OF ETHICS GROUPE AUCHAN

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1 CHARTER OF ETHICS GROUPE AUCHAN 1

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3 MESSAGE FROM THE CEO Since the opening of its first hypermarket in 1961, Groupe Auchan has built its business around a core set of beliefs and deep-rooted values, including a strong commitment to ethical behaviour. Vianney Mulliez CEO 1 «Since founding our first Ethics Committee at Auchan France in 1994, we at Group Auchan have continued to clarify our responsibility towards our employees, customers, partners, shareholders and society through our corporate Vision. Shared by the teams in all of the Group s countries of operation, the Groupe Auchan Vision provides a very clear statement of our identity, fundamental purpose, convictions, commitments and goals. We review this statement regularly to take account of developments within the company and our operating environment. We define ourselves as a federation of autonomous and audacious companies of audacious merchant, developing within a common framework of sharing common values and beliefs towards a shared mission: sustainable economic and social development. At Groupe Auchan, we believe that better living is something to which everyone aspires. Our fundamental purpose is therefore to improve quality of life for as many people as possible. Our values of sharing, trust and progress are the bedrock of our business and are known to all within the company. To succeed doing good our in business, we give priority to listening, team strengthwork, simplicity and performance, operating with a great sense of responsibility. This set of principles forms the basis for the Groupe Auchan ethics policy which is summarised in this Charter and which was developed by a work group comprising managers from all of the Group s countries and core business lines. It is my hope that this Charter will guide our policies, inspire our decisions and even point us in the right direction when faced with difficult circumstances in the operation of the business. Indeed, by adopting strict ethical standards in keeping with our values and by rejecting corruption in all its forms, we will be a respected company trusted by all our stakeholders and will attract the brightest talent, since our future and CSR policy will be built on clear, sound and productive bases. It is therefore vital that every manager in the Group promotes, shares and implements this Charter within their teams and that every employee is aware of it, embraces the initiative and applies its key principles in their everyday behaviour. «3

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5 CONTENTS 1 Customer relations Listening to and meeting customer needs... 7 Product and service quality... 7 Transparency of customer information...7 Confidentiality of customer information... 8 Encouraging responsible buying Employee relations Fundamental rights, discrimination and harassment... 9 Working conditions, health and safety... 9 Loyalty, conflicts of interest and confidentiality Privacy Training, promotion & fair treatment Policies promoting sharing Relations with external partners Respect for fair business practices and free competition...12 Ban on corruption...12 Gifts and hospitality...12 Paid intermediaries...13 Strict monitoring of working conditions at manufacturers...13 Fostering long-term links with SME partners Shareholders relations Accuracy of financial and non-financial reporting Enhancing the value of company assets Protecting company assets Relations with community Respecting fundamental rights Respecting the law Politics and religion Social responsibility Economic, social and cultural community development Environmental responsibility Implementing the charter Persons concerned by the Charter Dissemination of the Charter Ethics alert... 17

6 ROLE OF THE CHARTER Since we are aware that levels of human rights protection vary throughout the world, this Charter aims to provide a common vision for ethical, moral and behavioural standards at Groupe Auchan. Our Charter is not intended to replace local legislation, but rather aims to complement the rules, regulations and laws by which our Group is governed. Neither does the Charter replace existing Group policies. In fact, it has been designed to act as a framework for these policies and to help everyone in the Group to better understand their logic and purpose. This document is also a tool to help all employees to find appropriate solutions to issues and dilemmas they may face when doing their job. It is not, however, intended to be definitive and its contents may be subject to developments with time. The Group reserves the right to alter, update or correct the Charter at any time, with or without notice, and to act as its sees fit in any given situation. ADHERENCE TO INTERNATIONAL STANDARDS Universal Declaration of Human Rights of 1948 International Labour Organization declaration on Fundamental Principles and Rights at Work OECD guidelines UN Global Compact 6

