EX-99.1

We’re proud of our reputation of always working within the highest standards of integrity and ethical behaviour. We need to protect this reputation, and make sure that every employee complies with our Rogers Business Conduct Policy (HR 1.1), in everything we do.

This policy sets the standards that we should all maintain whilst interacting with colleagues and customers, companywide. Meaning, we have rules that everyone needs to know – and those rules are all outlined for you in this policy. Consider it a guide that you can refer to whenever you need direction on issues of business conduct or ethical behaviour. Of course, this policy is not meant to take the place of good judgment nor is it designed to address every issue, so your manager or HR Business Partner should be pulled into situations where appropriate.

There are also a number of other Rogers policies, practices, and legal standards of conduct that you’ll need to know, and you can find all of them in this policy.

Thanks for familiarizing yourself with our policies, and for making Rogers a workplace where integrity and ethical behaviour is business as usual.

This Policy establishes the position of Rogers Communications Inc. (“RCI”) and its subsidiaries (collectively referred to as “Rogers” or the “Company”) with respect to business conduct and related administrative requirements and procedures. This Policy has been adapted to:

The Company is dedicated to maintaining its reputation for integrity, ethical behaviour and good corporate citizenship, and expects all employees to abide by basic principles of ethical and lawful business conduct and perform the appropriate internal controls to manage risks. The Business Conduct Policy outlines the standards expected of Company employees (see Policy HR 2.2 Employment Classifications for definition of employees) in their dealings with the Company, customers, clients, vendors, contractors, volunteers, the public and fellow employees. Employees are expected to be familiar with this Policy and to adhere to those principles and procedures set out in this Policy.

Business groups or departments sometimes adopt policies or guidelines that apply only to employees in their specific area of work. Should these policies conflict in any way with the Business Conduct Policy, this Policy’s requirements should be followed. However, the Business Conduct Policy is not intended to describe every law or policy that may apply to an employee.

If there is any conflict between this Policy and a collective agreement, the terms and provisions of the collective agreement shall apply to those employees who are included in the collective agreement.

If faced with a situation or ethical issue not explicitly covered in the Policy, it may help to ask the following questions:

Employees are encouraged to consult with their managers for guidance regarding the Business Conduct Policy and, as necessary, an employee may also get help or advice from:

The Board of Directors, or designated Committees of the Board, to consider, and if thought fit, to approve this Policy and any recommended revisions to this Policy, at a minimum annually and any specific exceptions to this Policy submitted by the Chief Executive Officer (or Senior Officer delegate).

The Chief Executive Officer (or senior officer delegate) to authorize any recommended revisions or specific exceptions to this Policy, subject to submission to the RCI Board of Directors or designated Committees of the Board for its approval.

The Chief Human Resources Officer or in his or her absence, the Chief Legal Officer or the Chief Financial Officer, to interpret and promote this Policy, as required, and to ensure that it is implemented and enforced throughout the Company in a fair and even-handed manner.

Turning a blind eye to wrongdoing or potential wrongdoing, in effect condoning such behaviour, is itself unethical. The Company expects any employee who has reason to suspect any violation of applicable law or regulations or has concerns about potential business/ethical misconduct, financial misconduct with regard to the Company’s accounting practices, financial controls or the safeguarding of its assets, to speak to his/her manager/supervisor, or to report such suspicions or concerns to the STAR Hotline, which allows anonymous reporting, if desired. This report will be kept confidential. The Company will not permit any retaliation against any employee for making any such report in good faith.

The Rogers STAR Hotline can be reached at 1-877-355-STAR (1-877-355-7827) to channel concerns to a representative of the Audit Committee of the Rogers Board of Directors. Alternatively, you may confidentially access the Rogers STAR Hotline electronically via a Web interface at or www.compliance-helpline.com. Once at this Web address, enter company user name: rogers4u and company password: rogers1. The Rogers STAR Hotline and Web interface are toll-free and available 24 hours a day, seven days a week.

Please remember that the Rogers STAR Hotline is NOT meant to be a substitute for direct and meaningful communication between you and your Manager or Human Resources representative, if and when appropriate.

