Code of Ethics and Business Conduct - SNC-Lavalin

1 2018 code of Ethics and Business ConductSafetyWe put safety at the heart of everything we do, to safeguard people, assets and the do the right thing, no matter what, and are accountable for our work together and embrace each other s unique contribution to deliver amazing results for redefine engineering by thinking boldly, proudly and THAT GUIDE USOur values are the essence of our company s identity. They represent how we act, speak and behave together, and how we engage with our clients and | code OF Ethics AND Business Conduct 201832 TABLE OF CONTENTSV alues that guide us2 Message from the president and chief executive officer6 Making the Right Decision81 Upholding Our is Our Values and Our s Commitment to you, and to all our stakeholders152 Focusing on Our People and Our Respect in the.

2 Safety and and and Private Information193 Avoiding conflicts of interest204 Adopting Appropriate Business and and and Compliance, Export Controls and Practices and Record in Corporate Social and Sponsorships375 Protecting Our of Communications436 Reporting Violations and to Investigations472018 code of Ethics and Business Conduct Summary48 Contacts50 Capitalized terms in this document are defined in a Global Glossary that can be found, amongst other Policies and Procedures mentioned, on our internal database: MESSAGE FROM THE PRESIDENTDear colleagues,At SNC-Lavalin , we are committed to doing Business the right way.

3 Our Ethics and Compliance program is a benchmark in the engineering and construction industry, and is an integral part of our daily work and decision-making process. We demand integrity and professionalism of ourselves, just as others such as our shareholders and clients expect it of 2018 code of Ethics and Business Conduct is one of the many tools we ve created to strengthen our Ethics and Compliance program. The code is a living document that we improve upon annually, and it applies to each and every one of us from the Leadership Team and managers to employees and in-house contractors.

4 We are all responsible for adhering to the code . You are the voice of our company s values, so please take the time to read and understand the code and encourage your colleagues to do the same. We make hundreds of decisions every day, and while most Ethics -related decisions are made using good judgment, the correct answer is sometimes unclear. The code offers guidance on the right thing to do when faced with those difficult situations. If the answer is still unclear after consulting the code , speak to your manager, compliance officer or Human Resources representative. I m proud of the work we ve done together over the last several years to become an Ethics and compliance leader in our industry.

5 Thank you for your commitment to operating with the highest ethical standards, for fostering an environment that is based on integrity and transparency, and for doing Business the right way. Neil BrucePRESIDENT AND CHIEF EXECUTIVE OFFICERSNC-LAVALIN | code OF Ethics AND Business Conduct 201876 MAKING THE RIGHT DECISIONOur code isn t a collection of rules and it cannot cover every situation. It helps us use our judgement and common sense to make the right decisions are easy to make. However, whenever we are unsure of any work-related actions or decisions, we must ask ourselves the following questions: Does it comply with SNC-Lavalin s values and with our code and its underlying policies?

6 Is my action legal? Is it fair, ethical and morally acceptable? What is my gut feeling telling me? How would it look if it were reported on the news or in another public forum? Would my reputation or SNC-Lavalin s be negatively affected? Could someone perceive this as a conflict of interest? Could my action (or inaction) put anyone s health, safety or well-being at risk? If the answer to any of the above questions is not clear and obvious, or if we are uncomfortable with our answer, we must seek guidance from the available resources listed in the section entitled | code OF Ethics AND Business Conduct 201889 UPHOLDING OUR CODEP avillon Pierre Lassonde du Mus e national des beaux-arts du Qu bec, concept consortium OMA*AMO Architecture /Provencher Roy et Associ s | code OF Ethics AND Business Conduct Everyone Is InvolvedSNC-Lavalin s code of Ethics and Business Conduct ( our code )

7 Seeks to ensure integrity and transparency in the Conduct of our Business and in our relationships with others. Our code applies to all Employees, consultants, loaned personnel, officers and members of the Board of Directors of with our code and its underlying policies is part of the terms and conditions of our relationship with SNC-Lavalin . On an annual basis, we are required to complete a certification process to ensure that our code is understood and properly applied to our daily expect any third party we do Business with to respect our values and high ethical standards of Conduct .

8 Our code is reviewed and updated periodically and can be found on our website at Diamond MineTHE WAY WE BEHAVE ComplianceAs we operate all over the globe, we are subject to the laws of many countries and we must comply with all of local laws allow behaviour that is not permitted by our code , our code there be a conflict that you do not know how to resolve, or should you be uncertain about the application or interpretation of a law or regulation, SNC-Lavalin Legal will advise you before any decision is made or action | code OF Ethics AND Business Conduct Living Our Values and Our CodeNo matter where we are and what we do, we are all, collectively and individually, the face of SNC-Lavalin .

9 Behaving in accordance with our culture and values and adhering to our code is what will protect our reputation and safeguard our future, allowing us to continue building what matters. Our culture, values and the way we work determine whether clients and partners want to do Business with us, and whether talented people choose a career with are committed to support our people in adopting behaviours that are aligned with our code , values and culture. Because we care about our people, clients and reputation, and that sits at the heart of our culture, we commit to take the necessary steps and actions to address non-compliant way we behave matters.

10 Whether we re working alongside colleagues, meeting with clients or attempting to attract new talent, we all represent SNC-Lavalin , and each we interact with others is what defines us as a company, and each of us has a part to play in maintaining and enhancing our reputation as one of the world s leading engineering and construction all lead by example and act as role models by adopting behaviors that support our shared and every one of us must: Work ethically and honestly do what s right, and comply with the code , its Policies and Procedures and applicable laws;Act with integrity at all times and in all circumstances;Encourage people to take personal ownership and responsibility for the things they control and the decisions they make;Take personal and professional pride in our work and its outcomes, and share the responsibility for doing things right the first time and delivering on our promises;Look out for our own health, safety and security and that of those we work with.