I am pleased to present Snyder’s-Lance, Inc., (“Company”) refreshed Code of Conduct and Ethics (“our Code”). Our Code has been updated to provide more specific information, but its basic principles and our values remain unchanged. Our Code continues to be a declaration of the highest standards of ethics and integrity, uniting all of us at the Company with one set of shared values that guide our daily decisions and actions.

Our company will continue to win in the marketplace by putting our customers first and by acting with integrity, as well as making compliance and proper business conduct the foundation of our daily routine.  I encourage you to carefully read our Code and refer to it often for guidance.

The Company’s outstanding reputation rests on how each of us conducts ourselves and how we conduct ourselves collectively as a company.  If you have any questions about the Code or any company policy, please discuss them with your manager or contact the Legal Department. If you need to report a possible violation anonymously you may do so at www.convercent.com/report.

It is my hope that the Code will foster a dialogue about key compliance and ethics issues that you may face in your department. Moreover, we hope that the Code will provide associates with guidance to help them make better ethical decisions in their work.

Thank you all for taking the time to read and understand our Code and more importantly, for taking personal responsibility to be sure we always live up to these expectations and for your ongoing support of compliance and ethics at Snyder’s-Lance.

Sincerely,
Carl E. Lee, Jr.
President and Chief Executive Officer

I am Ethical

So how do I know if I need to act, when a situation isn’t clear?  

  • Make good choices.
  • Use the Ethics Decision Tree to guide you to the best course of action.

So how do I know if I need to act, when a situation isn’t clear?  

  • Make good choices.
  • Use the Ethics Decision Tree to guide you to the best course of action.

At the Company we put our values into practice every day, we work in an industry where the pace is fast and change is constant such as innovative ideas, emerging technologies, and strategic acquisitions.  However, some things will never change, like our commitment to doing business honestly, ethically and with respect for one another.  Doing the right thing at the Company is just part of our DNA.

So how do I know if I need to act, when a situation isn’t clear?  

Make good choices.

  • When you are faced with an ethical dilemma, you have a responsibility to take action. It may seem easier to say nothing or look the other way, but taking no action is, in itself, an action that can have serious consequences.  Speak up if you see or suspect activity that violates our Code. As we continue to grow and innovate, you will be helping to further our mission while preserving our core values.

Tip:

  • Use the Ethics Decision Tree to guide you to the best course of action. Our continued success depends on your ability to make decisions that are consistent with our core values. Regardless of the situation, exercise total honesty and integrity in everything you do.  As an associate, you are responsible for complying with all applicable laws and regulations in each country in which we do business and for knowing and complying with our Code and other company policies. Violations are subject to discipline, which may include termination of employment.  Your individual commitment to doing the right thing will strengthen our reputation as a trusted global brand.

Know the Code

So how does the Code of Conduct (our “Code”) help our associates?

  • Our COC helps you navigate.
  • The COC applies to everyone at Snyder’s-Lance worldwide.
  • No one has the authority to make you engage in behavior that violates the COC.
  • The COC is extensive…but not exhaustive.

So how does the Code (our “Code’) help our associates?

  • Our Code helps you navigate.
  • The Code applies to everyone at the Company worldwide.
  • No one has the authority to make you engage in behavior that violates the Code.
  • The Code is extensive…but not exhaustive.

At the Company we believe acting ethically and responsibly is not only the right thing to do, but also the right thing to do for our business.  However, sometimes situations arise where the right decision isn’t completely clear.

So how does the Code (our “Code”) help our associates?

Our Code helps you navigate.

  • It is a user-friendly resource that you can rely on to help determine what’s appropriate when it comes to acting with integrity in the workplace.

The Code promotes:

  • Honest and ethical conduct in all relationships
  • Full, fair, accurate, timely and understandable disclosure in public reports and documents
  • Protection of all confidential and proprietary information
  • Compliance with applicable governmental directives, laws, rules and regulations
  • Prompt internal reporting of any violations of the Code
  • Accountability for adherence to the Code by every associate

The Code applies to everyone at the Company worldwide.