All employees must acknowledge their acceptance of the Agreement, as a condition of and prior to commencing employment. Game Day Employees will also be asked to sign the Employee Commitments Document. Records of acceptance of the Agreement will be maintained as outlined in HR 1.2 Employee Records.

All employees, other than designated hourly employees, will review and acknowledge their acceptance of the Business Conduct Policy on an annual basis.

All employees who are transferred or promoted within the Company will be advised that the Agreement acknowledged and accepted at the time of their initial hire remains in effect throughout employment at Rogers. Employees should understand Rogers policies that are relevant to the performance of their job duties.

Failure to adhere to any and all provisions of the Business Conduct Policy shall result in discipline, up to and including termination of employment and/or legal action.

All reported business conduct violations will be carefully investigated and handled consistently by management, regardless of the employee’s status.

Employees must ensure that all contracts and commitments have proper authorizations and documentation prior to making commitments on behalf of the Company. (Please see PUR 45 Purchase and Commitment Guidelines).

It is Company policy to comply with all laws and regulations. Employees who are in doubt as to the legality of a proposed course of action or an action already taken should discuss the activity with their manager/supervisor. The manager/supervisor should consult with the Vice President/Director, Human Resources who, in turn, shall consult the Rogers Legal department (or approved external counsel), as required.

Employees should not conduct business with suppliers and/or contractors who subscribe to unlawful or unethical business practices or behaviour. Promptly report unethical selling or purchasing practices on the part of a supplier or a Rogers employee to the employee’s Manager and to the Company’s STAR Hotline (1-877-355-STAR) or www.compliance-helpline.com.

The Company is committed to ensuring that all employees, vendors, business associates, volunteers, customers and the general public are treated with respect and dignity. The Company will not tolerate harassment and/or discriminatory acts or practices, by any of its employees. Please refer to Policy HR 2.4 Workplace Harassment & Violence Prevention.

The Company does not seek competitive advantages through illegal or unethical business practices or behaviour. Each employee should endeavour to deal fairly and ethically with the Company’s customers, service providers, suppliers, competitors and employees. No employee should take unfair advantage of anyone through manipulation, concealment, abuse of privileged information, misrepresentation of material facts, or any unfair or unethical dealing practice.

Rules of competitive business conduct are established in the Competition Act and certain sections of the Telecommunications Act and the Broadcasting Act. All applicable practices must be carried out in compliance with these Acts. (Please see Policy LEG 18 Competition Law).

Employees must never disclose, communicate or discuss confidential information concerning the Company, including in particular pricing or purchasing policies with competitors. Information about competitors should be gathered in a lawful manner. Employees who previously worked for a competitor will not be requested to provide confidential information about said competitor.

Vendors will be selected based on merit and are expected to adhere to business conduct guidelines similar to this policy.

All employees are responsible for safeguarding, and making proper and efficient use of Company funds and property by following procedures to prevent their loss, theft and unauthorized use. Company funds and property include Company time, cash, cheques, charge cards, land and buildings, proprietary information and records, vehicles, equipment, intellectual property, information systems and all other property.

Employees must not borrow or make use of the Company’s name, property, goodwill, funds, data or other assets for their personal gain or benefit, or for the gain or benefit of others which is not authorized to be done on behalf of the Company. The Company does not permit notices, messages or postings on behalf of any third parties or outside organizations without written permission from the Human Resources Department.

The unauthorized connection and/or use of Company products and services are criminal acts. Any employee or contractor found to be connected to, or in possession of, unauthorized Company products and/or services, or to have assisted another to do so, will be subject to legal action.

In the course of protecting Company assets, it is our duty to promptly report to Corporate Investigations or to the Company’s STAR Hotline (1-877-355-STAR) or www.compliance-helpline.com all acts that may constitute real or suspected breaches of security.

The Company is committed to ensuring that equal opportunity exists for all employees in all aspects of employment, and the Company will continue to use the merit principle as the basis for all employment and promotion opportunities. (Please see Policy HR 2.1 Diversity Management and HR 3.1 Recruitment and Selection).

All employees are responsible for performing their duties in a safe manner and for keeping themselves updated on all Company health and safety policies, procedures and directives. (Please see Policy HS 1 Health and Safety and the Health & Safety Standards on RogersZone).

