Global Supplier Code of Conduct

McCormick & Company, Incorporated ("McCormick") conducts its business in compliance with applicable law, and in an ethical and socially responsible manner. McCormick has a culture based on fundamental values of integrity, fairness, mutual respect, teamwork, and innovation. McCormick has developed a Global Supplier Code of Conduct (Code) to clarify our global expectations in the areas of business integrity, human rights, health and safety and environmental management.

McCormick's Supplier Code of Conduct applies to all suppliers, vendors, contractors, consultants, agents and other providers of goods and services (collectively “Supplier”) who wish to conduct business with McCormick entities worldwide. We expect all our Suppliers to adhere to the Code and engage in responsible supply chain practices as they relate to the areas listed above. McCormick uses all reasonable efforts to collaborate, monitor and support Supplier’s commitment to the Code and responsible purchasing practices, which includes conducting, directly or indirectly through third-parties, audits and assessments of production facilities and business practices. In addition, McCormick expects Suppliers to complete its supplier assessment questionnaire upon request. 

If a Supplier is found to be non-compliant with the Code, McCormick may first seek to assist the Supplier with taking all necessary corrective actions to be fully compliant. McCormick reserves the right to terminate the relationship in accordance with applicable law as a last resort and only do so responsibly.  

In addition, McCormick publishes the Code on its corporate website, and includes references to it in its relevant documentation with Suppliers (e.g. purchase orders, terms and conditions, requests for proposals, etc.) to ensure  Suppliers are aware of and adhere to the Code, and that Suppliers ensure its suppliers adhere to the Code as well. McCormick also communicates the Code to Suppliers, at least annually, and when amended as appropriate. McCormick may also provide training to Suppliers on the Code when deemed appropriate. This Supplier Code of Conduct may be amended by McCormick from time to time; its enforcement and/or interpretation rests solely with McCormick and does not confer or create any rights in favor of any party other than McCormick. 

Section 1. Business Conduct Standards

McCormick expects Suppliers to maintain awareness and comply with all applicable laws and regulations of the countries where they conduct business and to do so responsibly, with integrity, honesty, and transparency, and to adhere to the following employment practices which align with international labor and human rights standards. 

A. Child Labor: Supplier must adhere to the minimum age for employment requirements under applicable law, but under no circumstances shall employ anyone under 15 years of age or under the age of completion of compulsory schooling, whichever is higher under applicable law. In no instance, shall a supplier permit children (any person under the age of 18) to perform hazardous work that exposes them to undue physical risks that could cause physical, mental, or emotional harm or improperly interfere with their schooling (except, in regards to schooling, as may be permitted under apprenticeship or similar programs in which the minor is lawfully participating). Under no circumstances shall Supplier subject children to the worst forms of child labor as defined by the ILO.

B. Involuntary or Forced Labor, Human Trafficking: Supplier confirms that, in providing goods and services to McCormick, it has not employed, used, or otherwise benefitted from involuntary or forced labor, whether indentured, bonded, enslaved, imprisoned or otherwise, and that the Supplier has not confiscated or withheld worker identity documents or other valuable items, including passports, work permits and travel documentation, and further that Supplier has not unreasonably withheld or diverted workers’ wages, particularly in regards to  recruitment, travel, medical exams, personal protective equipment all of which should be fully reimbursed by  Supplier or appropriate agency . Supplier certifies that it has not been, and is not, keeping workers’ personal documents as a means to bind them to employment or to restrict their freedom of movement. 

Supplier further confirms and certifies that:
- All workers are voluntarily employed in the facility(ies) where McCormick’s goods are made.
- No involuntary or forced labor is used at the facility(ies) where McCormick’s goods are made.
- No workers of North Korean citizenship were employed to make McCormick’s goods for delivery.
- No materials were sourced by Supplier for McCormick’s goods for delivery from suppliers that employ involuntary or forced labor.
- No materials were sourced by Supplier for McCormick’s goods for delivery from suppliers that employ workers of North Korean citizenship.
- No workers are employed by Supplier or in the supply chain under contracts that require payments to the Government of North Korea.

