Control Mechanisms

In 2022, a total of 95% of ICL’s relevant employees with access to computers, went through business ethics and compliance-related online training. Additional face to face trainings were conducted for the relevant populations, including external business partners. \

Training

Online training to ICL Employees	2021	2022
Code of Ethics and Anti-Harassment and Anti-Discrimination Policy	95%	97%
Data Privacy	96%	96%
Anti – Bribery & Corruption	96%	96%
Fraud & Anti Money Laundering	96%	100%
Conflicts of Interests	91%	95%

% of ICL’s relevant employees (according to their role) with access to computers, who went through online-training.

ICL Global ESG Week activities included ethics and compliance related activities, with about 9,000 participants from all around the world, including employees, contractors, and suppliers.

Speak Up - ICLS's Hotline

We encourage employees to take ownership of ethical behavior and to speak up if they have concerns. Our reporting channels are open to everyone, especially those employed, contracted, or involved with ICL.

We operate a “Hotline” through which anyone (employees, contractors, customers, 3-rd parties, etc.) can report issues or events that they consider improper, problematic, or deviating from the provisions of the law, procedures or the Code of Conduct. There are numerous ways to report concerns via the Hotline, including directly from ICL’s public website. The Hotline is available in 18 different languages.

Complaints may be submitted anonymously to ensure our employees, contractors, and other stakeholders can freely identify problematic issues. ICL provides a Hotline, which is operated by a third party vendor under the auspices of the Company’s Internal Audit (“IA”) and compliance unit.

The Ethics Hotline functionality has been upgraded to include the possibility to report a compliance concern using a mobile app.

The mobile app functionality will allow people who do not have access to the ICL IT domain, to raise a concern.

The expansion of the reporting functionality is meets new requirements under the EU Whistleblower Directive.

Communication around this new functionality has been part of the awareness campaign around the ICL Ethics Hotline.

ICL has a Non-Retaliation policy; the company will not retaliate against any whistleblower regardless of the outcome of the investigation.

During 2022, the Security, Compliance, IA and Contracted Employees Management Units Received 103 complaints:

79 were closed:
- 40 were substantiated
- 15 were partially substantiated
- 24 were unsubstantiated
24 were still in progress, as of year-end
31 complaints were received via the hotline
35 reports were anonymous

Nature of complaints:

41% of the complaints concerned alleged issues regarding ethics.
31% concerned alleged HR related issues (including harassment), which were mainly addressed by the HR department and 7% concerned contractor HR complaints.
7% concerning alleged actions taken regarding environmental, safety and health issues.
Of the 79 complaints resolved, about 70% were found to be substantiated or partially substantiated.

Complaints Handling - Global Procedure

ICL has implemented a global procedure to establish the requirements and process for handling complaints. The procedure includes guidance on how the complaint is received, reviewed, investigated, and reported on. There is also a detailed explanation regarding what party needs to be held responsible and accountable for, to be consulted with or informed.

Audits, Feedback & Control Mechnisms

ICL audits all its operations and implements multiple levels of audits and control mechanisms. External audits are conducted periodically.

External Audits

Control mechanisms at the management level: Periodically, internal financial reporting audits are independently audited to ensure effectiveness. These high-level audits are signed off by ICL’s management and the auditor.

Internal Audits

ICL’s Global IA unit is responsible for performing internal audits at ICL’s global locations and business units. The IA unit operates according to acceptable internal audit standards and works according to a multiyear audit plan, which is updated based on a global risk assessment. The IA unit reports to the Chairman of the Board of Directors and the Audit and Accounting Committee.

Spot Checks & Self Audits

We use spot checks to monitor the soundness and effectiveness of compliance elements at a given entity. The Spot Checks annual review cycle outcome is provides valuable insight for the compliance organization and management to ensure that compliance processes continue to improve.

Self-audits are designed to identify gaps and ascertain Compliance controls in the entities’ transactions over an extended period (monitor & test effectiveness). They Provide visibility and awareness to the entity’s management and stakeholders on the status of the entity’s Compliance (assurance), with mitigation plans to address gaps that were found.

Internal Controls Over Financial Reporting

ICL’s management is responsible for establishing and maintaining adequate internal control over financial reporting. ICL’s internal control over financial reporting system was designed by, or under the supervision of, our CEO and CFO, and effected by our board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of its consolidated financial statements, for external purposes, in accordance with generally accepted accounting principles.

Our management, including our CEO and CFO, assessed the effectiveness of ICL’s internal control over financial reporting and concluded that, as of December 31, 2022, ICL’s internal control over financial reporting is effective. For further information, see Item 15 – “Controls and Procedures” on ICL 2022 Annual Report.

Sustainability Reporting Disclosures:

Disclosure: 103-1

Disclosure: 103-2

Disclosure: 103-3

Disclosure: 205-2

Disclosure: 406-1