The possession, consumption and/or the sale of illegal drugs and restricted substances is prohibited while on duty and/or while occupying any of the Company’s premises, including company vehicles.

Except under special circumstances, such as Company-sanctioned and sponsored events where prior approval has been obtained from the President of the business unit, or from the individual to whom the President has delegated this responsibility, the provision or consumption of alcohol is prohibited on the Company’s premises. Approval may be granted taking into consideration the Company’s reputation, image, responsibility and potential liability. It is each employee’s responsibility to ensure that he or she behaves responsibly during attendance at a Company or vendor-sponsored event. The consumption of alcohol is strictly prohibited in Company vehicles.

Drug or alcohol impairment while on duty or on the Company’s premises or in Company vehicles is improper business conduct and will be treated as an extremely serious matter.

The Company is committed to being an environmentally responsible corporate citizen. The Company will obey all environmental laws applicable in the jurisdictions in which it operates and each employee is expected to behave accordingly. Any contravention of environmental laws or the Company’s environmental policy must be immediately reported to the senior executive of the respective operating company or business unit. An oral report must be promptly followed up with a written report. (Please see Policy GEN 30 Environmental Policy). Employees should conserve resources to the extent consistent with sound business operations.

In order to protect access to systems, applications and data on the Company’s computer systems, employees must ensure the protection of their own passwords. Users must not give out their passwords or allow others to use their user ids. (Please see Policy ISEC 2 Acceptable Use of Electronics Communications Policy).

Users of the Company’s computer systems and/or the Internet should be aware that their communications are not protected from third party viewing unless approved encryption is used. Employees should not send private information over the Internet or wireless device. To prevent the unintended release of undisclosed material information, documents containing undisclosed material information should not be transmitted by electronic means, such as by fax or email, and undisclosed material information should not be discussed on cell phones, unless appropriate precautions are taken (such as the use of code names and using the “confidential” sensitivity

setting in emails) so that the transmission can be made and received, and the discussions can take place, reasonably securely.

The Company reserves the right at any time to examine email, computer records, personal file directories and other information stored on or transmitted over Company facilities to ensure compliance with internal policies, to support the performance of internal or external investigations, and to assist with the management of information systems. Employees should be aware that all email is considered Company property and it is archived and can be retrieved for examination at any time, even after it has been deleted.

Language and conduct during conversations, instant messaging and email exchanges does reflect on the Company. As such, a professional manner must be maintained at all times.

Use of Company facilities to download, communicate or exchange materials that conflict with the Company’s policies is prohibited. Personal use of Company facilities is allowed under certain conditions as outlined in Policy ISEC 2 Acceptable Use of Electronics Communications Policy. Compliance with Policy ISEC 2 is mandatory. Failure to comply may result in disciplinary action being taken, up to and including termination.

(Please see Policy ISEC 2 Acceptable Use of Electronics Communications Policy for a complete list of unacceptable practices and employee guidelines).

The Company expects all employees to be held accountable for the results of their work, based on the factors of honesty, quality, timeliness, efficiency, safety and continuous improvement. Managers are expected to provide leadership that reinforces these factors, and that ensures that the actions of all employees are in the Company’s best interests. Employees are to abide by regular working hours per the applicable operating and/or departmental procedures. (Please see Policy HR 3.4 Hours of Work, Overtime and Premium Pay for details).

Employees must remain free of any outside business interests or relationships that could interfere with the performance of their job duties, may be contrary to their obligations to the Company or might adversely affect the Company’s reputation.

Any employee considering serving on a board of directors or an advisory board or similar body of any outside company must obtain approval from the Executive Leadership Team (“ELT”) member to whom he/she directly or indirectly reports (only for profit-oriented companies).

Before accepting any position as a member of a board, advisory council or other similar committee of a profit organization, or major non-profit or charitable organization, senior officers of the Company must obtain advance approval from the Corporate Governance Committee of the RCI Board, unless they are required in their capacity at Rogers to act as a Company representative on that Board for the Company. Refer to Policy LEG 16 Senior Officers of RCI Accepting Directorships with Non-Affiliated Corporations.

