CHS Global
Code of Conduct
CHS Values
We Value:
• Our tradition of partnership and shared success
• Building lasting and mutually rewarding customer relationships
• Managing our business safely with the highest integrity
• Being responsible stewards in our communities
2
• Our people and their innovative spirit
Contents
CHS Values2
CEO Message4
Why a Code of Conduct? 5
Introduction6
How to Report a Code Violation 7
Our Employees8
Non-Discrimination: Diversity and Equal Opportunity 8
Respectful Treatment / Anti-Harassment
9
Substance Abuse
9
Outside Employment
10
Financial Interest in Other Business
11
Conducting Personal Business
11
Wages and Hours 11
Data Privacy 11
Our Workplace12
Health and Safety 12
Company Assets
12
Theft and Fraud
12
IT Resources
12
Travel and Entertainment
12
Confidential and Proprietary Information
13
Conflicts of Interest
13
Our Marketplace
Sales and Marketing
Gifts
Speaking on Behalf of the Company
Fair Competition
Supplier and Vendor Interaction
Financial Integrity
Material Inside Information
Restrictions Against Insider Trading
Our World
Anti-Money Laundering
Anti-Corruption and Anti-Bribery
Governmental Contact and Political Activities
Food and Drug Laws
Environmental Responsibility
International Trade: Import and Export Control
Raising and Resolving Issues and Concerns
Open-Door Policy
Global Compliance Hotline
14
14
14
14
15
15
16
17
17
18
18
18
19
20
20
20
21
21
21
Terms You Should Know
22
Conclusion, Disclaimer and Statement of Compliance23
Additional FAQs
24
Index26
Appendix A27
3
CEO Message
Dear CHS Employee:
While the booklet you are holding contains considerable
detail, we could easily summarize the CHS Global Code of
Conduct in four words.
Do the right thing.
Over more than 80 years, CHS has built a reputation for doing
business with a high level of integrity. It’s a reputation with
roots in the solid rural values this producer-owned company
has been built on — trust, mutual respect and doing the right
things for the right reasons.
Today, we’re proud to not only serve customers around the
world, but to have dedicated employees working on almost
every continent. But with that comes the need to ensure that
wherever we are and whatever we’re doing, we’re meeting
the highest of ethical standards and complying with the law.
As CHS employees, you are essential partners in helping your
company achieve and maintain this commitment to doing the
right thing.
This Global Code of Conduct outlines significant company
policies that affect you, as well as procedures on a wide range
of legal, regulatory and ethical issues. In a complex business
and legal environment, we can’t address every situation
here, and we don’t try to do so. You should also consult the
supplementary materials, including more detailed policies
and guidelines, that are available at chssource.com, or that
are available for your work location. Should you have any
questions as you strive to do the right thing in all your business
decisions, please talk to your manager, CHS Human Resource
representative, or CHS Corporate Compliance Department.
In addition, please use the Compliance Hotline phone number
(1-888-264-0995) for concerns about specific situations or
potential violations.
Thank you for helping to build our reputation as a company
committed to operating with integrity each and every day.
Sincerely,
Carl Casale
President & Chief Executive Officer
4
“As CHS employees, you
are essential partners in
helping your company
achieve and maintain
this commitment to
doing the right thing.”
Why a Code of Conduct?
The Fundamentals: Why
a Code of Conduct?
Q: Why did CHS create a
Code of Conduct?
A: The Code of Conduct
was created to
promote CHS culture
of doing business with
integrity with all of our
stakeholders around
the globe and to build
awareness for CHS
employees on company
policies that could affect
them. CHS stakeholders
include our employees,
partners, customers,
shareholders, suppliers,
and other companies
and individuals with
whom we do business.
Q: How do I report a
violation of the
Code of Conduct?
A: CHS has a Global Hotline
available 24 hours a
day, seven days a week
which employees and all
stakeholders can use to
report violations of the
Code of Conduct.
*You can find additional hotline
information in Appendix A for
employees located outside of the
United States.
Even as we all strive to do things right and operate with integrity, the
complex global environment in which we all work means we must all
be knowledgeable of the company policies and legal requirements
that apply to our business. This Code of Conduct (“Code”) has two
goals. First, we want to provide you, our employees, with general
guidance for carrying out your job responsibilities in accordance
with the law, company policies and requirements. Second, we believe
providing these guidelines helps us all work together to maintain
CHS standards for ethical conduct and business practices. The Code
is the first piece of the CHS Compliance Program. Along with this
Code are four underlying policies that provide more details and
in-depth descriptions of the CHS Compliance policies and together
they make up the CHS Compliance Program.
We recognize that no matter how well designed or written, a
code of conduct can’t anticipate every issue or address every
question. While all employees should familiarize themselves with
the policies outlined in this Code, it’s important to remember
that additional resources are always available to you to provide
further guidance and insight. One important resource is the CHS
chssource.com website. This website provides employees with
copies of all of the CHS policies and resources to help them
comply with this Code. A second important resource is the Global
Compliance Hotline. The Global Compliance Hotline is a resource
supported by the CHS Corporate Compliance Department, and
is staffed to provide you with additional guidance on matters of
business ethics or compliance. The Global Compliance Hotline
provides a 24-hour means, anonymously if you prefer, to report
concerns or possible violations of this Code or law. The Global
Compliance Hotline can be contacted by submitting a question
or report at chsinc.alertline.com [or chsinceu.alertline.com (for
European Union Countries), or chsincsp.alertline.com (for Spain/
Portugal employees)], or can be reached by phone at
1-888-264-0995.*
If you have any questions about this Code or are ever unclear as to
what action you should take in a particular situation, talk to your
manager, CHS Human Resources, CHS Corporate Compliance, or
contact the Global Compliance Hotline. Experience shows that
getting other input and talking through potential ethical issues
with others can be among the most effective ways to reach good
decisions and address potential concerns early before they become
major problems.
5
Introduction
Who’s Covered By This Global Code of Conduct?
All officers and employees of CHS Inc. and all members of the CHS
Board of Directors are covered by this Global Code of Conduct.
Officers and employees of subsidiaries, business units, joint ventures or
partnerships whereby CHS has management control must also comply
unless they have in place a substantially similar program that meets
at a minimum the requirements of this Code of Conduct. In addition,
CHS expects its suppliers, vendors, consultants and contractors to act
legally, ethically and in a manner consistent with this Code of Conduct.