7 1/ CUSTOMER RELATION Reducing environmental impact, offering sustainable products and services and encouraging healthy eating and a balanced diet by developing an affordable and appropriate product offer across all its food retail brands these are Groupe Auchan s commitments. Listening to and meeting customer needs Groupe Auchan knows that its customers and their satisfaction are crucial in ensuring a lasting future for the business; meeting their needs is therefore a major priority. The Group aims to offer products and services that meet customer expectations and strives to improve purchasing power and quality of life on a daily basis. Its goal is to establish a special relationship with each of its customers by listening, understanding and continually adapting to their needs. Product and service quality Groupe Auchan aims to guarantee a high level of product and service quality for customers in all of its fields of business. To achieve this, the Group is committed to complying with the standards and regulations in place for the products and services it proposes and strictly applying professional procedures and practices in producing products and services for Groupe Auchan brands. Special attention is given to consumer safety and security. For Groupe Auchan, ensuring the highest possible level of supply chain traceability is an ongoing objective. 7 Transparency of customer information Groupe Auchan does everything in its power to provide precise and accurate information regarding its offering and the characteristics of the products and services it sells. Its aim is to allow customers to make informed and rational choices as to the products and services they actually need.

8 CUSTOMER RELATION Confidentiality of customer information Groupe Auchan takes privacy and compliance with electronic and personal data protection rules very seriously. Encouraging responsible buying Groupe Auchan seeks to go further than simply defending purchasing power by developing responsible discount retailing, an initiative which aims to make products and services that are beneficial for health, the environment and society affordable to all. 8

9 2/ EMPLOYEE RELATIONS As an active player on the employment market, Groupe Auchan fully assumes its corporate responsibility towards its employees. Keen to develop a safe, highquality workplace environment and a strong level of involvement and trust among all employees, the Group draws on the diversity of its profiles to move forward within a culture of sharing and responsibility. Fundamental rights, discrimination and harassment Groupe Auchan operates along the principles of equal opportunities and fair treatment at work and undertakes not to discriminate, on any grounds, in all matters relating to employment and jobs. Offering a great variety of jobs is one of the Group s strengths. It prides itself in pursuing a recruitment policy that actively promotes diversity by offering career pathways that are open to every type of profile. At Groupe Auchan, we condemn any violation of human dignity, especially all forms of harassment, including sexual harassment and bullying. Groupe Auchan expects all of its employees to respect human rights, no matter what their hierarchical position. More generally, Groupe Auchan expects all of its employees to behave in an honest and mutually respectful way. 9 Working conditions, health and safety Groupe Auchan is aware that improving working conditions contributes to better job performance on a day-to-day basis and is committed to ensuring that all employees have a safe, hygienic and risk-free environment in which to work. To achieve this, every Group entity has introduced a risk prevention procedure aimed at preventing work-related accidents. Entities also ensure that everyone knows the procedure to follow in the event of an emergency in the workplace.

10 EMPLOYEE RELATIONS Loyalty, conflicts of interest and confidentiality Groupe Auchan expects its employees to demonstrate a loyal attitude. Everyone in the Group must avoid placing themselves in situations of conflict of interest. A conflict of interest occurs when an employee takes part in activities that are detrimental to the interests of the Group or gives preference to personal interests in situations where responsibility to the Company should come first. Employees should therefore avoid any situation in which their personal interest (or that of their friends or relatives) might conflict with the interests of Groupe Auchan or make the situation known to their line manager. Any confidential information to which employees have access in carrying out their jobs is the property of Group Auchan and should remain confidential unless made public by the Group. Employees must not use or communicate such information unless explicit permission has been given, except where they are obliged to do so by law. Privacy Groupe Auchan feels strongly about respecting the privacy of its employees and undertakes to ensure the confidentiality of employee s personal data, whether collected or held by the group, and to only use such information for the purpose for which it was collected. It is the responsibility of Group companies to implement procedures which protect confidential employee information and which meet the requirements of national legislation in effect in the country. 10 Training, promotion &, fair treatment Groupe Auchan strives to ensure that every employee is «responsible, professional, committed and respected». In the Groupe Auchan Vision, people are a central priority. The Group aims to help employees to find fulfilment in their jobs, develop professional skills and improve their employability, in particular through training and internal promotion. Furthermore, Groupe Auchan undertakes to treat everyone in the company with fairness and respect. In particular, the Group has a proactive work integration policy aimed towards people with disabilities and promotes diversity at all levels in the organisation.