Any employee serving on any board or similar body as a Rogers representative will not receive compensation of any kind, directly or indirectly, for such services. Any employee serving on any board or similar body in a personal capacity will not be reimbursed by Rogers, directly or indirectly, for any expenses related to such activity.

A “conflict of interest” occurs when an individual’s private or personal interests interfere, or may appear to interfere, with the interests of the Company. A conflict of interest can arise when an employee takes actions or has interests that may make it difficult to perform his or her Company work objectively and effectively.

Employees must avoid activities or situations that involve real or perceived conflicts of interest with the Company. Employees must disclose potential conflicts of interest or any relationships that could reasonably be expected to give rise to a conflict of interest to their Manager or to the Company’s STAR Hotline (1-877-355-STAR) or www.compliance-helpline.com.

Accepting or providing entertainment, hospitality, gifts or favours that may reasonably be considered to have an influence on a decision by an individual on behalf of the Company, or that may be outside of the normal course of a business relationship, constitutes a conflict of interest. Any entertainment, hospitality, gift or favour made or received by a Company employee to procure an action or decision, or to recognize or reward an action or decision is prohibited.

An act of bribery is defined as giving someone a financial or other advantage to encourage that person to perform their functions or activities improperly or to reward that person, financially or otherwise, for having already done so. With respect to bribes, it is not necessary to actually complete the transaction; the act of merely offering or agreeing to pay a bribe is an offence under the Canadian Criminal Code, and in violation of this policy.

All employees transacting business for the Company should act and should be perceived by others to act, in the Company’s best interest and free of any conflicts of interest. Modest favours, gifts, entertainment or hospitality may be furnished or accepted by employees in connection with their duties provided that the following criteria are met:

If an employee proposes to undertake personal transactions with a supplier to the Company it must be on the same terms that would be offered to other arm’s length customers of the supplier, in order to avoid conflict of interest, and must be approved by the employee’s manager or supervisor.

Expenses incurred by employees for business travel and entertainment while performing their duties on behalf of the Company must be in accordance with Policy GEN 8 Business Travel and Expense Reimbursement.

Relatives of an employee are defined as follows: parents, spouse (including common-law spouse and same-sex partner), grandparents, brothers, sisters, children, nephews, nieces, aunts, uncles and cousins (including foster, step and in-law relations).

Relatives of employees may only be hired through standard recruiting procedures and must meet the qualifications required for the position. Where an employee would directly or indirectly supervise, or be in a position to influence the career or contracted activities and rewards of a relative, such a conflict of interest must be brought to the attention of the Human Resources department immediately, and an appropriate course of action determined, including senior management approvals and by the RCI Board Compensation Committee where required under its policies.

In many places, communication with public officials, on behalf of Rogers, is a regulated activity that is subject to public reporting and other rules.

No employee shall communicate with a federal, provincial or municipal public official on behalf of Rogers unless such communication is expressly part of the employee’s duties or authorized in advance by the Chief Legal Officer or Chief Corporate Affairs Officer. The Company is required by law to report publicly on certain communications with public officials; failure to report accurately, completely and on time can lead to penalties. Employees must support the Company’s public reporting by submitting timely internal reports of their communications with public officials, after they have occurred. These reports must identify the following: the date of a communication; the name of the government or agency; the names and titles of public officials involved; the content and purpose of the communication; and (because in some places the

Company’s reporting depends on this information) how much time, including preparation and travel, was involved.

Further detail of this requirement is contained in the Policy on Reporting Contact with Public Officials. Each employee who communicates with a public official on behalf of Rogers must first become familiar with that Policy.

In many jurisdictions outside Canada, making representations to public officials is a regulated activity. An employee shall not make representations to any public official outside Canada without advance authorization from the Chief Legal Officer or Chief Corporate Affairs Officer.

It is illegal and not permitted to give any public officials, at any level of government, money, property, entertainment, hospitality, gifts or favours for the wrongful use of their official position or as a condition to perform certain duties they are normally obligated to perform.

It is also illegal, in accordance with the Corruption of Foreign Public Officials Act, for a Canadian citizen, permanent Canadian resident or Canadian company to bribe a foreign government official, directly or indirectly, to secure an advantage in the course of business. It is not necessary to actually complete the transaction; the act of merely offering or agreeing to pay a bribe is an offence, and in violation of this policy.