Your First Responsibility
Simply put — always obey the law. If you’re unsure of the law, observe
a CHS employee violating the law, or are asked to do something
that appears to violate the law, contact your manager, CHS Human
Resources, CHS Corporate Compliance, or the Global Compliance Hotline
immediately. Becoming familiar with this Code of Conduct will help you
identify issues and know what to do when a compliance issue arises.
Code of Conduct and Local Laws
But complying with the law is not always enough. CHS strives to
comply with all local laws in the countries in which we do business. If
there are any parts or statements in this Global Code of Conduct that
conflict with local law, then you should follow local law. If local laws are
more relaxed than this Code, then you should always follow this Code.
Management Responsibilities
For CHS management, responsibility is greater than that of other
employees. CHS expects you to foster an environment that encourages
legally-compliant and ethical behavior. Have regular discussions with
employees about how the Code of Conduct applies in your area.
Encourage employees to raise issues with you. If an employee comes to
you with a compliance issue or concern, contact CHS Human Resources,
CHS Corporate Compliance, or the Global Compliance Hotline if you
require assistance in resolving the situation. Finally, remember it is a
violation of this Code and, more importantly, may violate the law to
retaliate against anyone for raising a compliance issue in good faith.
Learn More About the Code
If you want to know more, there are several sources of further
information or advice:
• Your supervisor or manager
• Your CHS Human Resource representative
• The subject matter expert on the topic of concern or your usual
CHS Legal advisers
• The CHS Corporate Compliance Department
• The Global Compliance Hotline, a confidential service available
24-hours a day, seven days a week
6
Simply put ­—
do the right thing.
Q: I read through a section
of this Code of Conduct,
but don’t understand the
specifics of how I should
handle a particular
situation. Where can I
get more information?
A: As this Code is meant to
provide awareness, there
are further explanations in
the underlying compliance
polices that provide
clarification and guidance.
These policies can be
found on the CHS network
in chssource.com. We also
encourage employees to
contact their supervisor or
manager for interpretation
and instruction.
Introduction
How to Report a Code Violation
Q: Who answers the
Global Hotline?
A: The Global Hotline is
available around the
world 24 hours a day,
seven days a week and
is equipped to converse
in most local languages.
The hotline is staffed by
a contracted vendor. To
the extent possible (and
in conformity with local
regulations), callers can
remain anonymous. In
all cases, privacy will be
respected.
Q: Who can contact the
Global Hotline?
A: We encourage all of
our stakeholders to
contact the Global
Hotline to voice their
ethics concerns.
Q: Are contacts with
the Global Hotline
anonymous?
A: If you request
anonymity, CHS will
make every effort to
honor your request. In
some cases, however,
it may be necessary
to reveal your identity
to fully investigate
the concern or to be
compliant with local law.
If you believe the Code is being violated, you have a
responsibility to immediately bring your concern to the
attention of someone who can address it. Please contact
your manager, a CHS Human Resource representative or
the Global Compliance Hotline for assistance or reporting.
The Global Compliance Hotline can be accessed through
an Internet website at chsinceu.alertline.com (for European
Union Countries), chsincsp.alertline.com (for Spain/
Portugal employees), chsinc.alertline.com (for all other
employees), or can be reached by phone at 1-888-2640995.* In most countries, calls can be made anonymously
if you prefer.
CHS takes every report seriously. Retaliation against any
employee making a good-faith report is strictly prohibited.
All reports will be investigated and corrective actions
taken as appropriate.
What could happen to individuals who violate the Code?
Violation of the provisions of the Code of Conduct, or of
any laws or regulations governing our operations, may
have severe consequences for the individuals concerned
and also for CHS. A failure to follow the Code that involves
a criminal act could result in prosecution after referral
to the appropriate authorities. Employees who violate
the Code or any laws or regulations may also be subject
to internal disciplinary action, including termination of
employment.
It is the policy of CHS to apply its discipline in a consistent
fashion; however, the form of discipline which is
appropriate will be case specific.
*You can find additional hotline
information in Appendix A for
employees located outside of the
United States.
7
Our Employees
Doing the right thing starts with CHS employees.
In short, this includes:
•c
omplying with applicable laws in connection with our
employment relationships;
•m
aking employment decisions based on merit,
experience and job requirements;
• treating each other with respect; and
•a
voiding conflicts of interest in our relationships and
personal dealings.
This section describes some of the issues that commonly
arise in these areas.
Non-Discrimination: Diversity and Equal Opportunity
CHS values diversity and inclusion in its workplace. We
believe inclusiveness and respect for all people contributes
to a culture that allows everyone to reach their full potential.
CHS is committed to equal employment opportunities
for all its employees and potential employees. Our
employment decisions are based on company needs, job
requirements and individual performance without regard
to non-work related characteristics such as race, national
origin, religion, sex, gender, sexual orientation, gender
identity or expression, age, disability, familial status, veteran
status or any other protected status under the applicable
laws of any work location in which CHS operates.
8
Q: If an employee reports
a Code of Conduct
violation to the
Global Hotline, is that
employee exempt from
disciplinary actions for
unrelated misconduct?
A: Not necessarily. The
report made by the
employee, and the
employee’s own
misconduct are two
separate issues that
should be dealt with
independent of each
other. We are all
expected to perform
our duties with integrity,
respect, and are
accountable for our
work performance and
our own actions when
conducting business
for CHS.
Our Employees
Our Employees
Q: A department manager
comments regularly
about my body. What
should I do?
A: We encourage you
to first tell the person
to stop. If you’re
not comfortable with
this, or the activity
does not stop, contact
your manager, a
human resources
representative,
or the Global
Hotline immediately.
Q: Is my desk calendar
with occasional sexual
jokes appropriate in
the workplace?
A: It could be offensive
to someone else in the
workplace. If you’re in
doubt, remove the item
from the workplace.
Q: A co-worker used a
word in a meeting that
is offensive to me. What
should I do?
A: Speak up and tell the
person. Some words
are universally offensive
but some are not. They
might not know the
word could be seen as
offensive to someone.
You can also contact
your human resource
representative for
further instructions.
Respectful Treatment / Anti-Harassment
Productive, rewarding work environments are built on
mutual success. At CHS, we are committed to treating
everyone with whom we work with respect and providing
a safe, respectful work environment that is free from
violence or threats of violence.
