Selecting and Managing Our Vendors

CODE PRINCIPLES

The effective procurement of goods, services and raw materials is critical to the development and expansion of our sites, and the manufacture and supply of our products to customers. We select vendors based on objective criteria and their alignment with our Core Values.

  • We seek to ensure that prospective and existing vendors comply with applicable laws; supply with integrity; minimize their adverse impact on the environment and local communities; provide a safe and healthy workplace; and respect basic human rights of employees and laws relating to conflict minerals and child labor.
  • We conduct tender processes with transparency, treat vendor bids as confidential and do not provide any current or prospective vendor with an unfair or improper advantage.
  • We monitor prospective and existing vendors to ensure they are not engaging in collusion or inappropriately exchanging competitively sensitive information relating to Albemarle.
  • We seek to avoid actual or potential conflict of interest arising from the selection or use of a vendor.
  • We treat our vendors with respect, communicate our requirements with clarity and transparency, and pay valid invoices on time.
  • We expect our contractors and vendors to comply with our health and safety requirements.
  • We prohibit our vendors from engaging in bribery, including facilitation payments, on Albemarle’s behalf.
  • We only pay for goods and services provided, and monitor our vendors for evidence of fraud or corruption.
  • We do not use vendors if we suspect that such activity will contravene export or sanctions laws or regulations.
  • We do not ask, expect or allow a vendor to carry out acts that would be a violation of this Code or applicable laws.
  • We avoid business relationships with vendors that may be engaged in money laundering.

Our Code Principles in Action

  • Comply with the Global Procurement Policy when undertaking procurement-related activity.
  •  Only use your travel & expenses credit card in accordance with this Code (Managing your Business Expenses) and company purchasing cards in accordance with the Purchasing Card Policy.
  • Conduct appropriate checks on prospective vendors in accordance with the Vendor Qualification Policy. 
  • Obtain pre-approval in accordance with the Global Procurement Policy, Anti-Corruption Policy and Compliance Sensitive Vendor Procedure before:
  • Negotiate, authorize and sign vendor agreements in accordance with the Vendor Agreements Policy, and ensure that they clearly reflect the services or products to be purchased, as well as the price.
  • Ensure that the vendor has received a valid purchase order before they start supplying the goods or services.
  • Check vendor invoices carefully to ensure they accurately reflect goods and services purchased, and ensure they are charged to the correct Group Ledger account.
  • Prior to approving invoices, check for red flags such as:
    • vague or unclear descriptions of items to be paid;
    • unexpected deviations from agreed-upon goods, services or amounts;
    • payments directed to anyone other than the vendor that actually provided the goods and services; and
    • payments to bank accounts that are outside of the vendor’s home country, where it does business or where goods or services were provided.
  • Follow the Guidance on Effective Monitoring of Vendors, and immediately contact Global Ethics & Compliance if you suspect a vendor is acting in violation of this Code or our Core Values.
  • Follow the Code (Managing a Conflict of Interest) if you, your spouse, your partner or a relative has a significant interest in a prospective or existing vendor of products or services in relation to which you have influence on the selection of the vendor.
  • Follow the Code (Offering or Accepting Gifts & Hospitality) if you intend to accept an offer of a gift, meal, entertainment or anything else of value from an existing or prospective vendor.
  • Provide all existing and prospective vendors with a copy of Albemarle’s Code of Conduct for Business Partner.
  • Consult with the Legal Department or Global Ethics & Compliance if a vendor requires Albemarle to sign an end use certificate, an ethics and compliance certification or any other type of certification.
  • Immediately contact the Legal Department or Global Trade Compliance Operations if you know or suspect that a customer or third party sales representative is:
    • requiring Albemarle to refuse to do business with or in Israel or with:
      • businesses operating in Israel;
      • businesses which have relationships with other businesses which operate in Israel; or
      • other persons on the basis of race, religion, sex, national origin or nationality; or
    • seeking information about Albemarle’s direct or indirect business activities with or in Israel.