If it comes to the attention of an employee that such payments were sought or made whether directly from the Company and its employees or indirectly through agents, representatives or consultants retained by the Company, this should be immediately reported to employee’s supervisor and to the Company’s STAR Hotline (1-877-355-STAR) or www.compliance-helpline.com.

Further, sometimes a public official is not permitted to accept any hospitality or entertainment (including but not limited to meals, beverages, tickets and invitations), even if it has been offered in good faith. In some circumstances an offer of hospitality or entertainment is not permitted. For example, several jurisdictions prohibit offering or giving hospitality or entertainment to public officials who are being lobbied by the Company. Before offering any hospitality or entertainment to a public official, an employee must be familiar with the rules in that jurisdiction or otherwise must seek guidance from the Chief Legal Officer or Chief Corporate Affairs Officer.

All transactions of the Company must be properly recorded and accounted for in the books of the Company. This is essential to the integrity of the Company’s governance and financial reporting obligations. All Rogers employees are responsible for ensuring that false, inaccurate, or misleading entries are not made in our Company’s accounting records, and full, fair, accurate, timely and understandable disclosure is made in all public communications.

All employees are encouraged and entitled to make political and charitable contributions from their personal time and funds in the exercise of responsible citizenship. Contributions of any kind to political organizations, made on behalf of the Company, must be approved, in advance, by the Vice President, Government Relations (Provincial & Municipal).

Employees may promote charitable causes to colleagues and suppliers provided that colleagues and suppliers are not pressured to contribute to maintain their relationship to the Company.

Employees have access to information of a confidential or proprietary nature, the improper disclosure of which could have serious consequences for the Company. Please refer to Section A, item 1 of Exhibit A for a definition of Confidential Information. Examples of confidential information include but are not restricted to the Company’s financial and sales data, employee and customer personal information, training documents, and/or product information prior to launches. Employees must maintain the confidentiality of all information entrusted to them, ensuring that any information in shared workspaces (such as meeting rooms, printers, whiteboards, or lounge areas) is cleared to prevent accidental disclosure. The only exception is when the disclosure is authorized or legally mandated (see Company policies LEG 17 Disclosure and Insider Trading, ISEC 2 Acceptable Use of Electronic Communications and SEC 6 Privacy – Employee and Customer Personal Information).

Extra sensitivity to security, confidentiality and conflict of interest is required in situations where an employee’s spouse, immediate family member or friend is a principal of, or is employed by, a competitor or supplier of the Company.

Subject only to certain exceptions, the law requires the Company to provide customers with access to all personal information about them that the Company may hold. This includes records such as customer care logs and notes. Employees should avoid non-factual entries or inappropriate language or comments. All information kept by the Company about its customers is confidential and cannot be divulged or used, directly or indirectly, except for business purposes.

Unless a customer provides explicit consent, or the Company is required to do so by law, the Company may not disclose a customer’s confidential personal and business information to anyone other than:

Any disclosure of a customer’s confidential personal and business information other than the above exceptions must be approved by the Chief Privacy Officer.

The unlawful interception of a private communication is a criminal offence. An employee may intercept a private communication only when such interception is necessary for the purpose of providing service, to perform quality control checks in the course of service monitoring, to protect the company’s rights or property or when authorized by law.

Maintaining customer privacy is also crucial when dealing with contracts, proposals and quotations. An employee must be vigilant in ensuring that: unless a customer provides explicit consent, customer information is not shared with other affiliates or partners, agents or subsidiaries of our group, except with those affiliate or partners or agents or subsidiaries of a group, who are directly involved in the specific contract, proposals or quotations.

Employees may not release information, related to co-workers or other employees, on personnel matters including private phone numbers and addresses, medical records, or salary information unless required by law or by an authorized representative of the applicable employee.

When such a request is made, it should be referred to the Human Resources department. No statements, interviews or access to records should be given until the Company or its legal counsel has the opportunity to review the request. The request may be legitimate but the Company has the right to determine the reasonableness of the request and to ensure that all responses are complete and accurate.