CHS employees are expected to act professionally
and respectfully in dealing with others. Any conduct,
including verbal, visual or physical, that inappropriately
or unreasonably interferes with work performance or
creates an intimidating, hostile or otherwise offensive
work environment based on race, religion, gender or other
protected characteristic is considered harassment. CHS
will not tolerate violence, threats of violence, or overt
attempts to instill fear in employees or other individuals.
Examples of prohibited conduct that can lead to
harassment include:
•S
exual harassment: sexual advances, inappropriate
touching, suggestive communications, or comments
about someone’s body, orientation or activities.
•P
hysical harassment: threats or violence, including
inappropriate language, gestures, threats or actual
physical force.
Remember: If you’re in doubt whether a joke, comment or
act will offend, play it safe and keep it to yourself.
Substance Abuse
CHS is committed to a safe and healthy work environment,
and employees are expected to come to work without
impairment or interference of alcohol or other substances.
With the exception of moderate and sensible alcohol
consumption during legitimate business entertainment, CHS
employees are prohibited from possessing, consuming or
illegally selling alcohol while engaged in CHS business, on
company grounds or using company vehicles or equipment.
9
Our Employees
Illegal drugs have no place at CHS. The possession,
solicitation or use of illegal drugs on company time, while
on company property, or at any CHS-sponsored event, is
prohibited.
Employees may never perform work for CHS, including the
operation of company vehicles or other heavy equipment,
while under the influence of alcohol, illegal drugs or other
substances that impair their ability to safely carry out work
responsibilities. CHS may require applicants and employees
to undergo a drug or alcohol test consistent with local law.
If you think you may have a problem with the use of
drugs or alcohol, CHS has an Employee Assistance
Program in place to provide help. Information is available
from your Human Resources representative and online at
chssource.com.
Remember: You are responsible for ensuring your best
performance and the safety and well-being of others while
working for CHS.
Outside Employment
Employees must not engage in activities that conflict,
or create the appearance of a conflict, with the business
interests of CHS or impede their job performance at CHS.
Employees wishing to accept outside employment, such
as a consulting job, beyond their regular working hours
at CHS should discuss the matter with their supervisor or
the Human Resources Department to determine whether
there is any possible conflict of interest or impediment to
fulfilling their responsibilities at CHS.
10
Q: Is there somewhere I can
go for help if I have a
drug or alcohol problem?
A: CHS operations in some
countries provide an
Employee Assistance
Program. Please
contact your human
resources representative
to determine if the
Employee Assistance
Program is available
in your area and for
guidance on CHS drug
and alcohol programs.
Our Employees
Our Employees
Q: My friend is running
for political office and
I would like to help
with the campaign. Is
this allowed?
A: Yes. Your personal
political activity is your
business. Just make sure
that you do not use CHS
resources, including
Company time, email,
monies or the CHS
name, to advance
the campaign.
Q: I have to travel often
for my job. Can I use
my company laptop to
check my personal email
account online while
I am traveling?
A: Yes, as long as it does
not interfere with work
performance.
Q: My manager asked me to
come in early as a favor
on Friday. I am a nonsalary employee. Can I
ask to be compensated?
A: Absolutely. CHS policy
is to never ask a nonexempt employee to
work hours without
being compensated.
Financial Interest in Other Business
An employee and his or her immediate family should
avoid any outside financial interest in a supplier, customer
or competitor of CHS, except where such ownership or
interest consists of securities in a publicly owned company
and such securities are regularly traded on the open
market, including those securities held within mutual
funds or retirement plans, such as 401(k), 403(b) or similar
plans. Any substantive interest in any entity which does
or seeks to do business with, or is a competitor of CHS,
must be disclosed to your supervisor or Human Resources
immediately as a Conflict of Interest.
Conducting Personal Business
We all lead busy lives. CHS recognizes and supports
employees in balancing the competing demands they face.
However, the performance of excessive personal business
during working hours is not permitted. Employees must
keep personal visits, telephone calls, emails and/or all other
personal forms of correspondence to a minimum.
Wages and Hours
CHS complies with wage-and-hour requirements for the
jurisdictions in which it operates. All employees should be
paid for the work they perform, consistent with applicable
laws. No employee should be asked to work “off-theclock” and employees should be given appropriate
meal and rest breaks and overtime pay, as applicable.
Data Privacy
CHS maintains data consistent with applicable laws.
CHS collects personal data on its customers and
employees for purposes of normal business operations,
providing services and government reporting. No CHS
employee may access or use confidential employee
records or information except for a legitimate business
purpose in accordance with law.
For further detail, please refer to the complete policies
for your location titled CHS and its Employees located at
chssource.com.
11
Our Workplace
Health and Safety
Organizationally, CHS (and each of its subsidiaries)
recognize and accept that our business comes with inherent
health and safety risks that must be effectively managed.
Because of our diverse business operations, each CHS
business is required to develop and implement safeguards
which effectively satisfy regulatory requirements and
provide appropriate protection to our employees, our
patrons, and our communities.
Company Assets
Theft and Fraud: Our commitment to operating with
honesty and integrity is unwavering. We expect that
all employees will be responsible stewards of company
resources. CHS will not tolerate theft or fraud of any kind,
and will investigate and prosecute offenders as necessary.
Information Technology Resources: Under certain
circumstances, CHS may make available to you certain
information and technological resources, such as email,
computer hardware, software, networks, internet
and intranet access, cellphones or telephones. These
resources are company property and are provided to you
for business purposes. Occasional personal use of these
resources is permitted, but we count on you to keep this
to a minimum. Your use must be professional, comply
with applicable CHS policies, and not be inappropriate
or interfere with your job responsibilities. Although you
may have passwords to access certain information and
technological resources, you should have no expectation
of privacy in anything you create, store, receive or
send through these resources. CHS reserves the right,
consistent with applicable laws, to monitor the use of its
information and technological resources.
Travel and Entertainment: CHS employees must ensure
that all business travel is intended primarily to further
CHS interests. While traveling for CHS business, you are
expected to conduct yourself in the same professional and
ethical manner as you would at company facilities.
12
Q: My manager told me
when I travel with my
laptop I should carry it
on the plane with me. Is
this really necessary?
A: Yes. When traveling
with a company-issued
laptop, you must carry
it on the plane with you.
It may not be checked
with your baggage. This
is necessary to protect
the laptop and the
information contained
on it from theft, loss,
misuse, or damage.