  • The Code applies to all of the Company’s, subsidiaries, and members of our Board of Directors. We also seek to do business with suppliers, customers, and resellers who adhere to similar ethical standards. The Code is monitored and updated by our Legal Department.
  • No one has the authority to make you engage in behavior that violates the Code.
  • You also have a responsibility to watch for potential violations of the Code and to report them, whether they occur inside the Company or through external dealings. Refer to “Convercent” for guidance on how to report your concerns.

The Code is extensive…but not exhaustive.

  • Because it’s not possible to address every situation, we rely on you to exercise good judgment in your decision making and to ask for help when you have questions or concerns that are not addressed in the Code.

Follow Our Code

The Company continually monitors laws and regulations worldwide.

  • We trust our employees to follow the spirit of the law and to do the right, ethical thing even when the law is not specific. In some cases, a country’s local laws may establish requirements different from our Code.  If a local law conflicts with our Code, we follow the local law however, if a local business practice conflicts with our Code, we follow our Code.  When in doubt, ask for assistance.
  • Waivers for any part of the Code must be submitted to and approved by the Legal Department. The Company is committed to complying with the laws of the countries in which we operate. All of your work must comply with our Code, our policies, and the law.

Annual certification of the Code and other supplemental code(s) and guidelines is required.

  • Associates will be sent notifications directing you to complete your required annual certification of the Code via the campaign in Convercent. Associates with certain roles and responsibilities must also complete additional certifications and training.  The Code is regularly updated based on the business environment, changing laws and employee feedback.

Your Responsibility is to share your Concerns

I understand my responsibility, as an associate, to do the right thing and to share my concerns when I see or suspect something that could harm the company.   As an associate you have an obligation to speak up promptly about anything you believe, in good faith, may constitute a violation. We also encourage you to come forward with situations that “just don’t feel right.”

What’s the best way to ask or report a concern?

  • For issues involving potential Code or legal violations, you are encouraged to seek guidance or raise concerns with your manager, a Human Resources representative or the Legal Department. They have a responsibility to listen and help. If you need to report a possible violation anonymously you may do so at convercent.com/report. The Company does not tolerate retaliation against an employee for a question or report of misconduct, made honestly and in good faith.  Retaliation against an individual for a question or report of a Code violation is in itself a Code violation.
  • Associates have an obligation to cooperate with investigations into alleged ethical misconduct. Failure to cooperate and provide honest and truthful answers or information could result in disciplinary action, up to and including termination of employment.

Phone – The multilingual Convercent hotline is available 24 hours a day, 7 days a week, worldwide with country-based toll-free numbers.  Convercent is staffed by a leading 3rd party reporting service. You have the option to remain anonymous when you call, however, the investigation may be hindered if the investigator is unable to contact you for further information.

Online – All associates are encouraged to seek guidance or raise concerns with your manager, a Human Resources representative or the Legal Department.  They have a responsibility to listen and help. If you need to report a possible violation anonymously you may do so at www.convercent.com/report.

Email – Human Resources Department, the Legal Department, or Audit Committee of the Board of Directors.

Regular Mail – Questions and concerns regarding accounting, internal accounting controls, or auditing matters or other related issues can be submitted confidentially or anonymously to the Audit Committee of the Board of Directors at the following private mailbox:  13515 Ballantyne Corporate Place, Charlotte, NC 28277

Question:  What if I report a concern, but never heard back from anyone:  All matters are addressed promptly, but may not be possible for the results to be communicated back to you due to privacy and confidentially requirements. If the concern was reported anonymously using Convercent, you will be assigned a number, so you can remain anonymous to the Company, but still have the ability to get follow-up on your concern. You can also contact the Company’s General Counsel to confidentially report a concern regarding the Code compliance.

Ask or Report a Concern “Follow-up”

What if I reported a concern, but never heard anything back about it?

  • All matters are addressed promptly, but it may not be possible for the results to be communicated back to you due to privacy or confidentiality requirements.
  • If the concern was reported anonymously using Convercent, the Legal Department will not have contact information to follow-up with you. Calls to Convercent are assigned a case number, so you can remain anonymous to the Company, but still have the ability to receive follow-up on your concern. You can also contact the Company’s General Counsel to confidentially report a concern regarding Code compliance.