From time to time, employees may author, make, create, and conceptualize intellectual property during the course of employment with the Company (whether or not during regular office hours, and whether or not at the employee’s place of employment). This information and property is considered to be the exclusive property of the Company, if it arises from or is incidental to performance of duties as a Rogers employee, and must be treated as confidential information.

For greater certainty, the foregoing shall not apply to freelance work and/or independent productions authored, created, conceptualized or made by employees entirely outside of the scope and mandate of the employee’s employment and which do not relate in any way to the responsibilities and duties of employment with the Company.

19. Public Disclosure, Restricted Use of Confidential Information and Insider Trading

The Company is committed to best practices in making timely and accurate disclosure of all material information. The Company will promptly disclose all material information in a full, fair, accurate, timely and understandable manner in accordance with applicable securities laws and policies, and stock exchange rules. All employees must perform their responsibilities with a view to giving effect to the foregoing commitment of the Company, including by reporting all material information in a timely manner to the appropriate person within the Company in accordance with the Company’s disclosure policies and procedures.

Each officer involved in the Company’s disclosure process is required to be familiar with and comply with the Company’s disclosure controls and procedures and internal control over financial reporting. In addition, each person having direct or supervisory authority regarding regulatory filings or the Company’s other public communications should, to the extent appropriate within his or her area of responsibility, consult with other Company officers and employees. Each officer who is involved in the Company’s disclosure process must:

Employees should not discuss prospective changes or developments with people outside the Company before an official announcement has been made. Specifically:

Employees are not to answer inquiries from the press, legislative bodies, government agencies or departments, or companies and organizations unless specifically authorized to do so. All such inquiries are to be referred to the designated individual within each operating company. The identity and means of referral to the designated spokesperson for each operating company will be communicated by the operating companies to their respective employees. All employees are to refer inquiries from the media or reporters to the Senior Vice President, Communications & Social Media. (Please see policy LEG 17 Disclosure and Insider Trading).

All employees are to refer inquiries from the investment community (research and security analysts, brokers, and investors) to the Vice-President, Investor Relations. Unless specifically authorized to do so, employees are not permitted to contact the press, media, research and security analysts, brokers or investors about the Company’s business.

Employees who participate in any public forum including social media in any manner related to the Company and its business must seek approval from the designated Vice President responsible for public relations regarding the content of any commentary or speeches, in order that it may be consistent with Company policy and not contain or refer to confidential information.

Employees with knowledge of, or access to, material confidential information about the Company are prohibited from trading securities of the Company until the information has been publicly disclosed and at least one trading day has passed. Employees must not inform (“tip”) any person of material information before it has been publicly disclosed. Directors and officers of the Company deemed to be reporting insiders are required to file a report for every transaction in securities of the Company at www.sedi.ca. (Please see Policy LEG 17 Disclosure and Insider Trading).

Any use of the Company’s corporate symbols, signatures or logos must conform to the principles outlined in the Rogers Brand Standards on RogersZone, including the use of the Company’s logo on letter head.

Before Rogers allows others to use the Rogers name or brand as a trademark or service mark, approval must be obtained. To obtain approval for brand usage or if employees are uncertain about brand usage, contact Brand Management at brand.management@rci.rogers.com.

Rogers reputation as a trusted source for news is built on accuracy, fairness and telling stories that matter to Canadians. All employees working in newsgathering operations must follow the principles and standards of the Rogers News Guidelines to guide us in producing news on all of our platforms. We must ensure that our news teams remain able to report news stories independently and without editorial interference reflecting the diversity and the multicultural dynamics of Canada.

It is our responsibility to work within Canadian laws and to consider the significance of what we broadcast and publish. In addition to the obligations listed in HR1.1, all news employees are required to review and acknowledge their acceptance of Rogers News Policy when hired and on an annual basis. News employees must also adhere to broadcasting codes, internal corporate policies and policies that relate to specific platforms, be it TV, Radio, Publishing or Digital.

Exhibit A – Non-Disclosure/Non-Solicitation and Intellectual Property Assignment Agreement


		POLICY CENTRAL


		POLICY CENTRAL


		POLICY CENTRAL


		POLICY CENTRAL