Our Workplace
A: The development of
marketing programs
is a CHS work product
and an asset. Much
of this work may be
proprietary, and may not
be appropriate to reveal
outside the organization.
Please discuss this with
your manager.
Q: My cousin works at a
competitor and has a
few questions about our
sales program. Can I
answer them?
A: Discussions with
competitors on pricing,
pricing strategies,
marketing, unannounced
products and services,
revenues and expenses
or any proprietary
CHS information is
prohibited.
Remember: When in public places, be careful what you say on cellphones
and have visible on your computer screen or printed materials.
Intellectual property laws protect the proprietary inventions, creative
works and intellectual capital of CHS and other third parties. All CHS
employees must respect intellectual property rights in accordance
with the use of proprietary works and properly use intellectual
property of CHS and intellectual property owned by third parties.
Conflicts of Interest
A conflict of interest can arise when your judgment could be
influenced, or might appear to be influenced, by the possibility of
personal benefit. Even if it’s not deliberate, the appearance of a conflict
may be just as damaging to your reputation, and that of the company,
as an actual conflict. Be on the lookout for situations that may create a
conflict of interest. Do everything you can to avoid them.
Types of conflicts include personal relationships, outside employment
or investments, and be particularly wary of the possibility of financial
conflicts of interest such as financial investments in CHS vendors,
suppliers, customers or competitors. Conflicts of interest can be
indirect, such as relationships or transactions through your family
members or other close personal relationships, or through entities in
which you have an equity or other interest.
Remember: Conflicts of interest can arise in unexpected places.
Think broadly and critically and always ask yourself whether an
argument can be made that a conflict exists. If circumstances arise
that place you in competition with CHS, or involve you in providing
goods or services to CHS, it is likely a potential conflict of interest
and should be avoided or disclosed to your supervisor and Human
Resources Department.
For further detail, please refer to the complete
policies titled CHS and its Workplace located
at chssource.com.
13
Our Workplace
Q: I am a marketing
manager and have
volunteered to teach a
course on marketing at
a local college. I believe
that my students
would benefit from
a discussion of how
CHS developed several
marketing programs.
Can I discuss this work
in class?
Confidential and Proprietary Information
As a CHS employee, you have a responsibility to protect confidential
CHS information. Confidential, privileged, personal, or restricted
information should only be discussed in secure environments. In
addition, confidential, privileged, personal, or restricted information
should never be discussed with non-CHS employees, including your
family members and friends, and should only be provided to or
discussed with other CHS employees for valid business reasons.
Our Marketplace
Sales and Marketing
CHS strives to build lasting and mutually rewarding
customer relationships by consistently providing quality,
safe products and services with honesty and integrity. CHS
requires that our marketing, promotional and advertising
materials contain accurate and truthful statements and
comply with the law.
Gifts: CHS recognizes that giving or accepting gifts and
entertaining may occur in the normal course of doing
business. In all cases, any gift should be reasonable,
consistent with customary business practices and nominal
in amount. Gifts should not be lavish or frequent. Giving
or accepting a gift or entertainment should not create
a conflict of interest or be used to influence business
or violate our core value of integrity and trust. If you
are uncertain whether something is appropriate, please
discuss it with your supervisor or consult the CHS
Corporate Compliance Department.
Speaking on Behalf of the Company
Due in large part to the hard work of you and your coworkers, CHS regularly receives attention from news
outlets, as well as business, trade, financial publications and
other entities and individuals asking about CHS and CHS
business. CHS has specifically authorized and designated
spokespersons who are the only personnel authorized
to discuss information about CHS with persons outside
the Company. This encompasses technology discussions
including social media and blogging. Requests received to
discuss CHS or our business need to be channeled through
Enterprise Marketing and Communications.
Inquiries from lobbyists, government agencies, or law firms
outside the normal course of your responsibilities should be
directed to the CHS Legal Department.
14
Q: A supplier I work with has
offered me two tickets to
the World Cup if I pay face
value for them. Can I buy the
tickets?
A: Depends. If the event is a
highly solicited event, there
could be a gift of prestige in
receiving the ability to attend
a coveted event. Although
you may be paying face
value for the tickets, it may
not necessarily reflect the
market value of the tickets.
Some areas allow you to
resell tickets, and you might
be able to make a profit if
you sold them. Please review
the gifts and entertainment
guidelines and discuss with
your supervisor how to handle
each situation.
Q: I have an anonymous blog
that I write on a regular basis.
Can I post information I’ve
learned based on my job?
A: While posting information
online can be a great way to
communicate with others, it’s
important to consider some
of the risks and rewards that
are involved. Maintain the
confidentiality of business
information related to CHS and
its partners, and the personal
information of employees
and customers. Don’t reveal
anything that is not public.
Ultimately, you’re responsible
for what you post. Please see
the CHS Social Media Policy
for more information.
Our Marketplace
A: In this situation, your
interest in your spouse’s
business conflicts —
or at least appears to
conflict — with your
responsibility to select
the best supplier for CHS.
You should consult with
your manager. The best
course of action is either
for you not to be involved
in the selection process,
or for your spouse’s
business to be eliminated
from consideration.
CHS wants to compete fairly and avoid even the appearance
of anticompetitive behavior in all of the markets in which
we operate. CHS recognizes the serious legal ramifications
and obligations of complying with applicable U.S. and
international antitrust laws wherever we do business. We
must all understand that agreements among CHS and our
competitors that restrict trade or price competition are
illegal. No employee should enter into an agreement or
discussion with any competitor that sets prices or limits the
availability on the market of goods or services.
Our Marketplace
Q: It is my job to select
a supplier/vendor
for my department.
One of the suppliers
being considered is a
company owned by my
spouse. Do I need to
take any precautions?
Fair Competition
CHS has a history of succeeding through honest and fair
business competition. Acting with integrity means that
we do not compete through unethical or illegal business
practices. In dealing with customers, suppliers, competitors
and employees, each of us should endeavor to deal fairly
and not through any unscrupulous means.
In addition, employees should never make false or
deceptive statements concerning a competitor or its
products. If you are in a position to speak on behalf of
CHS, you must ensure that your statements are based
upon current, accurate, complete and relevant data. Never
comment on another company’s business reputation or
financial or legal problems.
