Business Ethics //

Our Code of Business Conduct and Ethics (the Code) is based upon our commitment to the values of honesty, integrity, and accountability, and promotes honest and ethical conduct, full, fair, accurate, timely and understandable disclosure, and compliance with applicable governmental rules and regulations. Definitions and expectations relating to the avoidance of situations which may constitute a conflict of interest are embedded in the Code. Employees, officers, and directors are expected to avoid all situations where personal interests or activities interfere or appear to interfere with the interests of the Company.

To ensure compliance with the Code and the high behavioral standards we expect, the Company distributes a copy of the Code to our employees during the induction training process. The Code is posted and readily accessible at key locations at operational sites and is publicly accessible on our corporate website in English and Spanish. We also distribute our Code to our contractors, suppliers, and service providers so they also conduct their activities in accordance with these standards.

The Code was last revised and updated in late 2013 to include specific language relating to payments to domestic and foreign officials, and incorporated the specific expectation that employees and officers of the company must comply with all applicable laws prohibiting improper payments to domestic and foreign officials, in accordance with the Corruption of Foreign Public Officials Act (Canada) and the United States Foreign Corrupt Practices Act.

Whistleblower Policy

Our Whistleblower Policy provides a company-wide protocol for the confidential reporting, without fear of reprisal, of any fraudulent, unethical, or illegal activity or behavior. The Whistleblower Policy is included in the induction training of every new employee and displayed in common areas of all sites. Concerns can be reported, on a confidential and anonymous basis, by mail, email, or by telephone in both English and Spanish. Reports are directed to the Chairman of the Audit Committee.

Anti-Corruption and Anti-Bribery

A proactive approach to anti-corruption and anti-bribery is aligned with evolving international laws as well as our corporate values, which collectively are important to retaining trust amongst our stakeholders. Endeavour has a zero-tolerance policy for bribery and corruption by employees, officers, directors, agents, consultants, and contractors of the company. In 2016, there were no reported incidents of corruption. Corruption-related risks are evaluated at the management level as part of the company risk assessment process, supplemented by our thorough internal financial controls, which are in place with respect to the aspects of operations that could be affected by bribery or corruption. Both are reviewed and evaluated annually by the Board of Directors.