Governance

Seaspan believes that accountability, transparency and security are fundamental to protecting the long term interests of our customers, our employees, our stakeholders, and the public. These core principles of corporate governance are the foundation upon which our objectives are set, and our policies and practices are built. Strong corporate governance requires constant vigilance to ensure that our approach is aligned to the most recent best practices and regulations, maintaining the confidence of not only our partners, shareholders and other stakeholders, but also of our global community.

ESG OVERSIGHT

Our Board of Directors and executive leadership are fully engaged in the implementation of our ESG program. While the Board has always had oversight over ESG matters, in 2021 the Board formally assigned responsibility for ESG management to the Compensation and Governance Committee and embedded this responsibility in the Committee’s mandate to acknowledge, prioritize and improve in these areas. The Compensation and Governance Committee oversees Atlas’s ESG strategy and is responsible for reviewing and approving the company’s material ESG initiatives, disclosures and reports.

Reporting to the Compensation and Governance Committee, we have established an ESG Council consisting of senior executives from each of our portfolio companies to determine firm-wide ESG strategy, coordinate ESG initiatives and goals across our business groups, share best practices and encourage an enterprise-wide effort to constantly improve our activities in these regards. We are always working to maintain the governance practices that will ensure our stakeholders’ ongoing confidence. This involves a continual review of how evolving legislation, guidelines and best practices should be reflected in our approach.

ETHICAL BUSINESS CONDUCT

  • Standards of Business Conduct Policy

    Our governance framework is anchored by our Standards of Business Conduct Policy (the “Standards”), which applies to all entities within the Atlas Corp. group and their respective directors, officers, employees, contractors and consultants, wherever located.

    Our Standards, as supplemented by other components of our governance framework highlighted below, illustrate our requirements and expectations relating to: compliance with all applicable laws, rules, regulations and policies; honest and fair dealing with our stakeholders and each other; managing conflicts of interest and personal behavior responsibly; protecting the company’s assets, resources and data; protecting health, safety and the environment; providing a positive work environment; and ensuring accuracy of books and records and public disclosures.

    The Standards specify how a violation of the Standards will be managed and oblige employees who observe or become aware of an actual or potential violation to promptly notify their manager. All onshore employees across all entities are required to certify compliance with our Standards, as well as other key policies, prior to commencement of employment and annually thereafter. Employees are also mandated to attend various governance seminars and complete online compliance training courses annually.
  • Anti-Bribery and Corruption Policy

    We have a zero-tolerance approach to bribery, including facilitation payments. We mandate all employees to complete anti-bribery and corruption (“ABC”) training and certify their compliance with our ABC Policy annually. We also require Seaspan ship officers and certain operations personnel to have in-depth ABC training, made available by the Maritime Anti-Corruption Network.

    Seaspan believes honesty, integrity and ethical conduct are key values, and we have embedded this in our way of working with customers, suppliers, employees, shareholders and the communities in which we operate. As with the entirety of the policies in the Standards, we have implemented a requirement that our vendors and suppliers adhere to our Standards and our ABC Policy or their own policies, provided they are consistent with ours and equal in substance.
  • Ethics Hotline

    Ethical companies ensure proper checks and balances. We have a whistleblower hotline with an independent third party, that employees can use without fear of reprisals, to raise concerns anonymously regarding improprieties or violations of law, regulation or our policies. The hotline is available 24/7 and reports can be made in all languages used at Atlas. Through training and other available resources, we ensure that every employee is aware of the existence and purpose of the hotline.

    The Audit Committee is ultimately responsible for establishing procedures for the receipt, retention, treatment and investigation of complaints. Our Complaint Reporting Policy mandates a systematic approach to the receipt, investigation and resolution of complaints, thereby contributing to the identification of risks and development of improvements.
  • Insider Trading

    We maintain a stringent personal trading policy. Employees, directors and officers of Seaspan are prohibited from trading in Atlas stock based on material, non-public information. We carefully and clearly communicate blackout periods to relevant persons and trades by directors, officers and certain key employees must be pre-cleared by the General Counsel.

COLLECTIVE ACTION

Seaspan believes that some sustainability challenges require joint action from stakeholders, including industry and regulatory authorities. Seaspan has become a member in the Maritime Anti-Corruption Network (“MACN”) and the UN Global Compact, subscribing to the UNGC’s Social Development Goals. Seaspan believes participation in these initiatives will keep us ahead of the curve on material risks and opportunities, thereby positively contributing to its ESG risk management.

Through the MACN, Seaspan has joined forces with other members of the shipping industry to share information and approaches, and to engage with local authorities and civil society to develop solutions beneficial to all parties, and realistic to implement. The core of the MACN collective action approach is that successful, lasting changes in the operating environment will take effect only if changes are enabled and supported by, and beneficial to, key stakeholders. Through Seaspan’s membership with MACN, and through our own diligent anti-corruption procedures, we support collective action to reduce corruption and bribery in all forms.

HUMAN RIGHTS AND MODERN SLAVERY

Seaspan is committed to preventing human trafficking and modern slavery. This commitment is reflected in our Standards and our Statement based on the Modern Slavery Act. This commitment is also reflected in our Ship Recycling Policy, pursuant to which Seaspan will only engage with recycling yards that demonstrate acceptable environmental and labor practices conforming to the UK Modern Slavery Act.

Seaspan requires its personnel to conduct risk-based due diligence in respect of all significant third-party relationships in order to ensure, among other things, that such parties comply with Seaspan’s zero-tolerance approach to modern slavery, and likewise requires such parties to take appropriate steps to prevent modern slavery in their own supply chains.

Seaspan requires any Seaspan personnel who knows of or suspects any modern slavery offences to report such matters through our whistleblower hotline, or otherwise in accordance with our Standards.

In addition to the above, Seaspan also seeks to ensure equal opportunity in employment, personnel administration, wages, training and promotion as part of our commitment to fair personnel treatment, and does not tolerate harassment or physical or mental abuse in the workplace.

To learn more about Seaspan’s governance policies, please explore our Sustainability Report found here as a PDF.

 

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