Supplier and Vendor Interaction
CHS selects each supplier and vendor on the merits and
value it can add to the Company, through its people,
products, services and know-how. CHS employees must
comply with the legal requirements of each country in
which we conduct business, and should strive for the
highest ethical standards in selecting and reviewing
supplier contracts. You must never accept, give, or
trade bribes or business courtesies that could be seen
to compromise your judgment, or could influence the
procurement decision. Typical business courtesies include
gifts, entertainment such as tickets to an event, discounts,
or meals. Receiving a gift of nominal value is acceptable;
a gift larger than this must be approved by the CHS Legal
Department.
15
Our Marketplace
Under no conditions are you permitted to accept cash or
its equivalent, securities, or any other business courtesy
or gift influencing you to do anything prohibited by
applicable law or CHS policy.
Financial Integrity
The integrity and accuracy of CHS financial records are
critical to the company’s business operations. All financial
books, records, and accounts must accurately reflect
financial transactions and events. They must conform to
generally accepted accounting principles, as well as to
the CHS system of internal controls. No CHS document or
record may be falsified for any reason. No CHS employee
may enter information in the company’s books or records
that intentionally hides, misleads or disguises the true
nature of any financial or non-financial transaction or
result. No undisclosed or unrecorded accounts of CHS
funds or assets may be established for any purpose.
In addition, each employee must retain, protect and
dispose of company records in accordance with the law,
and CHS record retention policies.
CHS finance and accounting officers and personnel, as well
as all members of management, have a special fiduciary
responsibility to ensure finance and accounting practices
support the full, fair, accurate, timely and understandable
disclosure of CHS financial results and condition.
Remember: CHS is a publicly-traded company, and has
additional reporting requirements with the U.S. Securities
and Exchange Commission and other governmental
agencies worldwide. There are serious additional criminal
and civil penalties for falsifying or failing to keep accurate
financial records.
CHS is committed to full, fair, accurate, timely, and
understandable disclosure in public reports and
documents filed with, or submitted or provided to,
the Securities and Exchange Commission, regulatory
authorities, stockholders, and the public. CHS’s financial
statements and reports must be prepared in accordance
with generally accepted accounting principles and fairly
present, in all material respects, the financial condition and
results of operations of CHS.
16
Q: A co-worker near
me says she makes
adjustments to our
financial information so
that our “good months”
will help out our “bad
months.” Could this be
an issue?
A: The practice of
incorrectly recording
financial data can have
serious consequences
both for the employee
and as a company.
You should report this
immediately to the CHS
Legal Department or
internal audit.
Our Marketplace
A: No. Trading on material
non-public information
is illegal and a violation
of the Code of Conduct,
whether you are trading
in the stock of CHS or the
stock of another company.
Q: I have inside information
about a product that will
be released by another
public company.
Can I buy that public
company’s stock?
A: No. Any stock sale or
purchase based on inside
information is considered
insider trading.
Q: Could I encourage a
friend to buy the stock?
A: No. Encouraging others to
purchase the stock would
still be considered insider
trading and also commonly
referred to or known as
“tipping.” The friend would
be liable for insider trading,
if he or she purchased
shares as a “tippee,” and
you would be liable for
insider trading as a “tipper,”
even though you did not
buy any shares of the
public company’s stock.
•C
ompany news, particularly of a merger, acquisition,
tender offer, joint venture, or sale of a subsidiary or
significant assets;
•F
inancial data or policy changes, such as earnings,
changes in dividend distribution, stock splits, or stock
purchases;
Our Marketplace
Q: I have learned that
CHS is considering
the acquisition of a
small, publicly-traded
company. May I acquire
the stock of this company
in anticipation of the
acquisition?
Material Inside Information
Inside information is defined as anything that is material
non-public information and can include:
• Changes in executive management;
• Significant new products or new marketing plans;
• The disposition of lawsuits or legal settlements; and
• The gain or loss of a significant contract.
Compliance with applicable securities regulations is
critically important to CHS’s long-term success. It is
against the law to use inside information to buy, sell, or
trade a company’s stock, bonds or other securities, or
influence the trading of stocks, on the basis of material,
inside information. It is also illegal to communicate such
inside information to others, including friends and family,
so that they may use it for financial gain — this practice is
known as “tipping.”
Restrictions Against Insider Trading
Never disclose inside information about CHS to anyone
outside of the Company, including family members,
without prior approval of the CHS Legal Department, and
only disclose inside information within the Company on a
need-to-know basis. Also, never buy, sell, or trade stock or
other securities, of CHS or any other company, based on
inside information, and never recommend that anyone else
buy, sell, or trade stock or other securities of CHS or any
other company while you have inside information about
CHS or such other company, as applicable. Furthermore,
CHS prohibits trading in CHS securities except during
“window periods”. Please consult with CHS Legal for
more information.
For further detail, please refer to the complete
policies titled CHS and Our Marketplace located
at chssource.com.
17
Our World
As a global energy, grains and foods company, CHS
conducts business in a complex and rapidly evolving
marketplace that includes contact with current and
potential customers and business partners as well as
government officials. We are committed to conducting
business in all circumstances and jurisdictions with the
highest integrity and in compliance with the law.
Anti-Money Laundering
CHS is committed to compliance with applicable antimoney laundering laws throughout the world. Be on the
lookout for activities that could indicate money laundering,
such as large payments in cash or with multiple money
orders or travelers checks, payments made to avoid
governmental reporting requirements, or parties unwilling
to provide complete contact and financial information for
fear of reporting or record-keeping requirements.
If you encounter suspicious or unusual behavior from
customers or third-parties involving payments to CHS,
report these issues immediately.
Anti-Corruption and Anti-Bribery
As a CHS employee, you are required to fully comply with
all applicable anti-corruption laws of the countries in which
CHS does business, including the U.S. Foreign Corrupt
Practices Act (FCPA) and the U.K. Bribery Act 2010
(UKBA), both of which apply worldwide.
Anti-corruption laws include: bribery, corruption, or
unethical practices of any kind. CHS does not tolerate,
permit, or engage in any unethical practices at any time.
This Code also prohibits any paying, promising, offering,
or authorizing a payment or anything of value, whether to
a government official, political party, private person, third
party, or private entity, that violates unfair trade practices,
the FCPA, the UKBA, or any other applicable law. These
laws prohibit the actions described above for specific
reasons, including for the purpose of influencing an official
act or decision in order to obtain or retain business, or
secure business or an improper advantage.
18
Q: A customer asked me
if I could split a $5,000
transaction into two
transactions of $2,500
so they did not have
to bother with the
paperwork that may
otherwise be involved.
