Companies operating in countries with conflict or weak rule of law face serious risks to shareholder value,
reputation and social license to operate, as well as potential legal risks, particularly if companies are seen as
responsible for, or complicit in, human rights violations.
PotashCorp purchases phosphate from Office Chérifien des Phosphates (OCP), a Moroccan state-owned enterprise
operating in Western Sahara. Western Sahara is a disputed “Non Self Governing Territory”, part of which is
currently controlled and administered by Morocco. Morocco’s claim of sovereignty over the Western Sahara is not
recognized by the International Court of Justice or the United Nations (UN).
The UN has affirmed the right of the Sahrawi people to self-determination. The UN Under-Secretary-General for
Legal Affairs determined that “if … exploration and exploitation activities were to proceed in disregard of the
interests and wishes of the people of Western Sahara, they would be in violation of the principles of international
law applicable to mineral resource activities in Non Self-Governing Territories.”
Since the 2015 Potash AGM, the legal and reputational risks related to extraction of resources from Western
Sahara have been growing:
– In September 2015, the UN Committee on Economic, Social and Cultural Rights called on Morocco to
respect the free, prior and informed consent of the Saharan people regarding the use of their natural
– On October 14, 2015, the African Union issued a legal opinion on Western Sahara concluding that, “Any
exploration and exploitation of renewable or non-renewable natural resources by Morocco, any other
State, group of States or foreign companies in Western Sahara is contrary to the UN Charter, customary
international law and therefore illegal as it violates international law”;
– In October 2015, the UK High Court ruled that a complaint against importations to the European Union of
Moroccan products originating in Western Sahara could proceed in the Court of Justice of the European
Union, potentially adding to legal risks for companies that extract products from the territory; and
– In 2016, Morocco’s human rights record is under review by the UN Human Rights Council.
PotashCorp has summarized its efforts at due diligence, but the fact that no reports done by an independent party
have been made publicly available makes it impossible for investors to assess the scope of assessments, criteria
used, and qualifications of assessors, nor to what extent the authoritative United Nations Guiding Principles on
Business and Human Rights were used as benchmarks for determining the responsibilities of Potash.
RESOLVED that PotashCorp commission and make public an independent assessment of its own human rights
responsibilities in relation to sourcing phosphate rock from Western Sahara, having regard to the UN Guiding
Principles on Business and Human Rights and associated international human rights standards.