1. Policy Statement

A Conflict of Interest occurs when an employee’s personal interests or relationships interfere, or appear to interfere with, the interests of Canada Post. To preserve and enhance the reputation and business integrity of Canada Post, employees are expected to conduct themselves with personal integrity, honesty and diligence and should not have personal, financial or business interests that interfere or appear to interfere with their duties at Canada Post. To preserve employee personal integrity and facilitate the best interests of Canada Post, employees must identify, minimize and resolve all actual and potential Conflicts of Interest.

2. Scope

This Policy applies to all Canada Post employees.

3. Definitions

A Conflict of Interest is any situation in which an employee’s interests (including personal, financial and business interests) or relationships (including family and friends) are incompatible with their duties as a Canada Post employee, or where they affect or appear to affect the employee’s ability to act in the best interests of Canada Post. Conflicts of Interest include any situation in which an employee, or those with whom the employee has a relationship, directly or indirectly benefits from the employment status of the employee or the employee’s access to confidential information, corporate time, material or facilities.

A Family Member includes an employee’s:

• father and mother (includes step-father and step-mother), father-in-law and mother-in-law;
• brother(s) and sister(s) (includes step-brother and stepsister);
• spouse or common-law spouse (includes current and former);
• children (includes step-children and wards of the employee, as well as children and wards of the employee’s spouse or common-law spouse);
• grandparents (includes the grandparents of the employee’s spouse or common-law spouse);
• grandchildren;
• aunts, uncles, nieces and nephews;
• first cousins; and
• relatives with whom the employee permanently resides or who permanently reside in the employee’s household.

A Close Friendship includes any person with whom the employee has a meaningful social or business relationship.

An Intimate Relationship includes any of the following relationships: dating, co-habitation, or sexual relations.

4. More About the Policy

4.1 Purpose

This Policy establishes parameters for ethical conduct by employees to ensure that employees understand situations that could constitute a Conflict of Interest and to ensure that they conduct themselves in a manner that is in the best interests of Canada Post.

In addition to the general prohibition against engaging in Conflicts of Interest, this Policy identifies some common situations that may give rise to Conflicts of Interest. This Policy does not specifically identify all potential situations giving rise to Conflicts of Interest and therefore relies on employees to monitor and assess their own actions and to seek guidance and direction when a Conflict of Interest exists, may exist or has the potential to exist.

This Policy also sets out a reporting, review and resolution process for Conflicts of Interest to further support employees’ discharging their responsibilities without compromising their integrity, while acting in the best interests of Canada Post and to preserve and enhance Canada Post’s business integrity and reputation.

4.2 Employee Obligations

Employees are responsible for reviewing, understanding and complying with this Policy and the processes set out herein.

Prior to an appointment to a new position, employees must declare any Conflicts of Interest that will arise as a result of their appointment to the new position.

As part of the year-end appraisal process, employees (except employees represented by the Canadian Union of Postal Workers and the Canadian Postmasters and Assistants Association) must read and confirm that they will adhere to this Policy, by checking the Code of Conduct – Conflict of Interest box on their performance plan.

Employees must manage their affairs to avoid Conflicts of Interest. However, should a Conflict of Interest arise, employees must declare it in accordance with this Policy. Employees must also consult with their Team Leader whenever they have a concern as to whether a circumstance may place them in or may give the appearance of placing them in a Conflict of Interest. Employees who are advised of necessary steps to take in order to avoid, address, withdraw from or otherwise resolve a Conflict of Interest, are responsible for taking the directed action.

4.3 Personal Information

All personal information related to a Conflict of Interest or its disclosure is protected by the Privacy Act and will be handled in accordance with Canada Post's Employee Privacy Policy and the Privacy Act.

In certain situations, in order to resolve an actual or potential Conflict of Interest, Canada Post may be required to disclose personal information related to the matter to a third party.

