behalf, namely suppliers and contractors. While this Code covers a wide range of business practices and procedures, it cannot possibly cover every issue that may arise. We may adopt more specific or restrictive practices and procedures with respect to particular activities or situations. In accordance with this Code, all employees of Stelco must conduct themselves with honesty and integrity, and must seek to avoid even the appearance of improper behavior. Violations of this Code, any Stelco policies or applicable local laws may result in severe consequences to Stelco. Disciplinary actions could result in your termination from the Company.
LEADERSHIP HAS ADDED RESPONSIBILITY
Stelco leadership (vice presidents, directors, managers, supervisors, etc.) has an additional duty to foster a culture of integrity and compliance. This means you should serve as ambassadors and role models for ethical behavior in all of your interactions. It also means that as leaders you must ensure that colleagues who report to you feel comfortable raising questions and concerns without fear of retaliation, that any issue will be addressed in a professional and timely manner and that we will not compromise our standards to obtain business results. Lastly, Stelco leaders have a duty to report any violations of our Code. If you are aware of any violation of law, regulation, fraud or deficiency in design of Company controls, you must report it to the Compliance Committee. STELCO’ RESPONSIBILITY • Provides workplace training on its ethics and compliance standards. • Offers ways for employees or third parties to report concerns about possible violations of the Code or policies or to seek guidance on ethics and compliance matters. • Keeps reports confidential to the extent reasonably possible. • Strictly prohibits retaliation against those making good-faith reports. • Conducts professional investigations, takes remedial actions and imposes discipline for violations, as appropriate.
MAKING GOOD DECISIONS while working on behalf of Stelco, you may encounter difficult situations. In most situations, common sense, good judgment, the Code and our policies and procedures will assist
you in making good decisions. However, there may be times when you need additional guidance to make the right decision. In such cases, you have several resources available to you. Please contact your
direct supervisor, your local HR department or the Compliance Committee.
WHO TO CONTACT If you become aware of a situation that may involve a violation of this Code, Company policy or any applicable law or regulation, you have a responsibility to report it. Please note that failure to comply with our Code and policies can have serious consequences that may include disciplinary action, up to and including termination, as well as possible civil or criminal penalties. Stelco treats all reports with as much confidentiality as reasonably permitted. To report a violation of the code, please contact your direct supervisor, HR manager or the Compliance Committee right away. We believe this Code should be an evolving set of business standards, subject to refinement over time as circumstances warrant. These reporting procedures are additional methods made available to you and do not replace the channels existing under the applicable law in each country. If you want to file a complaint under the Code, follow the reporting procedures outlined in this document.
We are committed to equal opportunity in employment and to fostering diversity in our workforce. We afford equal employment opportunities to all qualified individuals, without regard to race, color, ancestry, religion, sex (including pregnancy, childbirth, or related medical conditions), sexual orientation, national origin, age, reproductive status, physical or mental disability, citizenship status, veteran status, gender identity or expression or any other characteristic or status protected by law. ANTI-HARASSMENT Diversity is an asset to Stelco. We are committed to providing a work environment free of harassment, where employees are evaluated based on their abilities and quality of work. We do not tolerate harassment, psychological abusive tone or language, or undesired physical contact. ANTI-RETALIATION You must report violations of this Code without fear of retaliation. All submissions to the Compliance Committee will be handled in a responsible manner and in compliance with applicable law. We strictly prohibit retaliation of any kind for good faith reports of violations. However, the wrongful use of these procedures exposes the perpetrator to disciplinary action or prosecution. For reports involving conduct attributable to designated persons, it is preferable if you identify yourself. Your identity will be kept confidential.
PROTECTING PERSONAL DATA : At Stelco Ltd. , we are committed to promoting a work environment and operation in a manner that fosters confidence and trust. To accomplish this goal, we must properly
manage the personal data provided to us by our colleagues, customers, suppliers and others. “Personal data” includes any information that may identify an individual. Examples of personal data include name,
physical address, email address, team member identification number or any combination of information that might identify someone. We should only collect, access, use or disclose personal data for appropriate business purposes. In addition, we should use the minimum amount of personal data needed to accomplish a task. We must not share this information with anyone, either inside or outside our Company, who does not have a business need to know it.