11 EMPLOYEE RELATIONS Policies promoting sharing Groupe Auchan s emphasis on sharing is rooted in its founding beliefs. Men and women are essential to Groupe Auchan s success in the retail business and are the company s greatest asset. The Group implements a knowledge-sharing policy based on information and training, leading to opportunities for internal promotion. It also seeks to develop power sharing by encouraging autonomy, accountability, participative management and a culture of sharing success. A performance-based profit sharing scheme gives employees the opportunity to build their savings as a means of developing their security and freedom. Thus, sharing is both effective in that it helps boost performance and fair, because it allows employees to reap the rewards of their work and involves them in business affairs. This distribution of company assets builds on both knowledge- and power-sharing policies which are inherent to the scheme s strength. 11

12 3/ RELATIONS WITH EXTERNAL PARTNERS Progress is driven by a collective effort which reaches out to all stakeholders. Groupe Auchan builds quality business relationships and shares commitments on social responsibility and respect for the environment. It requires its partners to meet the commitments outlined in its code of business conduct. Respect for fair business practices and free competition Groupe Auchan respects competitors and is aware that it is in everybody s interest to ensure that fair business practices are in place in its markets. The Group therefore undertakes to comply with national and international rules on competition and forbids its employees from using any practice that violates these obligations. 12 Ban on corruption All fraudulent practices and acts of corruption, of any kind whatsoever, including extortion and bribery, are forbidden at Groupe Auchan. At Groupe Auchan, it is forbidden to directly or indirectly offer, promise, give, request or receive bribes or any other improper benefit. Gifts and hospitality Groupe Auchan employees are, in principle, not allowed to personally accept or offer gifts or other benefits, be it directly or indirectly. However, mindful that in some parts of the world such practices are important to ensuring good business relationships, Groupe Auchan adapts its approach, where relevant, to the local context by following the rules in place within each of the Group s companies.

13 RELATIONS WITH EXTERNAL PARTNERS Paid intermediaries The use of paid intermediaries is only justified if it results in real and effective services in strict compliance with the law. The use of such intermediaries is only authorised in this context and must be formalised by a signed contract. Intermediaries compensation must represent fair payment for the services actually provided as stipulated in the contract. Strict monitoring of working conditions at manufacturers Monitoring manufacturers working conditions is an important aspect of Groupe Auchan s purchasing policy. All suppliers are required to sign and commit themselves to the company s code of business ethics, which largely takes its inspiration from the International Labour Organization conventions. Fostering long-term links with SME partners Groupe Auchan aims to maintain balanced and sustainable business relationships with its SME partners. One principle is to avoid creating dependency among its suppliers, by not representing too large a share of their revenue. 13

14 4/ RELATIONS WITH SHAREHOLDERS Groupe Auchan is an unlisted family enterprise in which employees can also become shareholders. The Group focuses on long-term goals for its business, people and financial performance which aim to benefit all stakeholders. In this respect, the Group strives not only to achieve an optimum level of valuation for its companies and brands, but also to protect them effectively. It is the responsibility of all employees to respect their duties of loyalty and transparency with regard to the Group s shareholders. Accuracy of financial and non-financial reporting Rules and regulations require the Group to carry out regular financial and nonfinancial reporting. This reporting must comply with all applicable legal and regulatory requirements, give a true and fair view of the financial position, results of operations and the assets and liabilities of the entity concerned. 14 Enhancing the value of company assets Groupe Auchan aims to ensure the profitability of its shareholders investments by seeking to consistently achieve the highest levels of performance while maintaining the long-term value of its assets. Achieving a sufficient level of profit is vital for the sustainability and development of the company. Economic performance is therefore a permanent objective for all of the Group s employees. Protecting company assets Groupe Auchan expects its employees to act in a loyal way with regard to its shareholders, with strict respect for the Group s companies and brands. Employees are responsible for the effective and appropriate use of the Group s property within the context of their functions and must not misappropriate or use such property to personal ends. The Group therefore expects its employees to take all necessary measures to safeguard its assets.