4.4 Common Areas and Situations Giving Rise to Conflicts of Interest

Determining whether a Conflict of Interest exists can sometimes be difficult. To help employees determine whether a situation presents a Conflict of Interest, this section identifies some common areas that give rise to Conflicts of Interest and sets out additional situation-specific obligations. This is not an exhaustive list of all situations that will give rise to Conflicts of Interest and employees are reminded to monitor and assess their own actions, seek guidance when they are unsure, and report all Conflicts of Interest in accordance with this Policy.

(a) Supervision and Hiring

Employees must not participate in the appointment, hiring, supervision (including direct and indirect supervision) or evaluation of a Family Member or a person with whom there exists or has recently existed Close Friendship or Intimate Relationship. A direct or indirect supervisory relationship includes any situation in which one person has the ability to make decisions which could affect another person’s employment with Canada Post (including compensation, benefits, work assignments, training, discipline, annual leave, overtime opportunities, performance reviews, evaluations, promotions, etc.). Where the potential for such a situation arises, the subject employee(s) must immediately report the relationship as a Conflict of Interest in accordance with this Policy.

(b) Contracting Process and Awarding of Contracts

Employees must not participate in and/or must remove themselves from discussions and decision-making regarding any proposed or existing contract to which they are a party, or in which they have any other direct or indirect material interest. Employees must also refrain from participating in any discussions or decisions regarding request for proposals (RFP) or existing contracts where an actual or potential Conflict of Interest may exist (e.g. no direct or indirect personal gain exists, however the appearance of a private business or personal interest exists or may exist). Employees must report any such interest immediately in accordance with this Policy and remove themselves from contract discussions and decisions. Sourcing Management will provide direction and confirm that the reported Conflict of Interest has been resolved before the employee is allowed to further participate in the procurement process.

In addition, all employees participating in procurement activities must also:

• disclose the nature and extent of such an interest at the meeting during which such a contract is considered;
• refrain from participating on any matter for which such an interest exists; and
• request that their interest and abstention be entered into the minutes.

Employees who acquire a material or private interest as a result of a contract being awarded, or who become aware of a contract after they have acquired a related interest, must report their interest immediately in accordance with this Policy. Sourcing Management also retains the right to periodically rotate the portfolios assigned to Sourcing Management employees, in order to prevent Conflicts of Interest from occurring over time.

(c) Supplier Contract Management

When interacting with suppliers, employees must be mindful that, above all else, the relationship with suppliers is a commercial relationship and it must be managed accordingly. Section 2.7 Dealing with Suppliers of the Procurement Policy, establishes principles of business conduct to help employees manage their relationships with suppliers. Employees who are involved in managing supplier contracts and related work must treat suppliers equitably and fairly, ensuring that no supplier receives preferential treatment. Employees must remove themselves from discussions and/or decision-making regarding any existing contract, invoice reviews and/or approval processes to which they are a party, or in which they have any other direct or indirect material interest.

The acceptance of gifts, gratuities or hospitality is not prohibited if they are of nominal value ($100.00 or less) and can be reciprocated at the expense of Canada Post. However, employees must not solicit gifts, gratuities, hospitality or any other benefit from a supplier, and must not take actions that may lead to a potential Conflict of Interest (e.g. taking actions that may lead to the creation of a favourable situation not in line with contract terms). Further, employees must not solicit favours or contributions from suppliers or customers for any Canada Post social activity including those on behalf of non-profit or charitable organizations, except as may be explicitly permitted by this Policy.

There are several risk factors that can cast doubt on an employee’s objectivity when managing their relationships with suppliers. Three key risk factors which can result in the commercial relationship evolving into a personal relationship to the detriment of Canada Post, include:

• meeting with suppliers outside of business hours;
• meeting with suppliers on a frequent basis for which there is no clear business purpose; and
• meeting suppliers alone, unaccompanied by colleagues.

Employees should consider these risk factors and ensure that they minimize or avoid these types of interactions with suppliers in the performance of their procurement and contract management responsibilities to limit any actual or potential Conflicts of Interest.