Should I process the
transaction this way?
A: Depends. It is right to be
concerned as this is a way
to avoid government or
other types of reporting
requirements and can
also be used as a method
of fraudulent accounting
practices. Please contact
your division controller
for proper accounting
guidance.
Q: My trade agent asked
me to provide a
government official
with a payment for help
with expediting our
load. Can I authorize
this payment?
A: Improper payments or
gifts in foreign countries
to government officials,
politicians or political
parties are prohibited.
Please talk with the
CHS Legal Department
for clarification.
Our World
Q: A consultant CHS uses to
assist with government
relations recently
asked us for a large
increase in commission.
I suspect the consultant
may intend to pass
this money on to local
officials. What should
I do?
Q: A representative from
the government showed
up to inspect our
products. What should
I do?
A: Contact your manager
immediately.
Complex rules govern the giving of gifts and payments to
government officials, private individuals, and companies. In
order to protect yourself and CHS, you must obtain approval
from the CHS Legal Department for any gift or payment made
directly or indirectly to a government official.
Governmental Contact and Political Activities
Numerous national and divisional governmental entities, along
with government-affiliated entities, conduct business with
us. We value such business and believe it confirms the high
standards of our products and services. However, you should
not enter into any government contract, or bid for such a
contract, without prior written approval and the appropriate
level of management involvement.
Our World
A: Report your suspicions
to CHS Legal
Department at once.
No such payments
should be made to
the consultant until
CHS has investigated
your concerns.
The term “government official” includes any person acting
in an official capacity for or on behalf of a government or
governmental agency or department, including a business with
government ownership (for example, a national oil company),
a public international organization (for example, the United
Nations or World Bank), or a political party or candidate for
political office.
If you are contacted by a government entity for any reason
outside the normal course of your responsibilities, please
contact the CHS Legal Department immediately. You are not
permitted to represent CHS before any governmental entity
without prior consultation and approval by the CHS Legal
Department.
And remember — it is critical that we maintain our reputation as
a reputable and ethical business around the world. Given this, any
answers provided to any governmental agency or department
must be current, accurate, verifiable and complete. Further, at no
time are you to tolerate, permit, or engage in bribery, corruption,
or unethical practices of any kind. For more details, please see
CHS and Our World located at chssource.com.
We encourage our employees to be actively involved in the
political process. However, you cannot use your affiliation with
CHS in connection with political activities, nor claim to represent
CHS’s interest in the political process, without prior permission
from the CHS Legal Department. Additionally, though you are
19
Our World
permitted to make whatever lawful political contributions
you wish by means of your personal funds, you cannot be
reimbursed by CHS for such contributions, through expense
accounts or by any other means, without prior approval from
the CHS Legal Department.
Food and Drug Laws
CHS reputation for quality and safety is no accident — it
has taken your, and all of your co-workers diligent efforts,
to achieve our place in the market. CHS’s reputation has
developed in large part due to the quality and value of the
products we provide. It cannot be overstated that the quality
and safety of CHS’s products is of the utmost concern
and one of our greatest priorities. Given this commitment
to excellence and quality, under no circumstances may
any CHS employee engage in the manufacture, sale,
or distribution of any food or drug that is knowingly
contaminated or mislabeled. All employees must adhere to
the Good Manufacturing Practices and Food and Drug Law
Compliance Policy. If you ever have questions or concerns
about food or drug safety, please contact your manager or
the Global Compliance Hotline.
Environmental Responsibility
CHS values its role as a steward of the environment. We strive
to comply with applicable environmental laws and regulations
governing our operations and to conduct business in a
manner which protects the environment, employees and the
public. CHS will develop and implement required plans and
procedures, as well as to provide appropriate training for the
employees who work at our facilities.
International Trade: Import and Export Control
CHS operates in many countries which have laws regulating
the import and export of goods and services. Failure to
comply with any of these requirements may constitute a
crime or subject CHS to fines or other punishments. CHS
is committed to complying with appropriate U.S. laws and
those within the countries in which we do business that
apply to the import or export of goods or services.
For further detail, please refer to the complete policies titled
CHS and Our World located at chssource.com.
20
Raising and Resolving
Issues and Concerns
Q: I’m an employee outside
of the United States.
How should I best report
a concern?
If you have any questions or concerns, particularly if they are issues
identified in this Code, please talk to your supervisor, a member of the
Human Resources Department or Corporate Compliance Department,
or the Global Compliance Hotline.
Other Compliance Resources
Read the CHS Global Code of Conduct
chssource.com
Review the CHS Compliance Policy Website
chssource.com
Email CHS Human Resources:
[email protected]
Email CHS Compliance Office:
[email protected]
Email CHS Legal:
[email protected]
Global Compliance Hotline
The Global Compliance Hotline provides CHS employees with a means
of asking questions and reporting suspected Code violations. Reports
will be investigated, with a goal of implementing any necessary
corrective action. While we always prefer to communicate directly,
employees have the option to make anonymous reports of suspected
violations. Listed below are opportunities to become better informed
on compliance issues and resources for asking questions and reporting
possible violations.
Always remember, no employee who makes a good-faith report of
suspected violations will be subjected to reprisal.
Global Compliance Hotline
Phone Number:
Global Compliance Hotline Website European Union Employees:
Global Compliance Hotline Website Spain/Portugal Employees:
Global Compliance Hotline Website All Other Employees:
1-888-264-0995
chsinceu.alertline.com
chsincsp.alertline.com
chsinc.alertline.com
21
Raising & Resolving
Issues & Concerns
A: The same resources
are available to all CHS
employees regardless
where they reside. We
encourage you to first
voice your concern
with your supervisor,
Human Resource
representative or
Corporate Compliance
Department. You also
have access to the
Global Compliance
Hotline. Please see
Appendix A for further
dialing instructions.
Open-Door Policy
We believe that open communication and transparency are critical
components of our success as a company and, in particular, in
meeting our commitment to compliance. You and all CHS employees
should be comfortable dealing directly with your manager, members
of the Human Resources Department and members of the Corporate
Compliance Department. We recognize that our supervisors and
managers play a special role in fostering an environment of open and
candid communication.
Terms You Should Know
Examples of Company Assets
• Company money
• Company product
• Employees’ time at work and work product
• Computer systems and software
• Telephones
• Wireless communication devices
• Photocopiers
• Tickets to concerts or sporting events
• Company vehicles
• Proprietary information
• Company trademarks
“Anything of Value”
This phrase literally means anything that might have value
to a government official, including cash, gifts, meals,
entertainment, business opportunities, Company product,
offers of employment and more. There is no monetary
threshold; any amount could be construed as a bribe.
