Supplier Code of Conduct and Ethics

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Our Supplier Code of Conduct and Ethics provides the framework for success in dealing with Magna, or with any sub-supplier you do business with when serving Magna.

It forms an integral part of our overall contractual relationship with you and it is important that you understand and abide by it.

Driving Integrity
In Business Dealings

At Magna, we set high ethical standards for ourselves and our suppliers.

Magna’s suppliers, vendors, consultants, independent contractors, agents, or any other third party engaged to carry out any action on our behalf (“suppliers”) must always act with integrity by obeying the letter and spirit of laws, regulations, standards (together, “laws”) and Magna policies that apply to them, wherever they do business. They should, in turn, also require that their suppliers abide by the requirements of this Code.

The requirements of this Code are in addition to the requirements set out in any agreement or other set of terms and conditions that apply to your relationship with Magna.

While the laws that apply to our suppliers are numerous and vary by jurisdiction, some important principles that must be followed include:

Anti-Corruption

Antitrust and Competition Laws

We compete vigorously while respecting free and fair competition. We expect the same of our suppliers.

Suppliers must comply with all applicable antitrust and competition laws and cannot engage in any act that improperly reduces competition. Examples of such prohibited acts include agreeing with competitors to fix prices, set discounts or terms of sale, limit production, divide markets, allocate customers, coordinate bidding activities, boycott customers and suppliers, fix employee compensation, or refrain from hiring each other’s employees. In some jurisdictions, the mere exchange of sensitive commercial information is illegal.

Read Magna's Antitrust and Competition Policy

Driving Integrity
Know it. Speak it. Live it.

  • Suppliers should know the laws that apply to them and follow the letter and spirit of such laws

  • Suppliers must not collude with competitors to limit competition

  • Suppliers are strictly prohibited from offering bribes to government officials

  • Suppliers must not violate sanctions and export control laws

  • Suppliers must cooperate with Magna in identifying the source of certain minerals used

Magna’s suppliers must always act with integrity by obeying the letter and spirit of laws and Magna policies that apply to them, wherever they do business.

To report suspected violations of Magna’s Supplier Code of Conduct and Ethics, visit magnahotline.com

Anti-Corruption and Anti-Bribery Laws

Our suppliers must follow all applicable laws that prohibit the giving of anything of value to any person or entity to obtain an improper business advantage, as well as laws that require keeping accurate books and records.

Suppliers must follow anti-corruption and anti-bribery laws in all cases, and must be particularly cautious when interacting with government officials.

Regardless of the specific laws or established business practices of any particular jurisdiction in which we or our suppliers operate, Magna prohibits the making of “facilitation payments” or “grease payments” (i.e. payments involving small sums to low-level government officials to obtain routine services to which a person or company would otherwise be legally entitled. An example would be a payment to expedite a telephone or utilities connection).

Read Magna’s Bribery and Improper Payments Policy.

Anti-Corruption
Gifts-and-Entertainment

Gifts and Entertainment

Any gift or entertainment offered to a Magna employee to induce or unduly influence a business decision (e.g. awarding business to the supplier, offering favourable terms) is strictly prohibited. If you wish to provide a Magna employee with a gift or entertainment, it must be reasonable, given only occasionally, and of modest value.

In turn, we prohibit Magna employees from soliciting gifts and entertainment from suppliers. If you are solicited by a Magna employee for a gift or entertainment, you should report it promptly.

Read Magna’s Gifts and Entertainment Policy.

Sanctions and Export Control Laws

We expect our suppliers to comply with all applicable export control laws, as well as laws that prohibit or restrict business relationships with sanctioned countries, entities, persons, or industry sectors.

Read Magna’s Sanctions and Trade Embargoes Policy.

Sanctions
Sourcing_Reports

Sourcing Materials from Areas of Conflict

As a public company whose shares are listed on a United States stock exchange, we are required by U.S. law to track and disclose our use of minerals such as gold, tin, tungsten and tantalum originating in a number of designated countries.

When requested, our suppliers are required to provide data and reports using a defined reporting tool and structure, in the form we request, regarding their use of such minerals in their products. Furthermore, suppliers may be required to request similar information of their suppliers to establish the origin of such minerals, and to provide their findings to us.

Driving Integrity
Within Our Workplace

Fairness, inclusivity, safety and sustainability are values we hold dear at Magna and which we strive to achieve in our operations. We expect the same of our suppliers.

Human_Rights

Respect for Labour Standards and Human Rights

Magna is committed to complying with all applicable labour, employment, and human rights laws, and we demand the same commitment from our suppliers.

Our suppliers must therefore follow local laws on minimum wages, benefits, overtime, work hours, and working conditions.

Our suppliers are never permitted to use forced or compulsory labour. Suppliers are also prohibited from using underage labour, as defined by local labour law, unless it is part of a government-approved training or apprenticeship program that clearly benefits the participants.

Suppliers should also respect employee freedom of association and choice with respect to the issue of unions or works council affiliation, consistent with local laws.

Magna is committed to complying with all applicable human rights laws, and we demand the same commitment from our suppliers.

To report suspected violations of Magna’s Supplier Code of Conduct and Ethics, visit magnahotline.com

Driving Integrity
Know it. Speak it. Live it.