Over the course of a contract’s term, employees involved in supplier contract management may develop or become aware of Conflicts of Interest related to the contracts being managed. In addition, and for further clarity, employees must not use for personal profit any confidential information or business opportunities made known as a result of their position. If there is any risk that an actual or potential Conflict of Interest may exist, including as a result of a prior or existing personal, political or business affiliation, the matter should be brought forward to the employee’s next level supervisor. Employees who are, or who become, aware of a Conflict of Interest must report it immediately in accordance with this Policy.

(d) Outside Employment, Appointments, Business Interests or Volunteering

Employees must not hold outside employment or appointments that could place demands on them inconsistent with the best interests of Canada Post, prevent them from fulfilling their employment obligations with Canada Post, call into question their ability to perform their obligations in an objective and efficient manner, or otherwise constitute a Conflict of Interest.

Employees must not own a business or be in a partnership or otherwise have financial ties with a business where the employee’s role with Canada Post provides them or an outside person, agent, competitor, business, contractor or supplier that competes with Canada Post, with an unfair advantage.

While Canada Post encourages employees to contribute to their communities through charitable, community service, professional and other organizations, employees must obtain advance written approval of their Team Leader prior to using corporate time or resources associated with any such community or volunteering activities.

Employees must report all actual or potential Conflicts of Interest that arise as a result of outside employment, appointments, business interests or volunteering immediately, in accordance with this Policy.

(e) Canada Post Social Activities

Employees must not solicit favours or contributions from suppliers or customers for any Canada Post social activity including those on behalf of non-profit or charitable organizations. However, on an exceptional basis, employees are permitted to solicit charitable donations from the public, customers, and suppliers for Canada Post’s Cause of Choice (i.e. the Canada Post Community Foundation for Children).

(f) Corporate Information and Other Assets

Employees shall not disclose confidential, privileged or proprietary information about the property or affairs of Canada Post or use this information to advance their own or others’ interests. Confidential, privileged or proprietary information includes but is not limited to, reports, analysis, intellectual property (e.g. patentable ideas, trademarks, copyright material, etc.), computer software and confidential corporate information that is the sole and exclusive property of Canada Post (e.g. information about proposed acquisitions or partnerships). It does not include any information in the public domain.

Employees must not place themselves in a position where they could derive any direct or indirect benefit from the use of corporate information, facilities, equipment or products not directly related to their official duties. Employees may not use the Corporation’s equipment, time, materials or facilities for purposes other than their official duties unless specifically authorized by the Team Leader.

Any use of corporate information or other assets that creates or has the potential to result in a Conflict of Interest must be reported in accordance with this Policy.

(g) Gifts, Hospitality or Other Benefits

Employees must not accept gifts or other benefits, including benefits to Family Members, a person with whom there exists or has recently existed a Close Friendship or Intimate Relationship, or business associates that could influence or be perceived to influence the employee’s judgment in the course of their work at Canada Post. An employee may accept gifts or mementos with a nominal value of $100 or less if they are for legitimate business purposes, are appropriate to the business of both parties, are considered a normal business expense, do not impose a sense of obligation or result in any kind of special treatment for the donor, and can be reciprocated at the expense of Canada Post.

For added clarity, the acceptance of unsolicited hospitality in the form of receptions, business luncheons or dinners for the purpose of broadening business contacts or facilitating the discussion of matters of importance to Canada Post is not prohibited, providing such occasions are clearly within the bounds of our Code of Conduct and not liable to cast doubt on the employee’s objectivity. The degree of acceptable hospitality is limited to the degree that an employee is permitted to reciprocate with similar hospitality at the expense of Canada Post. Refer to section 4.4(c) Supplier Contract Management of this Policy for additional guidance on managing risk factors (meeting with suppliers outside of business hours, on a frequent basis where there is no clear business purpose, and while not being accompanied by colleagues) when interacting with suppliers to avoid any actual or potential Conflicts of Interest.

For added clarity, this Policy applies throughout the year, including during traditional gift-giving seasons. There may be occasional circumstances where to refuse a gift conceivably could be against Canada Post’s legitimate business interests (e.g. where gift-giving is an expected social courtesy and is not intended to influence a business decision). In these limited circumstances, if there is a reason for an employee to accept a gift of any substantive value, the acceptance of the gift must be reported as a Conflict of Interest in accordance with this Policy.