C. Working Hours: Supplier’s employees will work in compliance with all applicable laws pertaining to the number of hours and days worked. Employees will be provided with reasonable daily and weekly work schedules, and adequate allowance will be made for time off. A work week schedule should not exceed 48 hours or less if required by local laws, regulations and/or collective agreements, and should allow workers a minimum of one day of rest per week. Overtime should only be conducted with consent. 

D. Compensation: Employees will be fairly compensated and provided with wages and benefits that comply with applicable laws, including appropriate compensation for overtime work and other premium pay situations required by applicable law. All workers, whether full-time, part-time, contract, migrant, seasonal workers or otherwise, should be paid in full and in a timely manner. Details of wages and benefits should be clearly outlined in the terms of employment in an understandable and accessible format. Any deductions from wages must comply with applicable laws or regulations and be communicated to workers, including which specific laws or regulations apply and the extent of the deductions being made. 

E. Non-Discrimination: Discrimination in hiring and employment practices based on race, color, religion, gender, age, national, social or ethnic origin, maternity, sexual orientation, political opinion, disability, or any other status or personal characteristic shall not be allowed. Employee medical tests that can be used to discriminate in hiring or employment practices shall not be required. 

F. Workplace: Supplier shall provide employees with safe and healthy working conditions. At a minimum, potable drinking water, clean restrooms, adequate ventilation, fire exits and essential safety equipment, an emergency aid kit, access to emergency medical care, and appropriately lit workstations are provided. The Supplier’s facilities are to be constructed and maintained in accordance with applicable law. Occupational health and safety protocols should be in place with procedures to manage injuries and illnesses which could occur on-site. Workers should be aware of all emergency procedures. 

G. Freedom of Association and Collective Bargaining: Suppliers shall recognize and respect the right of employees to form, join or establish trade unions, employee associations or other relevant forms of association which may negotiate on their behalf without any interference. The formation, joining and membership of a trade union or other relevant forms of association must not be used as a reason to discriminate or retaliate against an employee.

H. Respect for the Environment: Supplier will conduct its business in a manner compatible with the environment and in accordance with applicable law. Reasonable standards of care shall be taken to protect the environment and to provide for the health and safety of employees and the communities in which facilities operate. Supplier will take prudent steps to minimize solid waste by reducing, reusing, and recycling materials; encourage conservation of resources and energy; manage water depletion, intensity and quality; provide training and education for its employees, as appropriate; identify, set targets and implement action plans to establish policies intended to protect the environment. 

I. Animal Welfare: Supplier will respect the 5 freedoms as outlined by the World Organization for Animal Health. These freedoms consist of a) Freedom from Hunger and Thirst – by providing ready access to fresh water and a diet to maintain full health and vigor b) Freedom from Discomfort – by providing an appropriate environment, including shelter and a comfortable resting area c) Freedom from Pain, Injury, and Disease – by prevention or rapid diagnosis and treatment  d) Freedom to Express Normal Behavior – by providing sufficient space, proper facilities and company of the animal’s own kind e) Freedom from Fear and Distress – by ensuring conditions and treatment that avoid mental suffering. 

J. Carbon Request: Suppliers are expected to measure their Scope 1, 2, and 3 footprints, set a science-based target, and report emission reduction progress against these targets on an annual basis. This can be reported as a product-level emission factor.  Additional reporting requirements may be required at McCormick's discretion.

K. Grievance Procedures: Supplier will establish an effective, confidential grievance process to ensure that any worker, acting individually or with other workers, can submit a grievance without suffering any prejudice or retaliation of any kind. The grievance process shall be transparent and include an appeals process for workers who disagree with how a grievance is resolved. Grievance mechanisms shall be available in the worker’s native language and include the ability to report grievances anonymously, where allowed under applicable law. 

