Code of Business Conduct & Ethics Policy

Last Updated: 26 March 2019

tdglobal promotes a safe, healthy and diverse workplace, free of harassment and danger, promoting the freedom for employees to perform their functions unhindered. tdglobal strongly discourages behaviour that is not in the best interests of tdglobal or its customers, suppliers, or their employees.

In performing their job functions, tdglobal employees should always act lawfully, ethically and in the best interests of tdglobal. This Code of Business Conduct and Ethics Policy (the "Code of Conduct") sets out some basic guiding principles. Employees who are unsure whether their conduct or the conduct of their coworkers complies with the Code of Conduct should contact their manager or the legal department.

  1. Compliance with Laws, Rules and Regulations

Employees should at all times adhere to applicable laws, rules and regulations. Employees with questions about the applicability or interpretation of any law, rule or regulation should contact the legal department.

  1. Anti-bribery Commitment

Employees, acting on behalf of tdglobal or in connection with tdglobal’s business, are prohibited from giving or offering anything of value, directly or indirectly, to any government official, or to any private individual or entity, in order to improperly obtain or retain any business advantage or to improperly affect any act or decision. Employees may not make unlawful payments to government officials themselves or through a third party. Employees who are conducting business with government officials of any country must contact the legal department for guidance on the law governing payments and gifts to governmental officials.

  1. Conflicts of Interest

In performing their job functions, Employees are expected to use their judgment to act, at all times and in all ways, in the best interests of tdglobal. A "conflict of interest" exists when an employee's personal interest interferes with the best interests of tdglobal. For example, a conflict of interest may occur when an employee or a family member receives a personal benefit as a result of the employee's position with tdglobal. A conflict of interest may also arise from an employee's business or personal relationship with a customer, supplier, competitor, business partner or other employee, if that relationship impairs the employee's objective business judgment.

Employees should attempt to avoid conflicts of interest and employees who believe a conflict of interest may exist should promptly notify the legal department. The legal department will consider the facts and circumstances of the situation to determine the appropriate action.

  1. Recordkeeping, Reporting and Financial Integrity

tdglobal follows strict accounting principles and standards to maintain financial information accurately and completely. tdglobal maintains appropriate internal controls and processes to ensure that accounting and financial reporting complies with applicable laws and regulations. Employees must support tdglobal’s efforts in this area.

  1. Business Partner Commitment

tdglobal’s reputation depends on the conduct of its employees as well as the conduct of those with whom tdglobal does business. It is tdglobal’s goal to ensure its employees and partners reflect the same high ethical standards and demonstrate a commitment to compliance with all applicable laws. tdglobal expects its partners to ensure that their employees and subcontractors understand and comply with the anti-bribery commitment contained in this Code of Conduct.

  1. Reporting

tdglobal encourages its employees and partners to report any violations, or suspected violations, of this Code of Conduct to the legal department. tdglobal will endeavour, where possible, to treat any and all reporting information, including the identity of the reporting person, as confidential.

tdglobal will not allow any retaliation against an employee for reporting misconduct by others in good faith. Employees must cooperate in internal investigations of potential or alleged violations of the Code of Conduct.

Employees who violate the Code of Conduct may be subject to disciplinary action up to and including dismissal.