What if I am asked to cooperate in an internal investigation, must I participate?

  • As an associate, you are obliged to cooperate in internal investigations.  Failure to do so may result in disciplinary action, up to and including termination of employment.

What if my manager tells me to do something that is dangerous or possibly illegal… and I’m afraid of retaliation if I speak up?

  • In this situation, contact Human Resources, or the Legal Department. Retaliation by your manager or others for a report made in good faith will not be tolerated.

Respect in Our Workplace – Respect Others

How are Snyder’s-Lance associates are empowered to succeed?

  • Associates are free to do their job without fear of harassment
  • Snyder’s-Lance does not discriminate
  • Our workplace accommodates individuals with disabilities
  • We have a strict drug and alcohol policy
  • We are committed to providing a safe and nonthreatening workplace
  • We provide safeguards for your personal information

How are the Company’s associates empowered to succeed?

  • Associates are free to do their job without fear of harassment
  • The Company does not discriminate
  • Our workplace accommodates individuals with disabilities
  • We have a strict drug and alcohol policy
  • We are committed to providing a safe and nonthreatening workplace
  • We provide safeguards for your personal information

Associates are free to do their job without fear of harassment

  • The Company seeks to provide a work environment that is free from harassment of any kind and/or any other offensive or disrespectful conduct.  The Company prohibits conduct that singles out an employee or group if employees in a negative way because of their: gender, race, color, national origin, ancestry, citizenship, religion, age, physical or mental disability, medical condition, sexual orientation, gender identity or gender expression, veteran status or marital status. Harassment can take many forms. Any type of harassment is a violation of the Company philosophy and policies.

Our workplace accommodates individuals with disabilities.

  • We are committed to working with and providing reasonable accommodations for associates and applicants with physical or mental disabilities. Disabled associates are encouraged to provide notification from their doctor describing any restrictions on their ability to perform the essential duties or functions of their job.

We have a strict drug and alcohol policy.

  • Associates are not permitted to use, possess, sell, transfer, manufacture, distribute, or be under the influence of illegal drugs on owned or leased property, during working hours, while on company business, or while using company property. Violation of this policy will result in disciplinary action, up to and including termination of employment.

We provide safeguards for your personal information. The Company respects the privacy rights and interests of all its associates and provides safeguards for the protection of its associates personal information that is collected, held, and used. Everyone must respect the privacy rights of coworkers and handle all associates personal information in accordance with the Company’s Privacy Policy – Digital Properties.

Integrity in Our Marketplace

Integrity in Our Marketplace

  • Product Quality
  • Responsible Marketing
  • Our Customers
  • Our Suppliers
  • Our Competitors
  • Community Involvement
  • Investor Relations
  • Product Quality
  • Responsible Marketing
  • Our Customers
  • Our Suppliers
  • Our Competitors
  • Community Involvement
  • Investor Relations

Product Quality

  • The Company is committed to producing high quality products across all of our brands. We maintain consumer trust by manufacturing superior products, starting with the purchase of our raw ingredients and continuing until the finished product reaches the consumers’ hands.

Responsible Marketing

  • Our brands touch millions of lives each day therefore, our associates should never overstate, misrepresent the qualities of our products or packaging. Our advertising or product labels should not contain misleading or untruthful statements.

Our Customers

  • We will treat our customers ethically, fairly, and in compliance with all applicable laws.

Our Suppliers

  • All interactions with our suppliers must meet our high ethical standards. We hold our suppliers to the same standards of integrity to which we hold ourselves.
  • The Company is committed to outperforming our competitors legally and ethically. Always compete with integrity and follow applicable antitrust and competition laws.

Community Involvement

  • The Company seeks to be a respected and valued community partner. We show this by supporting community groups, protecting natural resources as well as partnering with local vendors and farmers.

Investor Relations

  • The Company is committed to delivering long-term profitable growth by investing in a healthier future for people and our planet.