Supplier shall have internal due diligence processes in place which includes; 
• Adopting a human rights policy (developed in consultation with Supplier’s employees and their representatives) which outlines the approach to human rights due diligence and describes rules and principles to be followed throughout Supplier’s operations, including its subsidiaries and direct (tier 1) and indirect (tier 2) suppliers. This policy should be updated every 24 months or when a significant change occurs.
• Verifying compliance with the adopted human rights policy across the Supplier’s business and value chain 
• Identifying, prioritizing and responding to human rights risks and impacts including regular engagement with rightsholders (affected stakeholders) across the value chain, to support in identifying and responding to human rights risks and impacts 
• Implementing preventative action plans as appropriate, with clearly defined timelines.

McCormick will use all reasonable efforts as appropriate to provide targeted and proportional support to small and medium Suppliers to assist them with meeting the Code’s standards, and ensure any contractual assurances obtained are fair, reasonable and non-discriminatory.

Section 2. Business Practices

A. General: Purchases of materials and services will only be made from Suppliers who continually meet McCormick’s specifications on manufacturing practices, distribution methods, product quality, delivery dates, and price objectives. This Code is not in lieu of, but is in addition to, the Suppliers' obligations to McCormick as set forth in any written agreement between McCormick and the Supplier. Should there be a conflict between this Code and the agreement in question, the agreement shall control; however, no such agreement may reduce or eliminate the Supplier’s obligations as set forth in Section 1 above.

B. Trade Compliance: Supplier shall comply at all times with all applicable export control  and economic sanctions laws and regulations, including but not limited to the U.S. Department of Commerce Bureau of Industry and Security’s Export Administration Regulations, 15 C.F.R. 730-774, and the economic sanctions programs administered by the U.S. Department of Treasury’s Office of Foreign Assets Control, as set forth in 31 C.F.R. 500-598 and certain executive orders, as well as economic sanctions regulations implemented by the European Council, and any export controls or economic sanctions measures implemented by EU Member States. Suppliers shall screen their business partners (at onboarding, and on a regular/constant base), including the owners of such business partners, against lists of restricted parties maintained by the US Department of the Treasury’s Office of Foreign Assets Control, including the List of Specially Designated Nationals (SDNs) and Blocked Persons, to confirm that no such restricted parties are involved in the performance of their agreement with McCormick, and that no such business partners are owed 50% or more or controlled by one or more SDNs. Suppliers shall provide certifications upon request that they are acting in compliance with all applicable laws, regulations, and orders or the requirements of any licenses, authorizations or license exceptions including without limitation those of the United Nations, the European Union, and the United States.

Suppliers shall certify that neither they, nor any of their business partners involved in the performance of their agreement with McCormick, are owned 50% or more or controlled by an entity or individual identified on the List of Specially Designated Nationals administered by the U.S. Department of Treasury’s Office of Foreign Assets Control. 

C. Supplier Products: All products offered for sale to McCormick shall comply with McCormick's specifications and all applicable laws of the country and political subdivisions in which they are to be offered for sale. Origin mapping – Suppliers must be capable of disclosing potential sources of primary origin associated with the products or services provided to McCormick. McCormick reserves the right to ask its Suppliers for supply chain mapping back to the origin to facilitate an assessment of upstream supply chain compliance. If Suppliers do not have this capability today, McCormick expects Suppliers to share with McCormick their future plans in this regard. 

D. Audits: McCormick or a third-party acting on its behalf may conduct audits and inspections of Supplier's facilities, records, and employees to confirm compliance with this Code. In the event of an unsatisfactory audit result, McCormick may first seek to assist the Supplier with developing a corrective action plan. McCormick reserves the right to terminate the relationship in accordance with applicable law.

E. Supplier's Suppliers: Supplier is responsible for ensuring compliance with this Code by all of its suppliers that provide materials or services in the manufacture, processing, and/or production of products provided by Supplier to McCormick. McCormick may conduct such audits and inspections of Supplier’s records in respect of its suppliers. McCormick expects Suppliers to apply similar standards to their own suppliers and subcontractors by communicating the expectations contained in this Code and holding them accountable as well. This includes contract and seasonal workers and temporary agencies. 

