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Final Assessment Urs Corporation FINAL ASSESSMENT URS CORPORATION The following pages contain the detailed scoring for your company based on public information. The following table represents a summary of your scores: Topic Number of % score based questions on public information Leadership, Governance and Organisation 10 60% Risk Management 5 50% Company Policy and Codes 12 75% Training 5 40% Personnel and Helplines 7 71.4% Total 39 62.8% TI has found no evidence that the company is involved in offsets and has therefore removed the two relevant questions (A13a and A13b). URS CORPORATION 10/05/14 WWW.URS.COM A1: Does the company publish a statement from the Chief Executive Officer or the Chair of the Board supporting the ethics and anti-corruption agenda of the company? Score: 0 Comments: Based on public information, there is no readily available evidence that the company publishes a statement from the CEO or Chairman supporting the ethics and anti-corruption agenda of the company. TI notes the statement in the Annual Report but does not assess this to be a strong enough statement to score here. References: Public: TI notes: Annual Report (2013), p.2: ‘Message from Martin M. Koffel, Chairman and Chief Executive Officer. We have a diversified business, with competitive positions in a balanced mix of long-term markets— federal, oil and gas, infrastructure, power, and industrial—and an unrelenting focus on professional excellence, client service, quality, safety, and ethics.’ http://media.corporate- ir.net/media_files/IROL/89/89381/2013%20URS%20Annual%20Report.pdf URS CORPORATION 10/05/14 WWW.URS.COM A2: Does the company’s Chief Executive Officer or the Chair of the Board demonstrate a strong personal, external facing commitment to the ethics and anti-corruption agenda of the company? Score: 0 Comments: Based on public information, there is no readily available evidence that the company’s CEO or Chairman demonstrate a strong personal, external facing commitment to the ethics and anti-corruption agenda of the company. References: Public: NA URS CORPORATION 10/05/14 WWW.URS.COM A3: Does the company’s Chief Executive Officer demonstrate a strong personal, internal-facing commitment to the ethics and anti-corruption agenda of the company, actively promoting the ethics and anti-corruption agenda at all levels of the company structure? Score: 0 Comments: Based on public information, there is no readily available evidence that the CEO demonstrates a strong personal, internal-facing commitment to the ethics and anti- corruption agenda of the company. This engagement could for instance take the form of leading internal anti-corruption workshops or chairing a review of the anti-corruption agenda. References: Public: NA URS CORPORATION 10/05/14 WWW.URS.COM A4: Does the company publish a statement of values or principles representing high standards of business conduct, including honesty, trust, transparency, openness, integrity and accountability? Score: 2 Comments: Based on public information, there is evidence that the company publishes a statement of values representing high standards of business conduct, including integrity, transparency, honesty and accountability. The values are briefly explained in several short sentences in the Code of Business Conduct and Ethics and on the company’s website, as well as a video from Mike Kosti, head of the company’s anti-corruption compliance program. References: Public: Company website: About - Ethics ‘Engaging in ethical business practices is a commitment shared by URS employees throughout our offices and project sites around the world. Our positive reputation relies upon our employees taking personal responsibility for operating within the standards of ethical conduct in the countries in which we do business. The long-term success and sustainability of our company, we believe, depend upon work obtained and produced in an ethical and transparent manner. Our focus on ethics and compliance begins with active leadership from our executives and is reinforced at every level across our operations and regions. Ethical business practices are embedded in our culture and our business strategy.’ http://www.urs.com/about/ethics/ Code of Business Conduct and Ethics (March 2010), p.1: ‘We are committed to maintaining the highest standards of business conduct and ethics. This Code of Business Conduct and Ethics reflects the business practices and principles of behavior that support this commitment. As a large, global company, URS has a diverse employee population drawn from the individual business cultures of several distinct companies. Although we function as a multinational organization, we expect every employee, officer and director to read and understand the Code and its application to the URS CORPORATION 10/05/14 WWW.URS.COM performance of his or her business responsibilities. References in the Code to employees are intended to cover officers and, as applicable, directors.’ ‘Unyielding personal integrity is the foundation of corporate integrity. The integrity and reputation of URS depends on the honesty, fairness and integrity brought to the job by each person associated with us.’ http://investors.urs.com/phoenix.zhtml?c=89381&p=irol-govConduct Annual Report (2013), p.20: ‘As a lead ambassador of ethics, Mike knows the ultimate responsibility rests with each and every URS employee. He adds, “Our integrity as a company begins with our integrity as individuals.”’ ‘Towards this end, we strive to foster a corporate culture in which high standards of ethical behavior, individual accountability and transparent disclosure are not just expected, but ingrained in every employee, officer and director.’ Company website: I am URS – Our people ‘Ethics is a core value of URS, it is central to our identity. We are committed to integrity and transparency in everything we do, and everywhere we do it.’ http://iamurs2013.com/#Storyslide11 URS CORPORATION 10/05/14 WWW.URS.COM A5: Does the company belong to one or more national or international initiatives that promote anti-corruption or business ethics with a significant focus on anti-corruption? Score: 2 Comments: Based on public information, there is evidence that the company belongs to the Defence Industry Initiative (DII). References: Public: DII website: Signatories – URS ‘URS Corporation Date Ethics Program Created: Friday, July 26, 2013’ http://www.dii.org/groups/urs-corporation URS CORPORATION 10/05/14 WWW.URS.COM A6: Has the company appointed a Board committee or individual Board member with overall corporate responsibility for its ethics and anti-corruption agenda? Score: 2 Comments: Based on public information, there is evidence that the company has appointed the Audit Committee with overall corporate responsibility for its ethics and anti-corruption agenda. References: Public: Audit Committee Charter (November 2014), p.1: ‘The Committee’s role includes […] the Company’s procedures for compliance with significant applicable legal, ethical and regulatory requirements that impact the financial statements or other responsibilities of the Committee as described in this Charter.’ (p.7): ‘Code of Business Conduct and Ethics – The Committee shall review and assess, on an annual basis, the Company’s Code of Business Conduct and Ethics and the Company’s system to monitor compliance with and enforce the Code. • Conflicts of Interest/Related Person Transactions – The Committee shall review, assess and approve, on a case-by-case basis, any significant conflicts of interest and related person transactions. • Complaints and Concerns – The Committee shall establish and maintain procedures for the receipt, retention and treatment of complaints received by the Company regarding accounting, internal accounting controls or auditing matters. The Committee also shall establish and maintain procedures for the confidential, anonymous submission by employees of the Company with respect to concerns regarding questionable accounting or auditing matters. The Committee shall investigate any matter brought to the attention of the Committee within the scope of its duties if, in the judgment of the Committee, such investigation is necessary or appropriate’ http://phx.corporate- ir.net/External.File?item=UGFyZW50SUQ9MTIzOTg4fENoaWxkSUQ9LTF8VHlwZT0z&t=1 URS CORPORATION 10/05/14 WWW.URS.COM Board Affairs Committee Charter (November 2014), p.1: ‘The Committee’s role is […] reviewing and assessing the Company’s Corporate Governance Guidelines and overseeing the monitoring and evaluation of the Board and management and the Company’s corporate governance practices. The Committee’s role includes oversight of the procedures for compliance with significant applicable legal, ethical and regulatory requirements that impact corporate ‘governance.’ (p.4): ‘Corporate Governance Guidelines – The Committee shall periodically review and assess the Company’s Corporate Governance Guidelines and their application, and shall recommend any changes deemed appropriate to the full Board for its consideration.’ http://phx.corporate- ir.net/External.File?item=UGFyZW50SUQ9MTc3NzY0fENoaWxkSUQ9LTF8VHlwZT0z&t=1 URS CORPORATION 10/05/14 WWW.URS.COM A7: Has the company appointed a person at a senior level within the company to have responsibility for implementing the company’s ethics and anti- corruption agenda, and who has a direct reporting line to the Board? Score: 2 Comments: Based on public information, the company has appointed a person at a senior level within the company with responsibility for implementing the company’s ethics and anti-corruption
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