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DEFINED TERMS

Bribery

Bribery means offering, providing or receiving anything of value with the intent of improperly influencing any person to take an action to obtain an improper advantage. This includes, for example, improper influence over the:

  • the decision whether to accept an application, official form or any other type of paperwork;
  • the grant or revocation of a permit, license, quota, visa or any other award which allows the recipient to undertake a specified activity;
  • the award of a commercial procurement or sales contract;
  • the decision to enforce, or not enforce, a particular law or regulation against a company or individual;
  • the decision to enforce, or not enforce, contractual terms such as performance guarantees;
  • the decision to require, or not require, a payment to be made or how much is to be paid (e.g. taxes); and
  • the sponsoring or approval of a change in existing law.

Bribery also includes the making of facilitation payments

Compliance Sensitive Vendors

Vendors who:

  • you know, or suspect, are directly or indirectly owned by a government official or a close relative of a government official;
  • will, or may, engage with a government official with or on behalf of Albemarle; or
  • are recommended by a government official (including employees of a state-owned enterprise).
Conflict Minerals

Minerals extracted in an area of armed conflict zone and traded illicitly to finance or otherwise perpetuate the fighting.  Examples include, but are not limited to, cobalt, cassiterite (for tin), wolframite (for tungsten), columbite-tantalite (for tantalum), gold ore, and diamonds.

Corruption

Dishonest or unethical conduct by someone in a position of influence or authority for his or her personal benefit

import/Export Controls Laws

Laws and regulations, which regulate the movement of specific items across national borders. For example, export control laws may require a licence to be obtained or otherwise prohibit (whether a license is required depends on the classification of the item to be exported, the intended destination, and the intended end use as well as end user):

  • any export or re-exports of specific items listed on various ‘controlled lists’ maintained by the United States, the European Union and other countries. These items are often capable of being used in military applications, i.e., they are dual use items that have a predominantly commercial end use but that also have some military utility, which is why their export is restricted;
  • transfer of controlled technology, including via email and other online or physical means; and
  • exports (and temporary imports) of defence-related articles, technical data, and services
Facilitation Payments

Small payments made to lower-level government officials as a personal benefit to them to secure or speed up a performance of a routine action (e.g. licenses, permits, visas, customs clearance).

clearance). Facilitation payments are illegal in most countries and can open the door to more serious corruption issues.

Sanction Laws

Sanctions laws consist of a wide range of political and/or economic measures to influence the decisions and behavior of a particular country’s regimes, individuals, or groups.  They may be comprehensive, prohibiting commercial activity with a country (absent a license), or targeted, blocking transactions of and with specific businesses, individuals, or groups. Generally, these laws, regulations, and compulsory measures directly or indirectly restrict trade or other dealings, e.g., financial restrictions with particular countries, regimes, entities and/or individuals. For example, trade sanctions laws may prohibit:

  • imports from or exports to a sanctioned country or region (e.g. Cuba, Iran, Syria, North Korea, or Crimea);
  • exports/imports or other dealings in property originating from a sanctioned country, or other transactions and/or dealings, directly or indirectly, with sanctioned governments, individuals or entities, such as designated terrorist groups; or
  • U.S. persons from approving, financing, facilitating or guaranteeing any transaction by a foreign person where that transaction would be prohibited if performed by a U.S. person.
Significant Interest

Generally, if you own less than 5% of an entity that conducts business with Albemarle, your interest will not be considered significant.  However, even if less than 5%, if your interest is sufficient such that it might appear, or in fact will, affect your business judgment and loyalty to Albemarle in your work performance then you should still consider the interest significant.  For example, if the interest represents a large percent of your personal net worth, though less than 5% of the entity, it should be considered significant.

Competitively Sensitive Information

The following types of information are considered to be examples of CSI:

  • marketing plans and proprietary perspectives on the market;
  • cost data less than 12 months old;
  • details of negotiations with individual customers or suppliers;
  • current or recent terms of sale or purchase (price, margins, commission and credit terms);
  • strategic information (site expansion and closure plans);
  •  salaries and other terms of employee remuneration less than 12 months old;
  • innovation plans and intellectual property; and
  • production, export, sales and purchase data less than 12 months old.

CSI does not include:

  • information that is publicly available, including through subscription services;
  • information that is more than 12 months old and would not be considered to give a competitive advantage if shared with, or by, a competitor;
  • health, safety or environmental data; or
  • information relating to the technical performance of equipment.
Money Laundering

The process of ensuring that the nature and source of money connected with criminal activity are concealed in legitimate business dealings, or when legitimate funds are used to support criminal activities, including terrorism. It generally consists of a three-step process: placement, layering, and integration.

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