Ethics in Our Business Activities

What’s  a conflict of interest?

  • Outside Business Interests
  • Family & Friends
  • External Boards
  • Communications
  • Gifts and Entertainment

What’s  a conflict of interest?

  • Outside Business Interests
  • Family & Friends
  • External Boards
  • Communications
  • Gifts and Entertainment

Doing what’s right for the Company is important. It means avoiding situations that create or appear to create a conflict between my personal benefit and the Company’s.

What’s a conflict of interest?

A conflict of interest occurs when an associates personal activities or relationships interfere with his or her objectivity in doing what is best for the company. Conflicts of interest, in fact or appearance, can also decrease shareholder value and expose the Company to legal and/or reputational liability.  All associates are expected to diligently avoid such conflicts.

  • You should avoid a conflict between your personal interests and the Company’s interests.
  • All associates have an obligation to act in the best interest of our company at all times.
  • You must disclose potential conflicts of interest to our company.
  • Remember, having a conflict of interest is not necessarily a Code violation, but failing to disclose the conflict of interest is a violation.

5 most common situations that can lead to a Conflict of Interest are

Outside Business Interests

  • External Paid projects or outside employment
  • Outside selling of the Company’s product ( not approved)
  • Ownership or investing in a company that has a connection to the Company (investment disclosure)

Family & Friends

  • Interacting with family and friends as the Company’s supplier, contractor, partners, consultant, customer or competitor
  • Hiring family and friends into the Company

External Boards

  • For-profit, technical and government boards
  • Professional association and non-profit boards

Communications

  • Speaking engagements (check with your manager)
  • Endorsements

Gifts and Entertainment

  • There are a variety of valid business scenarios where gifts and entertainment expenses are exchanged where related laws around the world are applicable. For reference please refer to our policy.

Follow the Law

Being a good corporate citizen includes legal compliance.  As a global company, we stay on top of laws and regulations as they apply to doing business around the world.

Laws reinforced by the Code.

Antitrust and competition laws keep the marketplace thriving.

  • Most countries have laws prohibiting business practices that interfere with competition. These include, among other things, any agreement with a competitor as to pricing to a reseller or end user, or agreement to not bid on a project or asking a competitor or reseller not to bid on a project.
  • In addition, many countries have rules regarding price discrimination between different resellers, or the regarding restrictions on the ability to resellers to charge whatever price they want for the Company products. The Company abides by these laws wherever we do business, and we avoid conduct that might even suggest or make it appear that we are violating these laws. If you ever have a question, please contact the Legal Department.

Insider Trading and Corporate Confidentiality

  • Do not trade on inside information relating to the Company or our business.  If an employee’s or director’s family or friends ask for advice about buying or selling the Company stock, the employee or director should not provide it. Federal law and Company policy also prohibit the employee or director from “tipping” family or friends regarding material, non-public information that the employee or director learns about the Company or any other publicly traded company in the course of employment or service on the Board. For this reason, you should avoid discussion of sensitive information anywhere that others may heat it, such as in cafes, on public transportation, or in elevators.

Derivatives and hedging transactions are not permitted.

  • The Company employees are also prohibited from trading in any the Company derivatives securities, such as put and call options, regardless of whether the employee has material, non-public information. The Company policy also prohibits short selling or engaging in any other forms of hedging transactions in the Company’s securities, such as collars or forward sale contracts, because of the divergence it could create between objectives of employees and other shareholders.

Official Disclosures

  • Information we disclose about our company must be full, fair, accurate, timely and understandable. It is critical that our filings with the Securities and Exchange Commission and other governmental agencies are done properly.  Associates may be called upon to provide information for the Company public reports.  If so, make sure the information is accurate, complete, objective, relevant, timely and understandable to help ensure full, fair, accurate, timely and understandable disclosure in the reports and documents that we file with or submit to government agencies and in other public communications.