F. Supplier Diversity: McCormick seeks to contribute to the economic growth of a diverse business community. Our Supplier Diversity Program (SDP) enables us to develop relationships with qualified, diverse businesses that meet our high standards for quality and cost effectiveness. Suppliers are encouraged to support McCormick’s diversity efforts by utilizing qualified diverse owned businesses in support of the business it conducts with McCormick.

Section 3. Business Integrity and Ethics

A. Gifts, Bribes and Kickbacks: McCormick is committed to conducting business legally and ethically and will not tolerate corruption in any form. Corrupt arrangements with customers, suppliers, government officials, McCormick employees or other third parties are strictly prohibited. “Corruption” generally refers to obtaining, or attempting to obtain, a personal benefit or business advantage through improper or illegal means. Suppliers must operate with the highest standards for business integrity and comply with all anti-corruption and antibribery laws, including without limitation the U.K. Bribery Act 2010 and the U.S. Foreign Corrupt Practices Act (FCPA), as applicable, and shall not do, or omit to do, any act that will cause McCormick to be in breach of any laws, statutes, regulations, codes and guidance relating to anti-bribery and anticorruption . Suppliers are prohibited from providing or offering gifts to McCormick employees that could inappropriately influence McCormick’s decisions or gain an unfair advantage.

B. General: McCormick is committed to uncompromising integrity in all that it does. While standards of conduct are mainly based on laws, they also reflect the values that define McCormick. For a complete statement of these values, see McCormick's Business Ethics Policy on its Investor Relations website at ir.mccormick.com under “Governance,” then “Policies and Disclosures,” then “Business Ethics Policy.”

C. Confidential Information: McCormick's business information is a valuable corporate asset. Supplier and its employees and directors have an obligation to safeguard confidential information about McCormick and to protect it against unauthorized disclosure. This obligation is not limited to the duration of McCormick's relationship with the Supplier, or the duration of employment or service of the Supplier's employees with the Supplier.

Section 4. Confirmation

A. Supplier acknowledges that it has reviewed and understands this Code with respect to McCormick’s business practices and ethical business conduct and agrees to comply with the same. Supplier also agrees that it understands the rules and principles of the FCPA and shall comply with the FCPA and any other anti-corruption laws and regulations in all jurisdictions where its business or services will be conducted or performed for McCormick. 

B. Supplier agrees that any information provided to McCormick will be complete and true and that it will promptly notify McCormick if an owner, partner, officer, director, or employee of Supplier has been or will become a “Covered Person” (defined below), or a family member of a Covered Person. 

"Covered Person" Defined: A “Covered Person” includes any current or former foreign official, foreign political party or party official, or foreign candidate for political office. A “foreign official” is (i) any officer or employee of a foreign government or any department, agency, or instrumentality of a foreign government, (ii) an officer or employee of a public international organization such as the United Nations or the World Bank, (iii) an individual acting in an official capacity for or on behalf of a government agency, department, instrumentality, or of a public international organization, (iv) any officer or employee of a company owned or controlled by a foreign government, or (v) a member of a royal family who may lack formal authority but who may otherwise be influential, including by owning or managing state-owned or controlled companies. The definition of “foreign official” includes former foreign officials in cases where the former official has formally left the office but retains influence and the ability to affect procurement decisions or other decisions that might affect McCormick’s business.

C. Supplier will not directly or indirectly give, pay, offer, or promise to pay, or authorize the giving, paying, offering, or promising, of anything of value, directly or indirectly, to any Covered Person while knowing that the payment or promise to pay will be or is likely to influence any act or decision by such Covered Person for the purpose of obtaining, retaining or directing business to another person or entity, or otherwise to obtain an improper business advantage. Supplier will not take any action that may cause McCormick to be in breach of the FCPA or any other anti-corruption laws in any jurisdiction where business or services will be conducted or performed for McCormick. 

D. Supplier shall conduct periodic self-evaluations to ensure that it, as well as its suppliers, are complying with McCormick’s policies with respect to ethical business conduct, including McCormick’s policies relating to the FCPA and any other anti-corruption laws and regulations in all jurisdictions where business or services will be conducted or performed pursuant to this Agreement. 

Updated: December 2024