CODE OF BUSINESS CONDUCT
Nova Mutual Insurance Company
At Nova Mutual Insurance Company, we are committed to fair dealing, honesty and integrity in the conduct of our business. We take our responsibility to our employees, customers and business partners very seriously.
The Nova Mutual Insurance Company Code of Business Conduct is intended to meet the following objectives:
- To demonstrate that Nova Mutual works to conduct itself ethically;
- To describe Nova Mutual’s values and standards of business conduct;
- To define the various forms of conflict of interest and to guide employees and directors on how to
avoid and/or resolve potentially difficult situations;
- To set out Nova Mutual’s procedures for reporting of conflicts of interest and other issues relating to
the Code; and
- To promote principles of respect and fairness in the workplace and in dealings with others
The code applies to all employees (including contract employees) and directors of Nova Mutual Insurance Company. It includes guidance on how to avoid and handle conflicts of interest. It also contains information on the non-disclosure of confidential information.
It is your responsibility as a Nova Mutual employee or director to become familiar with the Code, to ask for guidance when necessary, and to report violations of the Code. Ultimately, of course, you must discharge your responsibilities at Nova Mutual in accordance with the Code and any supplementary code of business conduct that may apply to you.
It will be relatively easy to determine how to apply the Code to many situations. However, some business situations are more complex. The Code does not describe, or provide guidance on, every circumstance you might encounter in your work. Instead, it sets minimum standards that Nova Mutual expects you to meet or exceed in your business dealings. As always, you will be expected to understand and comply with all applicable legal and regulatory requirements and to use your best judgement and common sense, keeping in mind that you are required to comply with the spirit, as well as the written words, of the Code, and applicable laws, rules and regulations.
If you encounter a situation for which the Code does not provide specific guidance, asking yourself the following questions may help you determine how to apply the Code:
- Is this fair and ethical?
- Is this legal?
- Am I confident that Nova Mutual would not be embarrassed if this situation became public knowledge?
- Would I approve of this situation if I were a fellow employee/director or a customer?
Compliance with the Law
At a minimum, behaving ethically requires you to comply with all laws, rules and regulations applicable to your activities on behalf of Nova Mutual Insurance Company. It also requires you to work to the spirit of the law. You are responsible for understanding the laws, rules, and regulations that affect or are relevant to your particular job or position.
If you are unsure about how to apply any particular law, rule or regulation relevant to your job, contact your manager.
Fairness in the Workplace
We are committed to fairness in the workplace and recognize that a diverse workforce allows us to operate most effectively. We will not tolerate unlawful discrimination, harassment or violence in the workplace. Nova Mutual has a Workplace Harassment Policy and a Workplace Violence Policy in effect.
Specifically, you may not unlawfully discriminate against co-workers, customers, business partners or anyone else you encounter in the course of your work on the basis of their race, colour, religion, sex, sexual orientation, national origin, citizenship, creed, age, marital or family status or disability. You must not engage in threatening, intimidating or violent acts against co-workers, customers or anyone else you encounter in your work. Sexual or other harassment, or offensive behaviour such as verbal abuse, unnecessary physical contact or unwelcome comments, are also prohibited. These violations of the Code, or any similar violation of applicable laws, rules or regulations, may result in disciplinary action, termination of employment or, if appropriate, civil or criminal proceedings.
Conflicts of Interest
Definition of a Conflict of Interest
a. A conflict of interest refers to situations in which personal, occupational or financial considerations may affect, or appear to affect, a Director’s objectivity, judgment or ability to act in the best interest of the Corporation and includes conflicts as described throughout this document.
b. A conflict of interest may be real, potential or perceived in nature.
c. A real conflict of interest arises where a Director has a private or personal interest; for example, a close family connection or financial interest.
d. A potential conflict of interest may arise when a Director has a private or personal interest such as an identified future commitment.
e. A perceived or apparent conflict of interest may exist when a reasonable, well-informed person has a reasonable belief that a Director has a conflict of interest, even if there is no real conflict.
f. Full disclose, in itself, does not remove a conflict of interest.
Dealing with Information, Technology and All Other Assets
Keeping information confidential
All information about Nova Mutual and its businesses is, and must be treated as, confidential until that information has been publicly disclosed by press release or is otherwise generally available to the public. This is the case even if the information is not material.
You may not disclose confidential information, except as required by law or as approved in advance by the appropriate manager, to anyone outside of Nova Mutual, including family and friends. This applies even after you have left Nova Mutual’s employment. You may also not disclose confidential information to Nova Mutual colleagues unless they need to know the information to carry out their employment.
You are responsible for protecting confidential information in your custody against, theft, loss, unauthorized access, destruction or misuse.
Using technology appropriately
The internet, any intranets, and email are increasingly important business resources and provide unprecedented access to information. However, it is possible that this technology may be abused.
Nova Mutual’s electronic communications systems are Nova Mutual’s property and should be used primarily for Nova Mutual’s business purposes. Limited appropriate personal use is permitted provided it does not interfere with your business activity or Nova Mutual’s business operations. Social networking activities while at work should be limited to business purposes and are not to interfere with the employee’s primary job responsibilities. To monitor personal use, the Company will check individual activity periodically. You should not expect that any of your email or Internet communications are private. Cyber bullying is defined as harmful actions that are communicated via electronic media that are intended to embarrass, harm, or slander another individual. We will not tolerate cyber bullying whether at work or outside of work.
Using other assets appropriately
You may only use Nova Mutual’s assets for legitimate business purposes and are required to use good judgement in spending Nova Mutual’s funds. You must also take responsible steps to protect assets owned by or entrusted to Nova Mutual against loss, theft, damage or misuse.
You are required to follow internal policies and procedures for handling and protecting Nova Mutual’s assets. This includes being careful not to breach any copyright laws, intellectual property laws or regulations when making copies of documents or software, not to reveal company secrets and not to permit others to use Nova Mutual’s assets.
Maintaining books and records
Nova Mutual Insurance Company is required to maintain accurate and reliable records to meet its legal and financial obligations and to manage its affairs. Nova Mutual’s books and records should reflect accurately all business transactions. Undisclosed or unrecorded revenues, expenses, assets or liabilities are prohibited.
Respect for privacy is necessary to build strong business relationships. We accumulate a considerable amount of information about customers and employees. You are required to keep confidential any of this information that you might access in the course of your work.
You should collect, use or disclose personal information only with the knowledge and permission of the person to whom the information relates unless otherwise permitted by local laws. In that context, you should always validate the person with whom you are speaking at any time personal information is being disclosed.
In certain jurisdictions where we conduct our business, our customers have the right to ask if we hold any personal information about them and, if so, to review it. They may also have the right to know how we collected the information, how we use it, and to whom we have disclosed it.
Personal information may only be used for the purposes for which it was originally collected, unless otherwise permitted by local laws or we are authorized to use it for another purpose. In addition, access to personal information within Nova Mutual generally is restricted to those employees who have a legitimate business reason to access it.
Engaging in charitable activity
Nova Mutual has an organizational structure in place to deal with charitable and philanthropic spending. Please direct this type of request to the President & Chief Executive Officer.
Communicating with others
When communicating on matters that involve Nova Mutual business, you should not speak for Nova Mutual unless you have been expressly authorized to do so.