CONFLICTS OF INTEREST At times, you may be faced with situations where the business actions you take on behalf of Stelco may conflict with your own personal interests. We owe a duty to Stelco Limited to advance its legitimate interests when the opportunity to do so arises. We must never use Stelco property or information for personal gain or personally take for ourselves any opportunity that is discovered through our position with the Company. All team members must avoid activities or relationships that conflict with Stelco interests or adversely affect the Company’s reputation. The types of activities and relationships that team members must avoid may include, but are not limited to: • Having a personal interest, financial interest or potential gain in any Stelco Limited transactions; this includes favoring family members and friends. • Consulting with or employment by a competitor, supplier, or our customer as well as serving as an officer, director or board member of a customer, supplier or competitor. • Accepting any gifts, cash, discounts, honorariums, entertainment, favors, or services that are more than modest in value from any customer/potential customer, vendor, competitor, or supplier. • Using team members, materials, equipment or other assets of Stelco Limited for any unauthorized purpose. • Having a financial interest in any transaction involving the purchase or sale by Stelco Limited of any products, materials, equipment, services or property, other than through Company-sponsored programs. • Improperly using or disclosing confidential Company information. Each team member is responsible for avoiding conflicts of interest as well as the appearance of such conflicts. Team members who are unsure whether they are involved in a conflict of interest or whether an action might create a conflict of interest must discuss the issue with their direct supervisor or local HR department. A conflict of interest or potential conflict of interest may sometimes be resolved or avoided if it is appropriately disclosed and approved. However, in other instances, disclosure may not be sufficient and Stelco Limited may require that the conduct be stopped or that actions taken be reversed where possible. SAFEGUARDING PROPERTY AND INFORMATION Theft, damage, carelessness and waste have a direct
impact on our Company’s success. We must therefore commit to protecting our Company’s physical assets from theft, damage, loss or misuse. This includes our facilities, vehicles, business equipment,
merchandise and suppliers. If you suspect any form of fraud or theft, you should report it to your direct supervisor immediately. Authorized occasional personal use of certain Company equipment, such as telephones or internet, is sometimes appropriate. However, we must ensure our personal use is limited, does not interfere with our ability to do our work for Stelco and does not violate Company policy or law.
You also must return any Company property you possess at the end of your employment.
CONFIDENTIAL INFORMATION We are each entrusted with our Company’s confidential information. We must protect this sensitive information at all times. This generally includes any nonpublic information
that might be of use to competitors or others, which may be harmful to the company if disclosed. Examples include business or marketing plans, supplier information, product design, manufacturing processes, existing and future product information and team member information. You must never allow others to access Stelco’ confidential information or leave technologies (including computers, laptops, cell phones, PDAs and software) containing such information unattended. If you lose Company equipment or an item containing confidential Stelco information (for example, a Stelco laptop, iPhone, thumb drive or the like), you should report the loss immediately to Stelco’ Information Technology department.
INTELLECTUAL PROPERTY We value the work product that we produce and create. We must diligently work to protect Stelco’ intellectual property.
COMMUNICATIONS AND PROPER USE OF COMPUTERS All team members of Stelco Limited are responsible for protecting the Company’s assets and ensuring that they are used for Company business
purposes and in accordance with Company policies.
Doing Business Openly and Honestly ANTI-CORRUPTION Stelco is committed to conducting business fairly, honestly and with utmost integrity and in compliance with all applicable laws. Bribery is illegal and
can expose the Company and its leaders to fines and other penalties, including imprisonment. Bribes and corruption payments are strictly prohibited. A detailed guideline has been established to address the various components of anti-corruption compliance. GIVING GIFTS Giving gifts, just like receiving gifts, can harm the Company’s reputation by creating the appearance of impropriety. In some situations, giving gifts or favors also can violate the law; for example, when dealing with government officials. Giving gifts to our customers can raise issues of preferential or unfair treatment that can affect morale and create perceptions of favoritism. For these reasons, it is important to follow the Acceptable Gifts and Entertainment Policy. When giving gifts or favors to those who do, or seek to do, business with the Company, several criteria must be met. Accepting gifts or favors from a business contact, such as a supplier or dealer, can cloud your judgment when making decisions for the Company, or give the appearance that the supplier or dealer is “buying”favorable treatment. Together, we provide each other an inclusive environment that fosters respect for all of our coworkers and business partners. We do not condone or employ child labor. We will not employ anyone under the age of 18, even if authorized by local law. If local law is stricter than Company policy, we will comply with that law. In addition, we will never use forced, indentured or involuntary labor in any of our operations. As part of our commitment to our communities around the world, Stelco will not tolerate any instances of human trafficking or other forced labor. We also will never conduct business with any
third parties who engage in human trafficking or forced labor.