Policy Governance

Policy Governance Model Governed by committees aligned with the Corporate Compliance Program Policy Board Committee (“PBC”) Members: Chief Financial Officer, General Counsel, Chief Human Resources Officer, Chief Audit Executive, Chief Compliance Officer (“CCO”) Chair: CCO Provides overall governance Ratifies all requests for new policies, amendments & retirements Enacts changes in policy framework Ensures ongoing program effectiveness Policy Management Committee (“PMC”) Members: Executives from key functional areas Reviews all requests for new policies, amendments and retirements prior to PBC review Manages communications within their functional area related to policy governance/approval Business Units May implement their own Business Unit-level standard management committees Policy Board Committee Policy Management Committee SVP, Human Resources Chief Accounting Officer SVP, Litigation, Employment Law and Government Relations SVP, Internal Audit SVP, Strategic Development and Sourcing Chief Information Officer Business Unit Compliance Officers Chief Compliance Officer

Policy Governance Triangle

Policy Structure Policy Standard Process High-level business rules that act as the “law” of a Company. All policies will be at the Corporate-level (e.g., Global Anti-Corruption and Anti-Fraud Policy) Standard Provides more detailed requirements as to how a Policy must be implemented. Standards can be global (e.g.., Anti-Corruption and Anti-Fraud - Gifts, Travel, Contributions & Entertainment Standard), Business Unit-specific (e.g. XX Business Unit – Dress Code Standard), or Region-specific (e.g., U.K. Travel & Entertainment Standard). Standards may be more restrictive than the Code of Conduct/Business Principles or a Policy but they cannot be less restrictive. Process Defines the who, what, where, when and why to ensure that there is a procedure in place to comply with a given Policy or Standard. Business owners maintain responsibility over development of processes.