The U.S. Foreign Corrupt Practices Act
Because CHS is incorporated in the United States, the U.S.
Foreign Corrupt Practices Act, which prohibits bribes to
officials of non-U.S. governments, applies to all employees
around the world. Consult the CHS Legal Department
about additional local laws that may be applicable.
Who Are Government Officials?
•E
mployees of any government or governmentcontrolled entity anywhere in the world
•P
olitical parties and party officials, including
their family members
• Candidates for political office
• Employees of public international organizations, such
as the United Nations
It is your responsibility to understand whether someone
you deal with is a government official. When in doubt,
consult the CHS Legal Department.
22
Conclusion, Disclaimer and
Statement of Compliance
Thank you for taking the time to review the CHS Global
Code of Conduct. Please use it as a reference whenever you
have a question regarding compliance at CHS. The most
current version of this Code can always be found at
chssource.com.
The policies described within this Code, and CHS generally,
may be modified at CHS’ sole discretion, without notice, at
any time, consistent with applicable law. Additional policies
may be applicable and available for your work location.
The CHS Global Code of Conduct does not alter the at-will
status of any U.S.-based employee.
CHS employees are required to complete and sign a
statement upon hiring, and throughout your employment,
that you have read, understand and agree to abide by the
CHS Global Code of Conduct. Failure to comply with the
principles outlined within this Code may lead to disciplinary
action up to and including termination of employment.
Terms and
Conclusion
23
Additional FAQs
Q: Our department has season tickets to a local sports team and
sometimes we have extra tickets. Can I exchange them with an
acquaintance working at a hotel chain in exchange for free
hotel rooms?
A: No. The exchange of any company asset for personal use is not
allowed. This is a misuse of CHS assets.
Q: I’m attending a business training session sponsored by a
professional organization. The suppliers sponsoring the event are
hosting a reception for all attendees at the end of the first day of
training. Can I go and have snacks and a drink?
A: Yes. Since the reception is open to all attendees, you’re not
being singled out as a representative of CHS. This would not be
considered at gift.
Q: A co-worker of mine recently gave her resignation. Since then,
she’s been emailing supplier contact information to her home
computer so she can start her own business. Is this a violation?
A: Yes. Any information she obtained through her position at CHS is
considered confidential company information. She should not be
using it for her personal business.
Q: Are employees able to own stock in a vendor?
A: Depends. There are no restrictions to financial interests in vendors
you do not have business influence over. However, any financial
interest in a vendor whose business you have direct or indirect
influence over within your position at CHS must be disclosed as a
potential Conflict of Interest or avoided completely.
Q: I was told I should boycott one of my suppliers because they
conduct business in a certain country. Should I not do business
with that supplier?
A: Although restrictions are sometimes placed on certain countries
and individuals, it’s always best to speak to the CHS Legal
Department when you’re instructed to boycott a supplier
or country.
Q: We have just hired an employee who worked very recently for one
of our competitors. May I ask the employee for information about
our competitor?
24
Additional FAQs
A: Consult CHS Legal Department before asking the employee anything about
a former employer’s business. Never ask a former employee of a competitor
about any information that the person is under a legal obligation not to reveal.
This would include any of our competitor’s trade secrets, and other confidential
information as well.
Q: An industry trade association has contacted me about participating in
a benchmarking study for members of their association. This seems like
a good way to obtain information about our competitors. Should we
participate?
A: There is nothing wrong with participating in industry benchmarking activities;
however, this should not be used as a means to uncover confidential
information on competitors.
Q: A friend of mine told me he could give me information regarding a
competitor’s upcoming pricing strategy. Should I get the information?
A: No. We have no desire, or need to know the trade secrets of other
companies.
Q: A customer refuses to provide their address for a $3,000 money transfer to
another country. Should I report this as a “suspicious person”?
A: Any customer reluctant to provide requested information should be reported
as a “suspicious person” when processing financial transactions.
Q: A public health inspector has arrived at our manufacturing plant. May I
present a case of product to the inspector as a sign of good will?
A: No. You should never give anything of value to a government official
without prior approval from CHS Legal Department. Legal counsel would
advise you that giving the product, or anything else of value, to the
health inspector under these circumstances could be perceived as a bribe
intended to influence the inspector’s review of the facility.
A: Always correct errors during meetings, if possible. If that is not possible,
raise the issue with the employee, your manager, or other responsible CHS
personnel after the meeting, and ensure that CHS corrects any customer
misperception. Intentionally lying to a customer violates the Code of Conduct.
25
Additional FAQs
Q: I attended a customer meeting with another CHS employee. The other
employee made what I believe to be an intentionally false statement about
our capabilities. What should I do?
Index
Alcohol Abuse............................................................................................9
Anti-Corruption and Anti-Bribery.................................................. 18
Anti-Money Laundering...................................................................... 18
Cellphones...................................................................................................12
Computers...................................................................................................12
Confidentiality...........................................................................................13
Conflicts of Interest................................................................................13
Corruption.................................................................................................. 18
Drug Abuse..................................................................................................9
Email...............................................................................................................12
Entertainment............................................................................................12
Environmental Responsibility..........................................................20
Fair Competition..................................................................................... 15
Fraud..............................................................................................................12
Global Compliance Hotline Resources
(phone numbers and email address).............................................21
Harassment..................................................................................................9
Health and Safety....................................................................................12
Import and Export Control...............................................................20
Information Technology Resources................................................12
International Trade................................................................................20
Internet..........................................................................................................12
Money Laundering................................................................................. 18
Privacy............................................................................................................11
Records........................................................................................................ 16
Sales and Marketing.............................................................................. 14
Travel..............................................................................................................12
Wages and Hours.....................................................................................11
26
Appendix A
CHS Global Hotline Resources
Employees outside of the U.S. and Canada will have a two-step dialing process. First dial your AT&T Direct Access
Code as listed below. If your country is not listed, visit: business.att.com/bt/access.jsp for a current code listing.
Then, after the tone and the “AT&T” recording, dial 888-264-0995 to report your concern.
