Our Company & People
Whistleblowers
Whistleblowers
We encourage employees to first discuss any integrity-related concerns with their supervisors, human resources personnel or executive management.
For more information about what constitutes a Whistleblower and, if applicable, how to make a submission, please review Mosaic’s Whistleblower Policy, below.
WHISTLEBLOWER POLICY
PURPOSE
The Mosaic Code of Business Conduct and Ethics (“Code”) requires all directors, officers and employees (collectively “Employees”) of Mosaic Forest Management Corporation and its affiliates (“Mosaic”) to observe high standards of business and personal ethics in the conduct of their duties and responsibilities. As employees and representatives of Mosaic, we must practice honesty and integrity in fulfilling our responsibilities and comply with all applicable laws and regulations.
REPORTING RESPONSIBILITY
It is the responsibility of all directors, officers and employees to comply with the Code and to report violations or suspected violations in accordance with this Whistleblower Policy.
REQUIREMENTS & EXPECTATIONS
NO RETALIATION
No director, officer or employee who in good faith reports a violation of the Code shall suffer harassment, retaliation or adverse employment consequences. Any effort to retaliate against any person making a complaint in good faith is strictly prohibited and shall be reported immediately to the General Counsel. Retaliation against someone who has reported a violation in good faith is subject to discipline.
REPORTING VIOLATIONS
The Code addresses our open-door policy and suggests that employees share their questions, concerns, suggestions, or complaints with someone who can address them properly. In most cases, an employee’s supervisor is in the best position to address an area of concern. However, if you are not comfortable speaking with your supervisor or you are not satisfied with your supervisor’s response, you are encouraged to speak with someone in the Human Resources Department or anyone in management whom you are comfortable in approaching. Supervisors and managers are required to report suspected violations of the Code to General Counsel, who has specific and exclusive responsibility to investigate all reported violations. For suspected fraud or when you are not satisfied or uncomfortable with following the open-door policy, individuals should contact General Counsel directly.
GENERAL COUNSEL
General Counsel is responsible for investigating and resolving all reported complaints and allegations concerning violations of the Code and shall advise the President and CEO and/or the Audit Committee. They have direct access to the Audit Committee and the Board of Directors and are required to report to the Board of Directors at least annually on compliance activity. The General Counsel is Kerry Austin. Kerry can be reached at 250-716-3700 or toll free at (888) 507-0102, extension 8010. Her email address is Kerry.Austin@MosaicForests.com. If you are not comfortable speaking with Kerry or Kerry is unavailable and the matter is urgent, please use the Anonymous Whistleblower Intake Form.
ACCOUNTING AND AUDITING MATTERS
The Audit Committee of the Board of Directors shall address all reported concerns or complaints regarding corporate accounting practices, internal controls or auditing matters. General Counsel shall immediately notify the Audit Committee of any such complaint and work with the committee until the matter is resolved.
ACTING IN GOOD FAITH
Anyone filing a complaint concerning a violation or suspected violation of the Code must be acting in good faith and have reasonable grounds for believing the information disclosed indicates a violation of the Code and is real, legitimate, and significant enough to warrant an investigation.
CONFIDENTIALITY
Violations or suspected violations may be submitted on a confidential basis by the complainant or may be submitted anonymously. Reports of violations or suspected violations will be kept confidential to the extent possible, consistent with the need to conduct an adequate investigation.
To ensure that complaints can be submitted confidentially or anonymously when employees so choose, there are two other formal means by which employees may communicate complaints, which include:
a. The Anonymous Whistleblower Intake Form and
b. The interoffice mail (or regular mail or other means of delivery, addressed to the Vancouver corporate office address), by which complaints may be submitted in a sealed envelope marked “Private and Strictly Confidential – Attention: Chair of the Audit Committee of Mosaic. Being submitted pursuant to the Whistleblower Policy”, which envelope shall be forwarded unopened to the Chair of the Audit Committee.
Non-employees may submit complaints by mail or other means of delivery to the Vancouver corporate office address, either addressed to General Counsel or marked “Private and Strictly Confidential – Attention: Chair of the Audit Committee of Mosaic”, which envelope shall be forwarded unopened to the Chair of the Audit Committee. These policies shall be posted on the external website.
HANDLING OF REPORTED VIOLATIONS
General Counsel will notify the sender and acknowledge receipt of the reported violation or suspected violation within five business days. All reports will be promptly investigated and appropriate corrective action will be taken if warranted by the investigation.
RETENTION OF RECORDS OF COMPLAINTS
Records pertaining to a complaint are the property of Mosaic and shall be retained:
a. In compliance with applicable laws and document retention policies;
b. Subject to safeguards that ensure their confidentiality, and, when applicable, the anonymity of the person making the complaint; and
c. In such a manner as to maximize their usefulness to its overall compliance program.
TREATMENT OF COMPLAINTS
a. All complaints shall be treated as confidential, whether received anonymously or otherwise.
b. Although a person making an anonymous complaint may be advised that maintaining anonymity could hinder an effective investigation, the anonymity of the person making the complaint shall be maintained until the person indicates that they do not wish to remain anonymous. Any system established for exchanging information with a complainant shall be designed to maintain anonymity.
c. The Chair of the Audit Committee shall inform the Audit Committee, in summary form or otherwise, of all complaints received, with an initial assessment as to the appropriate treatment of each complaint. Assessment, investigation, and evaluation of complaints shall be conducted by, or at the direction of, the Audit Committee. If the Audit Committee deems it appropriate, the committee may engage, at Mosaic’s expense, independent advisors, such as outside legal counsel or auditors who are not affiliated with the Mosaic’s auditor for the purpose of undertaking of any investigation and/or recommending appropriate action.
d. Following investigation and evaluation of a complaint, the Chair of the Audit Committee shall report to the Audit Committee the recommended disciplinary or remedial action, if any.
e. We will regard the making of any deliberately false or malicious allegations by an employee as a serious offence which may result in disciplinary action up to and including dismissal for cause. The action determined by the committee to be appropriate under the circumstance, including disciplinary action up to and including dismissal for cause, shall then be brought to the Board or the appropriate members of Executive Management team for authorization or implementation, respectively. If the action taken to resolve a complaint is deemed by the Audit Committee to be material or otherwise appropriate for inclusion in the minutes of the meetings of the Audit Committee, it shall be so noted in the minutes.
f. Reasonable and necessary steps will also be taken to prevent any further violations of policy.
SUMMARY – WHO TO CONTACT
We encourage employees to first discuss any integrity-related concerns with their supervisor, human resources personnel or anyone in management.
Employees and other stakeholders can also report concerns to:
1. General Counsel
Kerry Austin, Vice President, General Counsel & Corporate Secretary
201-648 Terminal Ave.
Nanaimo, BC
V9R 5E2
250-716-3700, or toll free at (888) 507-0102 extension 801, or Kerry.Austin@MosaicForests.com
2. Audit Committee Chair
Craig Neeser
Suite 2000 – 1055 West Hastings Street
Vancouver, BC
V6E 2E9