  • Suppliers must respect the rights of their employees. In particular, they must avoid the use of forced and child labour

  • Suppliers are expected to prohibit workplace harassment as well as improper discrimination

  • Suppliers must maintain a safe and healthy workplace for their employees

  • We expect suppliers to follow environmental laws and to regularly monitor their environmental impact

Diversity and Inclusion

We believe that diversity is a source of strength. That is why we expect our suppliers to prohibit workplace harassment and discrimination based on sex, race, ethnic background, religion, disability or any other personal characteristic protected by law.

Diversity-and-Inclusion
Safe_Work

Health and Safety

Our suppliers are required to comply with all applicable health and safety laws. This includes the duty to maintain a safe and healthy workplace with access to personal protective equipment for employees and to have a procedure for dealing with injuries that require medical treatment. Magna encourages suppliers to achieve certification to ISO 45001 occupational health & safety standards, or any successor standard.

Environmental Responsibility

We are committed to environmental responsibility. We expect our suppliers to meet or exceed applicable environmental laws, and to be committed to minimizing the impact of their operations on the environment.

Suppliers should also seek to regularly evaluate and monitor the impact of their business activities on the environment, manage and reduce the use of energy and other resources, minimize waste and emissions, recycle materials at every stage of the product life cycle, store hazardous and combustible materials in a safe and legal manner, and reduce environmental impact through design and innovation.

We encourage certification to ISO 14001 environmental standards or any successor standards, and encourage our suppliers to develop a plan to achieve such certification status. Similarly, we encourage our suppliers to minimize their water and energy consumption and to target ISO 50001 certification. Materials from our suppliers are required to be REACH (Registration, Evaluation, Authorization and Restriction of Chemicals) compliant.

Read Magna’s Health, Safety and Environmental Policy.

ESG

Driving Integrity
Through Our Actions

Our employees are required to demonstrate their integrity each day through their actions. They are also required to speak up if they become aware of a situation in which someone may have failed to live up to our ethical standards. Our suppliers are required to do the same if they learn of a violation of this Code.

Reporting_Concerns

Conflicts of Interest

To ensure that relationships with our business partners are based on integrity and sound business judgment, we require our employees to promptly disclose conflicts of interest. Similarly, we expect any supplier to inform us promptly if it has a family or close personal relationship with the Magna employee making or influencing a business decision that may benefit the supplier.

Read Magna’s Conflicts of Interest Policy.

Protection of Information and Intellectual Property

As a supplier, Magna or its business partners may provide or give you access to intellectual property or confidential or personal information (“Information”). You acknowledge that you will maintain and enforce appropriate safety and physical security procedures with respect to the access and maintenance of such Information that are:

  • at least equal to industry standards for such types of Information; and
  • which provide reasonably appropriate technical and organizational safeguards against accidental or unlawful destruction, loss, alteration, or unauthorized disclosure or access of Information.

Additionally, you will never sell such information, never disclose it without Magna’s consent, ensure you use Information only for the purposes of your provision of products and/or services to Magna, and promptly return or destroy such information at the end of our relationship (or when it is no longer needed), For more information, refer to the Terms and Conditions of your agreement with Magna, and to any non-disclosure agreement you may have signed.

If you become aware that confidential or personal information of Magna’s, its employees, or business partners has been disclosed. or that Magna’s intellectual property rights have been violated, you must notify your primary Magna point of contact immediately.

Protection-of-Personal-Data

Driving Integrity
Good Communications

As a supplier to Magna, we ask that you uphold the values of honesty and integrity embedded in this Code. In particular, we note that violating certain elements of this Code is a violation of the law in the jurisdictions in which we operate. Magna does not tolerate any violations of the law by its suppliers.

Reporting_Concerns

Reporting Concerns and Non-Retaliation

We require you to take steps and ensure your employees understand this Code and comply with its requirements. We expect our suppliers, and their employees, to speak up promptly in the event that they learn of a violation of the law or this Code (while working for Magna), either by the supplier itself or by Magna employees.

You can always make the report to the Magna employee who is your primary contact, a member of Magna’s Compliance team found on magna.com, or by using Magna’s reporting line, accessible at magnahotline.com. Reports to that line can be made anonymously in most countries.

Depending on the circumstances, Magna may take a range of actions to remediate a failure by a supplier to comply with this Code, for example by suspending business with the supplier until corrective measures have been implemented or by terminating the relationship with the supplier.

Requests from Vendor Risk Management

From time to time, you may be asked for information about your business from Magna’s Vendor Risk Management (VRM) team. We require you to respond promptly and fully to such requests.

Vendor_Risk
Conflict_Requirement

Conflict with Other Requirements

In the event that any requirement in this document conflicts with the requirements of the Magna Global Supply Chain Requirements or any other requirements of Magna suppliers (e.g. under any agreement in place between you and Magna), the requirements of this document shall prevail.

Driving Integrity
Know it. Speak it. Live it.

  • Employees of suppliers must be familiar with this Code and comply with its terms

  • Suppliers must speak up if they learn of a violation of this Code or the law

  • Suppliers are prohibited from retaliating against any employee who raises a good-faith compliance concern

If you have any questions about the requirements of this Supplier Code of Conduct and Ethics, you should contact your primary contact at Magna. You may also direct your questions to Magna’s Ethics and Legal Compliance department.

Effective Date: January 1, 2017
Last Reviewed: June 4, 2020
Next Review Date: January 1, 2023
Issued by: Ethics and Legal Compliance
Approved by: Magna Compliance Council

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