Global Anti-Corruption and Bribery

Snyder’-Lance has zero tolerance of bribery and corruption

  • It is paramount to act with the utmost integrity, honesty and transparency, and comply with anti-corruption laws. The Company will forgo business opportunities rather than pay bribes and we will support our employees when faced with losing sales owing to refusal to pay bribes.
  • Specifically, we do not promise, offer, demand, give or accept any advantage (which can include anything of value, not just cash) as an improper inducement for an action that is illegal, unethical or a breach of trust.

Political Activities

  • The Company encourages our associates to participate in their communities, which may include political activities. However, you may not use company resources or receive company reimbursement for personal political activities including contributions to political candidates, parties or political action committees.
  • The Company may communicate information and its corporate opinions on issues of public concern that affect our company. Corporate political contributions are strictly regulated and must be approved by the Legal Department.

 

Export Regulations

All associates are responsible for abiding by export laws.  You must comply with trade regulations regardless of where you are located. 

  • As a global company, the Company sells its products across national borders. Our business transactions are subject to various trade controls and laws that regulate export and import, including government imposed export controls, trade restrictions, trade embargos, legal economic sanctions and boycotts.
  • Questions concerning global trade practices should be directed to the Export Manager and Legal Department.

Responsibility and accurately manage the Company finances.

  • The Company associates are required to comply with our travel and expense reporting policies. In particular, associates must submit all expenses in approved tools (such as Oracle) and accurately categorize expenses. Failing to report a transaction, or the mischaracterization of a transaction or creation of false or inaccurate documentation, is strictly prohibited.

Social media to promote collaboration and innovation. 

  • The Company encourages associates to use social media to promote collaboration and innovation. Policies and guidelines regarding these tools can be found in the Social Media Policy.  It’s important to avoid disclosing proprietary information and understand that the same rules about communicating information “offline” also apply in the “online” world.

Protecting what is Ours

What is considered to be proprietary information?

  • Know our information security policies.
  • Manage company records properly.
  • Limit sharing of customer data.

What is considered to be proprietary information?

  • Know our information security policies.
  • Manage company records properly.
  • Limit sharing of customer data.

The Company is a world leader in the snack industry.

We are positioned for growth in a changing industry.  Each of our brands is positioned to offer consumers products that fit their needs at different snacking occasions and that are in line with fast changing consumer trends.  We also offer snacks that are certified GMO free to meet the needs of consumers who desire such snacks.  Consumers are seeking more choices, including a selection of better for you premium snacks throughout the United States and internationally.  The company’s snack pantry includes pretzels, sandwich crackers, potato chips, cookies, tortilla chips, restaurant-style crackers, nuts and so much more.  The Company has 13 manufacturing facilities in 10 states and the UK.  Our good eats are distributed widely through grocery and mass merchandisers, convenience stores, club stores, food service outlets and other channels which allow us to move quickly in a changing marketplace.

Protecting the confidentiality, integrity and availability of our products development, financial base, assets, systems competitive strategy and brand keeps us at the forefront of the global marketplace.

  • What is considered to be proprietary information?
  • Know our information security policies.
  • Manage company records properly.
  • Limit sharing of customer data.

HOW CAN I HELP PROTECT THE COMPANY’S ASSETS?

Do not provide information regarding the Company, our customers or business partners to others without securing the required approvals and written agreements (NDAs).  What may appear to be an innocent request for information could result in serious harm to our company.

Be alert to requests for information from anyone inside or outside of the Company including:

  • Overall business trends
  • Product bookings or shipments
  • Customers names, contracts or other data pertaining to a the Company’s customer
  • Lawsuits or intellectual property disputes
  • Suppliers
  • Company Assets
  • Product development
  • Pricing
  • Business in our geographic footprint

Associates are sometimes contacted by “external influencers” who are seeking information about our business, people, associates, customers, and partners.  Any associate who interacts with the press, industry, analysts or members of the financial community regarding our company must be coordinated with the Company’s Corporate Communications and Public Affairs Director, or the Company’s Investor Relations Director respectively.

Violation of this policy is serious and may result in disciplinary action including immediate termination and possible prosecution for violation of securities laws or company policy.

For a list of frequently asked questions and answers please go to the top of the page.  Policies covered in the Code can be accessed on the Company’s internal website “Snack Central” and “Convercent” website.