Any gifts, hospitality or other benefits that do not comply with the exceptions described above must be reported as Conflicts of Interest in accordance with this Policy.

(i) Financial Investments

Employees are prohibited from using or sharing confidential, corporate information for their own or others’ personal gain.

Any financial investments or related activities that create or have the potential to result in a Conflict of Interest must be reported in accordance with this Policy.

4.5 Reporting, Review and Resolution of a Conflict of Interest

Employees must immediately report any actual or potential Conflicts of Interest involving themselves, other employees, contractors or suppliers, to their Team Leader or Human Resources representative.

Human Resources will review and assess all reported Conflicts of Interest. If one has not already been completed, Human Resources may require the employee to complete a Declaration of Actual or Potential Conflict of Interest form. Human Resources will ensure that every reported Conflict of Interest is assessed and, where applicable, directions are issued to the affected employee(s). Human Resources will also obtain any necessary approvals from the appropriate Human Resources representative.

Where direction is given to an employee to resolve an actual or potential Conflict of Interest, the employee must follow the direction.

For greater clarity, any exceptions to the prohibitions and obligations set out in this Policy may only be granted in writing, following receipt of all necessary approvals by an authorized Human Resources representative.

4.6 Exclusions

Further to an agreement between Canada Post and the Canadian Postmasters & Assistants Association (CPAA), this Policy does not apply to Postmasters of non-corporate owned/leased premises.

For employees represented by the Association of Postal Officials of Canada (APOC), the process for reviewing and resolving Conflicts of Interest is set out in an agreement between Canada Post and APOC.

5. Roles and Responsibilities

Chief People and Safety Officer owns the Conflict of Interest Policy andis responsible for the exceptions review and approval process for Vice-President level positions and above.

Vice-President, Human Resources is responsible for the exceptions review and approval process for General Manager and below level positions and authorizing any associated communication.

General Manager, Human Resources – Corporate Services is responsible for the implementation and interpretation of this Policy and for centralizing all exceptions requested for presentation to the Vice-President, Human Resources and/or Chief People and Safety Officer.

Director, Talent Acquisition and Employment Policy, is responsible for:

• Policy content and process.
• Ensuring preventative measures are in place.
• Monitoring policy and processes regularly through an audit compliance framework.
• Reporting annually to the Board of Directors on compliance.
• Advising on matters of clarification or interpretation in conjunction with Legal Affairs as required.

Director, Human Resources is responsible for:

• Investigating reports of potential or actual Conflicts of Interest.
• Maintaining the Declaration of Actual or Potential Conflict of Interest files and producing declaration results upon request.

Regional Managers, Human Resources or Human Resources Business Partners are responsible for:

• Obtaining a signed Declaration of Actual or Potential Conflict of Interest when an actual or potential Conflict of Interest is declared by an employee, including but not limited to, when an employee is appointed to a new position.
• Placing completed Declaration of Actual or Potential Conflict of Interest forms on employee personal files.

Team Leaders are responsible for:

• Ensuring that their employees have read and understand the Policy.
• Advising employees on matters relating to an actual or potential Conflict of Interest.
• Seeking and providing interpretive advice based on the Director, Human Resources or Human Resources Business Partner direction.
• With the support of Human Resources, specifying appropriate actions employees must take to avoid, minimize or otherwise resolve an actual or potential Conflict of Interest, and ensuring that employees who report to them follow the actions required of them.

Employees are responsible for:

• The employee obligations in section 4.2 of this Policy.
• Reviewing, understanding and complying with the Policy.
• Identifying, reporting and declaring any potential or actual Conflicts of Interest involving themselves and/or other employees, contractors and suppliers.
• Seeking advice from their Team Leader when uncertain about whether a Conflict of Interest exists or what course of action they should follow.

Legal Affairs is responsible for:

Advising on matters and providing legal assistance, clarification or interpretation of this Policy, as required.

6. Non-Compliance

Employees who fail to comply with this Policy are subject to discipline, up to and including termination of employment.