Our Suppliers are valued business partners with whom we want to have mutually beneficial working relationships. To maintain these relationships, and to minimize legal and reputational risks, it is important that our Suppliers conduct their business in a manner that is consistent with Talisman’s corporate values and policies.
This Supplier Code of Conduct (SCOC) sets out our business conduct and ethical performance requirements for all our Suppliers – big and small – around the world. The term “Supplier” is used in this document to refer to suppliers, contractors and subcontractors, and other third party entities that provide goods and services to Talisman or who act on Talisman’s behalf. These are the same requirements we set for our own employees and on-site contractors in our Policy on Business Conduct and Ethics.
While we take responsibility for communicating our requirements and answering any questions our Suppliers may have, it is the responsibility of our Suppliers to adhere to this SCOC. We reserve the right to audit our Suppliers to confirm they are operating in accordance with this Code, and we reserve the right to sever our relationships with Suppliers found not to be doing so.
Our ten core expectations are summarized in the list below. Refer to subsequent sections of this SCOC for more information.
1. Suppliers must understand and comply with all applicable laws and regulations.
2. Suppliers must act with integrity in all business dealings.
3. Suppliers must not give or accept gifts, prizes, and entertainment benefits which would be considered excessive by an objective observer.
4. Suppliers must not give or accept facilitation payments, bribes, kickbacks or other types of improper payments.
5. Suppliers will not enter into other agreements that conflict with their contractual obligations to Talisman.
6. Suppliers will treat all their employees and others with whom they engage on Talisman’s behalf both ethically and fairly.
7. Suppliers will show respect for human dignity and the rights of the individual.
8. Suppliers will foster positive relationships with the communities in which they operate.
9. Suppliers will provide work environments that are safe for workers and minimize the impacts to the environment.
10. Suppliers will not disclose sensitive information about Talisman.
We believe that this Code articulates standards that can reasonably be expected of responsible companies. Talisman will work to promote the Code with all organizations with whom we have a business relationship. We anticipate that senior leaders among
our Suppliers will lead by example to support a corporate culture that promotes these values and evaluates performance against them.
The sections below provide additional guidance on our ten core expectations. Please note the examples provided are illustrative and do not cover all possible ethical scenarios.
Compliance with Laws and Regulations
Suppliers are responsible for ensuring that their managers, employees and contractors understand and comply with all applicable laws. Because Talisman operates internationally, this includes not only regulations in the jurisdictions in which a Supplier operates but also includes extraterritorial laws with which Talisman operations must comply. This Code incorporates the principles and requirements of these extraterritorial laws. Ignorance of the law will not be accepted as a defense for non-compliance.
Integrity in Business Dealings
Suppliers must act with integrity in dealings with all persons inside and outside their company, including government officials, customers, suppliers and members of the community. Suppliers must promote and protect free and fair competition. Any form of corruption, extortion, price fixing and / or anti-competitive behavior, embezzlement, or falsification is prohibited.
Gifts and Entertainment
Suppliers shall not give to, nor accept from, a representative of Talisman any material or extravagant gift, prize or entertainment benefit. Exchanges of gifts, entertainment and prizes are permissible if they are occasional, modest and consistent with standard industry practice in the region in which the Supplier operates and would not be perceived by an objective observer:
- to be excessive
- to constitute a personal enrichment for the recipient; and / or
- to be a factor in influencing that person’s behavior.
The monetary value of the gifts, prizes and entertainment benefit must be properly recorded by the Supplier. Talisman reserves the right to request documented evidence from Suppliers of the monetary value of a gift, prize, or entertainment. Further detail as to Talisman’s expectations is contained in the Gifts and Entertainment Policy.
Bribery and Other Improper Payments
Talisman is subject to legislation in Canada, the United States and other jurisdictions that prohibit corrupt practices in dealing with public officials. Talisman has a policy of zero tolerance for bribery and corruption and insists that all Suppliers comply with this obligation in all areas where they operate. This means that Suppliers must not give or accept facilitation payments, bribes, kickbacks or other types of improper payment for any reason. Compliance with Talisman’s policy of zero tolerance for bribery and corruption is required in all jurisdictions including those where such payments are not prohibited by regulation in the jurisdiction in which a Supplier operates.
It is our Supplier’s responsibility to ensure that the requirements of the applicable anti-corruption legislation are met. No payments, gifts or other benefits are to be given, directly or indirectly, to public officials, political parties or political candidates for the purpose of influencing government decisions in Talisman’s favor or for securing other improper advantages. Public officials include all people who perform public duties or functions for a foreign state, including:
- anyone “acting in an official capacity”;
- anyone under a delegation of authority from the government to carry out government responsibilities; or
- officers and employees of companies that have government ownership or control, such as national oil companies, regardless of whether the government in question has majority ownership or control.
Furthermore, no such payments are to be made to agents or other third parties in circumstances where it is likely that part or all of the payment will be passed on to a public official, political party or political candidate
Conflict of Interest
Talisman expects that our Suppliers and their individual employees will not enter into outside activities, including business interests or other contracts or employment that might interfere with or be perceived to interfere with the Suppliers’ contractual obligations to Talisman.
Suppliers are expected to treat all their employees ethically and fairly. From Talisman’s perspective, this means:
- no discrimination on the basis of gender, physical or mental disability, age, marital status, family status, sexual orientation, religious belief, race, colour, ancestry or place of origin;
- consistency with universally accepted standards related to exploitation of child and / or forced or compulsory labour;
- freedom of association and collective bargaining;
- fair and competitive compensation;
- promotion of a harassment-free workplace;
- confidentiality of employee records; and
compliance with local employment laws in conjunction with internationally recognized best practices.
Suppliers are expected to show respect for human dignity and the rights of the individual. This means Suppliers shall operate in accordance with the Universal Declaration of Human Rights and the Voluntary Principles on Security and Human Rights.
In keeping with Talisman’s Global Community Relations Policy, we expect our Suppliers to understand the cultural and economic context in which they are working, to operate safely and responsibly, to be mindful of the well-being of communities and to foster positive social and economic relationships with local communities.
Health, Safety & the Environment
Suppliers are expected to provide working environments for their employees and contractors such that no people are harmed, and impact on the environment is minimized. If operational results and safety ever come into conflict, we require Suppliers to choose safety over operational results.
Suppliers are expected to operate in accordance with all applicable health, safety, and environment (HSE) laws and regulations. In addition, Suppliers are expected to be familiar with, and conform to, Talisman’s HSE policy and procedures when
operating on a Talisman worksite.
Suppliers shall not disclose sensitive information about Talisman’s business, its employees, its performance, or its business dealings. This includes information disclosed by the Supplier’s employees through social media outside of the Supplier’s work environment. Suppliers must not make reference to Talisman when promotional marketing or advertising without first obtaining written permission from Talisman.
This does not prohibit the release of information, the disclosure of which is required by regulation or the rules of any applicable stock exchange, provided that the Supplier, to the extent reasonably possible, provides Talisman with a draft of any proposed release and incorporates the comments of Talisman.