Business Ethics and Compliance
Acting ethically and with integrity is fundamental to one of our values – Being Responsible. Over the years, we have worked hard to ensure that an ethical culture resides in the way we conduct every aspect of our business.
Code of Conduct
Our Code of Conduct (the Code) outlines the guiding principles of conduct and ethics to be followed by all employees, officers, directors and third parties who work for, or on behalf of, our company. The principles in the Code summarize what we expect from our workforce and provide valuable advice on how to conduct our work with integrity. Aspects of the Code include but are not limited to: compliance with the law, prevention of conflicts of interest, respect in the workplace, anti-bribery and anti-corruption, third-party compliance and oversight, anti-competitive practices and zero tolerance for fraud. Through a combination of in-person and online training – supported by structured awareness and communication campaigns – we make every possible effort to ensure that everybody working for, or on behalf of, our company clearly understands the principles that must be followed while doing their job. For example, in 2017, we presented the first Ethical Leadership award to recognize an employee who went above and beyond his job responsibilities to promote ethical behaviour within his workplace. Also, given our focus on safe production, a video message making a clear connection between acting ethically and being Safe Enough For Our Families was developed and shared companywide. These are examples of how we ensure our employees relate to and understand the principles included in our Code.
We review and update the Code every three to five years to ensure it remains current and relevant to the business and regulatory environments in which we operate. The Code was last updated and approved by the Board in 2014 and the next review will take place in 2018.
In 2017, the reports-to-employees ratio was 1.52 reports (including queries and requests for guidance) for every 100 employees1, compared to an average of 1.4 across all industries, as stated by NAVEX Global’s 2017 Ethics and Compliance Hotline Benchmark Report2. The level of ethics and compliance awareness at Goldcorp is reflected in the number of Code of Conduct concerns and inquiries escalated through our available reporting channels.
Conflicts of Interest
Goldcorp’s Code emphasizes the importance of transparency and outlines the steps to disclose potential or actual conflicts of interest that may arise in the ordinary course of business.
Sanctions and Fines
In 2017, we did not receive significant fines or non-monetary sanctions for non-compliance with the applicable laws and regulations that prohibit restraints of trade, unfair practices, anti-competitive behaviour, anti-trust and abuses of economic power. In addition, in 2017, we did not receive any reported fines that on an individual basis exceeded US$100,000 for health and safety, employment and corporate social responsibility matters. For further information on environmental fines and sanctions, please visit the Compliance section, under Environmental Stewardship.
Disclosure, Confidentiality and Insider Trading: Our obligations under the provisions of securities laws and stock exchange rules relating to the disclosure of material information are guided by our Disclosure, Confidentiality and Insider Trading Policy, which ensures that we and all persons to whom this policy applies meet their obligations regarding the timely disclosure of all material information.
Management of Fraud and Corruption Risk
Our commitment to acting with integrity includes not engaging in or tolerating fraud or corruption. We invest time and resources to create awareness about acting with integrity. This means clearly defining the expectations we have for employees and third parties who work with us regarding ethical behaviour.
100% of our business units were analyzed for risks related to corruption during the reporting year. In addition, corruption risk is re-assessed on a quarterly basis as part of our Enterprise Risk Management process.
We take an integral approach to fraud and corruption risk management. Our Anti-Bribery and Anti-Corruption compliance program is a combination of the following elements: (i) preventive (e.g., structured training and third party vetting/due diligence, clear policies and monitoring of employee awareness); (ii) detective (e.g., recurrent detection data analytic procedures) and (iii) reactive (e.g., an effective ethics reporting process that constitutes an important component of the company’s control environment).
Our Anti-Bribery and Anti-Corruption compliance program is complemented by: a system of internal controls over our financial reporting process; our entity-level controls and transactional controls (e.g., such as delegation of financial authority for expenditures, transaction authorization requirements, segregation of duties and information technology security).
The Code of Conduct and our Anti-Bribery and Anti-Corruption Policy are foundational to our compliance program. In 2017, we continued placing significant effort on anti-bribery and anti-corruption compliance. Highlights include:
- We delivered in-person Anti-Bribery and Anti-Corruption training to the senior management team and to supervisors and managers at our operations located in jurisdictions assessed as high risk.
- We trained and recertified the following individuals/groups on the company’s Anti-Bribery and Anti-Corruption Policy: third party business partners and service providers who may or do interact with the government on our behalf.
- We continued strengthening our Anti-Bribery and Anti-Corruption compliance program’s effectiveness through recurrent transaction-based detection efforts and structured third-party onboarding due diligence.
- We completed Canada’s Extractive Sector Transparency Measures Act (ESTMA) report. ESTMA requires extractive companies to disclose certain types of payments made to governments relating to extractive activities.
We introduce all employees to our anti-corruption policies and procedures during their onboarding process. We place a special communication focus on those whose roles pose a higher level of risk. During 2017, we rolled out an updated course that combines our Code of Conduct and Human Rights training, which we offered to our “online” employees (i.e., employees with permanent access to a computer as part of their work responsibilities). During 2017, a separate and stand-alone online training specifically focused on Anti-Bribery and Anti-Corruption was also rolled out to a risk-based determined targeted audience, reaching a completion of 96%. 100% of the contractors and vendors on-boarded during 2017 went through our risk-based third party due diligence process.
All reports of alleged fraud received during 2017 have been resolved or are currently under active investigation. We have zero tolerance for fraud and corruption and in cases where fraud allegations are confirmed, the individual(s) and/or entities involved face disciplinary measures that could include termination of employment or contract and criminal and/or civil liability as applicable.
In order to address Code matters in a timely, unbiased and appropriate manner, we have an internal Ethics Committee that oversees the Ethics and Compliance program. Our Ethics Committee is a multi-disciplinary group of corporate employees and officers chaired by our Executive Vice President and General Counsel. The Committee meets on a quarterly basis to review the ethics-related cases/complaints received, discuss external enforcement trends and regulatory changes and monitor the progress of the company’s annual Ethics and Compliance plan. The Ethics Committee’s responsibilities are outlined in the committee’s charter and the fulfillment of these responsibilities is subject to an annual self-assessment.
Quarterly, the Audit Committee of the Board receives a written Ethics and Compliance report covering the topics outlined above.
Ethics Training and Capacity-Building
The preventive element of our Ethics and Compliance program includes delivery of structured training to our workforce and consistent awareness efforts, as well as monitoring of the effectiveness of our overall preventive efforts. In addition to our standard new hire onboarding program, in 2017, we delivered in-person ethics and compliance training at three different locations, completed the global annual Code of Conduct refresher and certification training, and delivered an in-person anti-corruption refresher to the global senior management team. Towards the end of 2017 as part of the bi-annual supplier re-certification process, we also delivered live anti-bribery and anti-corruption refresher training to our agents and service providers that interact, or may interact with government entities representing, or on behalf of, Goldcorp.
Our annual Code of Conduct training and certification process is mandatory. Employees are required to review key topics of the Code through an online training module (refreshed every year) and then re-certify compliance. In Q4 2017 when the course was rolled out, over 3000 employees and contractors from the target population (e.g., employees with permanent access to a computer) enrolled in the course and re-certification. We will report the completion rate in our 2018 Sustainability Report. Every two years, a similar approach is taken in relation to our Anti-Bribery and Anti-Corruption Policy. During 2017, over 900 employees completed the bi-annual Anti-Bribery and Anti-Corruption online training. These employees were selected following a risk based approach.