15 5/ RELATIONS WITH THE COMMUNITY Contributing to the lives of the communities around store locations, being an active player in integration, relaying national campaigns and responding to emergency situations are some of the initiatives implemented by Groupe Auchan on a daily basis. Respect for fundamental rights Groupe Auchan has always placed people at the heart of its concerns and it is in this spirit that it renews its commitment to respect for all individuals. It asks its employees to treat all the Group s customers and business partners with honesty and fairness. In addition, Groupe Auchan asks all employees to act in a respectful and trustworthy manner towards each other and, in general, towards any person with whom they have a working relationship. Privacy Groupe Auchan undertakes to abide by the laws and regulations applicable in its countries of operation. It also undertakes to respect and promote international human rights law in its sphere of influence and ensures it is not complicit in human rights abuses. 15 Politics and religion Groupe Auchan respects the personal commitments of its employees who exercise their citizenship by participating in political or public activities, provided this is done outside the professional environment and they clearly show that, in this context, they are not acting on behalf of Groupe Auchan. However, as a player in civil society, Groupe Auchan is not involved in the political or religious sphere in the countries where it operates and takes a strictly neutral stance in such matters.

16 RELATIONS WITH THE COMMUNITY Social responsibility Groupe Auchan aims to fully assume its social responsibility by consulting stakeholders when developing ideas and by communicating progress in a fully transparent manner. As a citizen-oriented enterprise, the Group seeks to be close to its customers through its integration in the social and business fabric of its business locations. Through its foundations, the Group is involved in developing non-profit partnerships to help young members of the community succeed both personally and professionally and encourages employees to be a part of these initiatives and even to initiate or champion such projects. Economic, social and cultural community development Group companies in the various countries are developing their ranges of locally grown and/or produced food products, forging direct partnerships with smallscale producers. As a result, Groupe Auchan stores contribute to the expansion of the local economy. Environmental responsibility By signing the Global Compact, Groupe Auchan has promised to apply a precautionary approach to environmental challenges, undertake initiatives to promote greater environmental responsibility and encourage the development and diffusion of more environmentally friendly technologies. 16 Groupe Auchan is aware that sustainable development policies can only achieve long-term effectiveness if all stakeholders are involved; its goal is for the environment to become a concern for everyone in the Group, from managers to employees. In building and operating its sites, it constantly seeks innovative, energy-efficient solutions that can help to tackle climate change and safeguard biodiversity.

17 6/ IMPLEMENTING THE CHARTER Persons concerned by the Charter This Charter is intended for all Groupe Auchan companies and employees throughout the world. It also concerns all corporate officers and members of executive and management committees of Groupe Auchan. The Group also expects its partners and contractors to respect the rules outlined in this Charter. Dissemination of the Charter All employees must follow and apply the principles of this Charter on a day-today basis and be an advocate for it when dealing with colleagues and external partners in their everyday job. Ethics alert We encourage all employees to alert the Group of inappropriate behaviour or demands. It is our policy that any concerns raised in good faith about misconduct on the part of the company, or any of its employees, be thoroughly investigated, and that appropriate actions be taken where necessary. Good faith means that you have provided information that you believe to be honest and accurate at the time, even if you are later proven to be mistaken. 17 We always provide feedback to the individual who has raised the concern, to the extent that it is appropriate and can be given without infringing legal requirements or other duties of confidentiality. The Group undertakes to do everything possible to ensure that employees that raise concerns in good faith do not face internal sanctions. The normal procedure for raising such issues is via your management.

18 IMPLEMENTING THE CHARTER The Group undertakes to do everything possible to ensure that employees that raise concerns in good faith do not face internal sanctions. The normal procedure for raising such issues is via your management. NOTES If you have raised a concern within your country and found the response given to you to be inadequate or if, for exceptional reasons, your concern could not be dealt with, you may contact the Ethics Committee in your country. 18

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