Country
AT&T Direct®
Access Code
Country
Code
Argentina (ALA - Spanish) 0-800-288-5288 54 Buenos Aires 11, Cordoba 351, Santa Fe 342
Argentina (Telecom) 0-800-555-4288 54 Buenos Aires 11, Cordoba 351, Santa Fe 342
Argentina (Telefonica) 0-800-222-1288 54 Buenos Aires 11, Cordoba 351, Santa Fe 342
Australia (Optus) 1-800-551-155 61 Adelaide 8, Canberra (Nsw) 2, Melbourne (Vic) 3, Queensland 7, Sydney (Nsw) 2
Australia (Telstra) 1-800-881-011 61 Adelaide 8, Canberra (Nsw) 2, Melbourne (Vic) 3, Queensland 7, Sydney (Nsw) 2
Brazil 0-800-890-0288 55 Brasilia 61, Rio De Janeiro 21, Salvador 71, Sao Paulo 11
Brazil (cell) 0-800-888-8288 55 Brasilia 61, Rio De Janeiro 21, Salvador 71, Sao Paulo 11
Bulgaria 00-800-0010 Canada 1-800-225-5288 Chile (ENTEL) 800-360-311 56 Concepcion 41, Santiago 2, Valparaiso 32
Chile (ENTEL - Spanish) 800-360-312 56 Concepcion 41, Santiago 2, Valparaiso 32
Chile (Telefonica) 800-800-288 56 Concepcion 41, Santiago 2, Valparaiso 32
Chile (Telmex - 800) 800-225-288 56 Concepcion 41, Santiago 2, Valparaiso 32
China - North, Beijing CNCG 108-888 86 Beijing (Peking) 10, Guangzhou (Canton) 20, Shanghai 21, Shenzhen 755, Tianjin 22
China - North, Beijing CNCG (Mandarin) 108-710 86 Beijing (Peking) 10, Guangzhou (Canton) 20, Shanghai 21, Shenzhen 755, Tianjin 22
China, PRC - South, Shanghai
(China Telecom) 10-811 86 Beijing (Peking) 10, Guangzhou (Canton) 20, Shanghai 21, Shenzhen 755, Tianjin 22
China (Telecom - Mandarin) 108-10 86 Beijing (Peking) 10, Guangzhou (Canton) 20, Shanghai 21, Shenzhen 755, Tianjin 22
Hong Kong (Hong Kong Telephone) 800-96-1111 852 Hong Kong 2, 31, 32, 33, 34, 35, 36, 37, 38, 39, 313, 343, 345, 353, 363
Hong Kong (New World Telephone) 800-93-2266 852 Hong Kong 2, 31, 32, 33, 34, 35, 36, 37, 38, 39, 313, 343, 345, 353, 363
Hungary 06-800-011-11 36 Budapest 1, Szolnok 56, Veszprem 88
Israel (Barak) 1-80-933-3333 972 Eilat 8, Haifa 4, Jerusalem 2, Nazareth 4, Tel Aviv 3
Israel (Bezeq) 1-80-949-4949 972 Eilat 8, Haifa 4, Jerusalem 2, Nazareth 4, Tel Aviv 3
Jordan 1-880-0000 962 Amman 6, Irbid 2, Zarqa 5
Mexico 001-800-462-4240 52 Ciudad Juarez 656, Ecatepec 55, Guadalajara 33, Mexico City 55, Puebla 222
Mexico (New) 01-800-288-2872 52 Ciudad Juarez 656, Ecatepec 55, Guadalajara 33, Mexico City 55, Puebla 222
Mexico (Por Cobrar - Spanish) 01-800-112-2020 52 Ciudad Juarez 656, Ecatepec 55, Guadalajara 33, Mexico City 55, Puebla 222
Mexico (Spanish) 001-800-658-5454 52 Ciudad Juarez 656, Ecatepec 55, Guadalajara 33, Mexico City 55, Puebla 222
Paraguay (Asuncion City) 008-11-800 595 Romania (Romtelecom) 0808-03-4288 40 Russia 8^10-800-110-1011 7 Ekaterinburg 343, Moscow 495, 499, Novgorod 81622, Novosibirsk 383, St. Petersburg 812
Russia (Moscow) 363-2400 7 Ekaterinburg 343, Moscow 495, 499, Novgorod 81622, Novosibirsk 383, St. Petersburg 812
Russia (outside Moscow) 8^495-363-2400 7 Ekaterinburg 343, Moscow 495, 499, Novgorod 81622, Novosibirsk 383, St. Petersburg 812
Russia (outside St. Petersburg) 8^812-363-2400 7 Ekaterinburg 343, Moscow 495, 499, Novgorod 81622, Novosibirsk 383, St. Petersburg 812
Russia (St. Petersburg) 363-2400 7 Ekaterinburg 343, Moscow 495, 499, Novgorod 81622, Novosibirsk 383, St. Petersburg 812
Serbia No Service 381 Belgrade 11, Novi Sad 21
Singapore (SingTel) 800-011-1111 65 East 629
Singapore (StarHub) 800-001-0001 65 East 629
Spain 900-99-0011 34 Barcelona 93, Madrid 91, Sevilla 95, Valenica 96, Zaragoza 976
Switzerland 0-800-890011 41 Basel 61, Berne 31, Geneve 22, Lausanne 21, Zurich 44
Ukraine (Ukrtelecom) 0-800-502-886 380 United States 1-800-225-5288 1 Chicago 312, 773, 872, Houston 832, 713, 281, Los Angeles 213, 310, 323,
New York (Manhattan) 212, 646, 917, Washington DC 202
United States (Spanish) 1-800-222-7007 1 Chicago 312, 773, 872, Houston 832, 713, 281, Los Angeles 213, 310, 323,
New York (Manhattan) 212, 646, 917, Washington DC 202
Uruguay 000-410 359 1 Plovdiv 32, Sofia 2, Varna 52
Calgary 403, Montreal 514, 438, Ontario (Ottawa) 613, Toronto 647, 416, 614, 365,
Vancouver 236, 778 and 604
Asuncion 21, Concepcion 31, Villarrica 541
Bucharest 21, Cluj Napoca 264, Constanta 241, Iasi 232, Timisoara 256
Kharkiv 57, Kiev 44, Lvov 32
Las Piedras 324, Montevideo 2
Index
27
Appendix A
598 City Code (For additional city code information, please contact the local provider
for the country you are calling.)
5500 Cenex Drive
Inver Grove Heights, MN 55077
1-800-232-3639
chsinc.com
© 2014 CHS Inc.