ZENITH Code of Behavior is based on three interconnected fundamental principles: effective corporate governance, good corporate citizenship, and exceptional personal conduct in respect to the Company's business and reputation.
ZENITH is a professionally managed corporation with "Trusteeship" as its core value underlying its Corporate Philosophy. The organization's employees think that, as professionals, they run the organization with "trust" for its many stakeholders. Therefore, each employee is expected to act responsibly to ensure that the business is managed in a way that safeguards and advances the interests of its stakeholders. ZENITH acknowledges that society is a significant shareholder in its operation, and as such, it is obligated to exercise good corporate citizenship. ZENITH must function with dynamism and vigor, according to the company, if it is to serve the interests of its stakeholders in perpetuity. The ZENITH Code of Conduct is predicated on the company's basic principles, which foster a customer-centric, high-performance culture that generates value for all its stakeholders.
The Corporate Governance Policy is the apex document governing the conduct of the Company's business, and it outlines the duties, responsibilities, and authorities of the important entities in the Company's governance structure. This Code is an integral aspect of the Governance Policy of the Company. The Board of Directors, senior management, and all staff must comply to the company's Corporate Governance Policy.
Good corporate citizenship is a prerequisite for conducting business for the Company and includes the following:
Dealing with People in the Organization:
Directors, senior management, and workers will uphold the basic principles of ZENITH's HR philosophy in their interactions with one another: trust, teamwork, mutuality and collaboration, meritocracy, objectivity, self-respect, and human dignity. In fact, these values serve as the foundation for our HR management systems and procedures. In areas such as selection and recruitment, meritocracy will be the sole criterion, and all managers will avoid all considerations other than merit and suitability with extreme diligence. Performance management systems, such as evaluations, compensation, and awards, will emphasize meritocracy, fairness, and respecting company values.
ITC believes that all employees are vital company stakeholders, and that it is essential to cultivate a culture of mutual trust & respect, interdependence, and meaningful involvement. This strategy facilitates the establishment, maintenance, and growth of harmonious employee interactions within the organization. (For additional information, please see 'Policy on Freedom of Association' under 'Sustainability - Sustainability Policies' at https://zenithholding.ca)
A Gender Friendly Workplace
As a responsible business, ZENITH is dedicated to a gender-inclusive workplace. It aims to promote equal opportunity for all genders, prevent / stop / remedy sexual harassment in the workplace, and implement sound employment practices. (For additional information, please consult 'Policy on Diversity and Equal Opportunity' under 'Sustainability - Sustainability Policies' at https://zenithholding.ca)
Sexual harassment involves unwanted sexually motivated action such as unwanted physical contact, a demand or request for sexual favors, sexually tinged remarks, the display of pornographic material, and any other unwanted physical, verbal, or nonverbal conduct of a sexual nature.
ZENITH maintains an open-door policy for repartees, encourages employees to report harassment problems, and responds to employee complaints regarding harassment or other unwanted or offensive behavior. Committees have been formed in each site to investigate complaints and recommend appropriate action if necessary. In the company's annual report and financial statements, all pertinent information regarding sexual harassment accusations and their resolution is included.
ZENITH requires, exemplifies, and promotes professional conduct and respect for all workers.
Relationships with Suppliers and Customers
All Directors, senior management, and staff must never compromise the company's interests in their contacts with suppliers and customers. Accepting and providing gifts and presents of greater than minimal worth, gratuities, bribes, and other payments from and to suppliers and customers will be considered as a major violation of discipline, as this could compromise the company's interests.
Transactions with suppliers and clients must closely adhere to the applicable Governance framework. All contracts entered into by the Company shall contain a stipulation to this effect.
Legal Compliance
The Company's policy is to strictly adhere to all applicable laws and regulations. Directors, senior management, and staff are required to abide by all applicable laws. The Company cannot tolerate illegal or potentially detrimental business activities. The Chief Executives of the respective Businesses and their Divisional Management Committees (DMCs), in the case of Divisions, and the respective Heads of Corporate Departments are responsible for ensuring legal and regulatory compliance. The DMCs of the respective Businesses and the Heads of Corporate Departments must satisfy themselves that sound and adequate arrangements exist to ensure compliance with the statutory and regulatory requirements affecting the Business / Department, and to identify and respond to developments in the regulatory environment affecting the Business / Department. If the implications of any law are unclear, the Legal Department of the company shall be consulted.
Monthly statutory compliance reports from the Businesses and Corporate Departments shall be sent to the CMC and the Board of Directors of the Company (the Board), noting any non-compliances with a corresponding action plan.
Health and Safety
The Company places a high value on a healthy and secure workplace. ZENITH is devoted to providing appropriate physical working conditions and encourages a high level of cleanliness and hygiene. Focus should be placed on training personnel to raise their safety consciousness and adoption of safe working procedures, including the use of personal protection equipment, to prevent major or fatal accidents. Employees must diligently comply with and implement the company's health and safety rules and procedures.
Periodic and incidental internal and external health and safety audits must be performed. The results of such audits, including any action plans, as well as accident reports, shall be provided to the respective DMCs and, if necessary, to the CMC and the Board.
Environment Policies
The Company believes that a commitment to sustainable development is an essential element of responsible corporate citizenship and, as such, should be given the greatest priority. Consequently, the Company is dedicated to Best Practices in environmental problems originating from its commercial activities and expects each Business to demonstrate this commitment in its entirety.
In addition to complying with existing rules and regulations, businesses must also establish methods for evaluating the environmental impact of their current and future actions. They should embrace Best Practices in their environmental policies and procedures, and personnel are required to adhere to these policies and procedures with diligence.
All Directors, senior management, and employees are obligated to conduct themselves in an honest, ethical, and trustworthy manner, and to always operate in the company's best interest. By adhering to the following, they are expected to display exceptional personal conduct in respect to the Company's business and reputation:
Avoidance of Conflict of Interest
Anti-Bribery and Corruption
Hospitality and Gifts
Transparency and Auditability
Protection of Confidential Information
Dealing in Securities of the Company
Company Facilities
Leading by Example
Waiver of any provision of this Code must be placed for approval before the Board / CMC, as appropriate.
In addition to the foregoing, Independent Directors of the Company must additionally adhere to the requirements outlined in Schedule IV of the Companies Act of 2013, as described in the appendix.
The Company will address instances of noncompliance with the standards of this Code through an appropriate internal method. Employees may bring to the attention of the Whistleblower Complaints Committee any illegal or unethical conduct, actual or suspected incidents of fraud, actions that affect the financial integrity of the Company, or actual or suspected instances of leakage of non-public price-sensitive information, which may have a negative impact on the Company's operations, business performance, and/or reputation.
This Code will be distributed to all new workers at the time of their hiring, and they will sign a copy verifying their compliance. Additionally, all Directors and senior management must annually declare conformity with the Code. In addition, the Code will be shared periodically with existing employees, and their approval will be required to strengthen the Code and ensure its company-wide application.
The Head of Human Resources of the particular Business / Head of Corporate Human Resources, as applicable, will respond to any questions regarding this Code from workers. All personnel are expected to remain current on any modifications made to this Code.
In the event of a conflict between this Code and applicable laws, applicable laws will take precedence.
The Board will conduct periodic reviews of this Code as considered necessary.