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Vendor Code of Conduct

Broadridge is committed to conducting its business with uncompromising honesty and integrity. Our vendors play an important role in helping to reach our goals of high ethical standards and compliance with laws and regulations. The Vendor Code of Conduct reflects the minimum standards by which all vendors are expected to conduct themselves in connection with providing goods and services to Broadridge.

Vendors are expected to explain the principles of this Code to their employees and subcontractors. Vendors are expected to speak up and report any actions or decisions that contravene the standards set out in this Code, including any wrongdoing, including fraud, waste and abuse, safety concerns and compliance violations, without fear of retaliation. You may report (anonymously if you wish) to the Ethics Hotline, and direct any questions concerning this Vendor Code of Conduct, as set out at the end of the Code under “Reporting Violations”.

Compliance with laws

Vendors are expected to conduct their business activities in compliance with laws and regulations, including laws that are applicable to government entities and entities receiving federal funds. Vendors are also expected to take appropriate action against their employees and contractors who have been found to have violated the law or vendor’s policies.

Non-Discrimination

Vendor’s interactions with Broadridge and all aspects of its services to Broadridge must be free from discrimination, libel, slander or harassment. Broadridge does not discriminate based on age, race, sex, sexual orientation, color, creed, religion, national origin, lawful alien status, non-job related physical or mental disability, marital status, veteran's status, gender identity or expression or any other basis prohibited by law, and expects vendor to comply with all non-discrimination laws applicable to it.

Conflicts of Interest

Conflicts of interest between vendor and Broadridge, or the appearance thereof, should be avoided. When an actual, potential or perceived conflict of interest occurs, that conflict must be disclosed, in writing, by the vendor to a person in authority at Broadridge other than the person who has the relationship with the vendor.

There are many situations in which a conflict of interest may arise. If you have concerns about any situation, contact Broadridge as provided in the Section on "Reporting Violations."

Bribery and Corruption

Broadridge conducts its business ethically with zero tolerance for corruption or bribery. We never accept, request, or offer anything of value, such as cash, gifts, discounts or contributions, to obtain or retain business, influence a decision or gain an advantage. We expect our vendors to conduct their business consistent with this approach. 

Vendor must comply with anti-bribery and anti-corruption laws wherever it does business and vendor shall not accept, request, or offer anything of value to obtain or retain business, influence a decision or gain an advantage for, or in connection with its relationship with, Broadridge.

Gifts

Broadridge discourages vendors from providing gifts, meals, entertainment or other business courtesies to Broadridge associates. Exchanging gifts can create conflicts of interest. Other than modest gifts exchanged in the normal course of business – including travel or entertainment – Broadridge does not give gifts or receive gifts from Broadridge's vendors. This restriction applies to our family members as well. If a gift is substantial, prior approval from our senior management, who does not have the business relationship with the vendor, is required.

Political Contributions

No Broadridge funds may be given directly to political candidates. Vendors must not make such contributions on Broadridge’s behalf.

Fraud, Waste and Abuse (FWA)

Broadridge will investigate allegations of vendor FWA and, where appropriate, take corrective action. The federal False Claims Act and similar state laws make it a crime to present a false claim to the government for payment. These laws also protect “whistleblowers” – people who report non-compliance or fraud, or who assist in investigations – from retaliation. Broadridge policy prohibits retaliation of any kind against individuals exercising their rights under the federal False Claims Act or similar state laws. 

Covering Up Mistakes; Falsifying Records

Mistakes should never be covered up, but should be immediately fully disclosed and corrected. Falsification of any Broadridge, client or third party record is prohibited.

Securities Trading

It is usually illegal to buy or sell securities using material information not available to the public. Persons who give such undisclosed "inside" information to others may be as liable as persons who trade securities while possessing such information. Securities laws may be violated if you, or any relatives or friends trade in securities of Broadridge, or any of its clients or vendors, while possessing "inside" information. If vendors are aware of material, non-public information relating to Broadridge or its business, they are prohibited from buying or selling Broadridge securities, or engaging in any other action to take advantage of that information, including passing that information on to others.

Sustainability/Environmental

Broadridge expects vendors to support sound environmental management principles and reduce their impact on the environment within which they operate. Vendors must comply with all laws relating to the protection of the environment which relate to their business. Vendors must also have a written sustainability/environmental policy appropriate to the size and nature of the vendors’ operations.

Human Rights

Broadridge expects vendors to respect the human rights of their personnel and to comply with all relevant laws relating to human rights. Vendors must not be involved in any form of human trafficking and must prohibit the use of all types of forced labor and slavery.

Supply Chain

Broadridge expects vendors to ensure that their sub-contractors adhere to the principles under this code of conduct.

Reporting Violations

Options to report violations include the following:

Broadridge Ethics Hotline at (201) 714-3500 or (800) 669-0661
(reporting can be done anonymously)

Write, with relevant information, to
Mark D. DiGidio, Director of Compliance
Broadridge Legal
2 Gateway Center
Newark, NJ 07102 

Contact the Legal Department at (201) 714-3095
Mark DiGidio, Director of Compliance
or an attorney designated to handle ethics matters 

Contact the Audit Committee of Broadridge’s Board of Directors by:

Writing, with relevant information, to
Broadridge Board Audit Committee
72 Van Reipen Avenue, PMB #340
Jersey City, NJ 07306-2806, or

By leaving a message for a return call at (201) 714-3399, or
by sending an email to Broadridge.Audit.Committee@broadridge.com

Questions about this Code can be directed to the Legal Department at (201) 714-3095 to Mark DiGidio, Director of Compliance, or to an attorney designated to handle ethics matters. 

Your calls, letters, and emails will be dealt with confidentially. You have Broadridge's commitment that you will be protected from retaliation.

Updated as of May 24, 2018