Exhibit 99.1

		Innovation, Science and Economic Development Canada           Corporations Canada		Innovation, Sciences et Développement économique Canada   Corporations Canada

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		Innovation, Science and Economic Development Canada           Corporations Canada		Innovation, Sciences et Développement économique Canada   Corporations Canada

 

		Form 1 Articles of Incorporation Canada Business Corporations Act (s. 6)		Formulaire 1 Statuts constitutifs Loi canadienne sur les sociétés par actions (art. 6)

 

1				Corporate name
				Dénomination sociale
				10263664 Canada Inc.
2				The province or territory in Canada where the registered office is situated
				La province ou le territoire au Canada où est situé le siège social
				SK
3				The classes and any maximum number of shares that the corporation is authorized to issue
				Catégories et le nombre maximal d’actions que la société est autorisée à émettre
				See attached schedule / Voir l’annexe ci-jointe
4				Restrictions on share transfers
				Restrictions sur le transfert des actions
				None
5				Minimum and maximum number of directors
				Nombre minimal et maximal d’administrateurs
				Min. 1             Max. 25
6				Restrictions on the business the corporation may carry on
				Limites imposées à l’activité commerciale de la société
				None
7				Other Provisions
				Autres dispositions
				See attached schedule / Voir l’annexe ci-jointe
8				Incorporator’s Declaration: I hereby certify that I am authorized to sign and submit this form.
				Déclaration des fondateurs : J’atteste que je suis autorisé à signer et à soumettre le présent formulaire.

 

		Name(s) - Nom(s)		Original Signed by - Original signé par
		Ross Bentley		Ross Bentley
				Ross Bentley

 

		Misrepresentation constitutes an offence and, on summary conviction, a person is liable to a fine not exceeding $5000 or to imprisonment for a term not exceeding six months or both (subsection 250(1) of the CBCA).   Faire une fausse déclaration constitue une infraction et son auteur, sur déclaration de culpabilité par procédure sommaire, est passible d’une amende maximale de 5 000 $ et d’un emprisonnement maximal de six mois, ou l’une de ces peines (paragraphe 250(1) de la LCSA).   You are providing information required by the CBCA. Note that both the CBCA and the Privacy Act allow this information to be disclosed to the public. It will be stored in personal information bank number IC/PPU-049.   Vous fournissez des renseignements exigés par la LCSA. Il est à noter que la LCSA et la Loi sur les renseignements personnels permettent que de tels renseignements soient divulgués au public. Ils seront stockés dans la banque de renseignements personnels numéro IC/PPU-049.

 

		IC 3419 (2008/04)

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SHARE STRUCTURE

The Corporation is authorized to issue an unlimited number of common shares and an unlimited number of preferred shares.

COMMON SHARES

The rights, privileges, restrictions and conditions attaching to the common shares are as follows:

The holders of the common shares shall be entitled:

 

(a)

to vote at all meetings of shareholders of the Corporation, except meetings at which only holders of a specified class or series of shares are entitled to vote as provided in the Canada Business Corporations Act. The holders of common shares are entitled to one vote for each one common share held on all polls taken at such meetings;

 

(b)

to receive, subject to the rights of the holders of another class of shares, any dividend declared by the directors of the Corporation from time to time, in their absolute discretion, in accordance with applicable law; and

 

(c)

to receive, subject to the rights of the holders of another class or series of shares, the remaining property of the Corporation on the liquidation, dissolution or winding up of the Corporation or any other distribution of assets of the Corporation for the purposes of winding up its affairs, whether voluntary or involuntary.

PREFERRED SHARES

The rights, privileges, restrictions and conditions attaching to the preferred shares are as follows:

One or More Series . The preferred shares may at any time and from time to time be issued in one or more series, each series to consist of such number of shares as may, before the issue thereof, be fixed by the board.

Terms of Each Series . Subject to the Canada Business Corporations Act, the directors may fix, before the issue thereof, the designation, rights, privileges, restrictions and conditions attaching to each series of the preferred shares, including, without limitation:

 

(a)

any voting rights;

 

(b)

any right to receive dividends, including the rate, amount or kind of dividends (which may be cumulative or non-cumulative and variable or fixed), the currency or currencies or kind of payment, the means of determining such dividends, the date or dates and place or places of payment thereof and the date or dates from which such dividends are to accrue;

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(c)

any right to receive notice of or to attend or to vote at any meeting of shareholders of the Corporation;

 

(d)

if redeemable, retractable or purchasable, the redemption, retraction or purchase prices or the method of calculation thereof and terms and conditions of redemption, retraction or purchase, with or without provision for purchase or similar funds;

 

(e)

any conversion, exchange or reclassification rights; and

 

(f)

any other terms not inconsistent with these articles,

all as set forth in the articles of amendment relating to such series.

Ranking of Preferred Shares . The preferred shares of each series shall, with respect to the payment of dividends and the distribution of property in the event of the liquidation, dissolution or winding-up of the Corporation or any other distribution of assets of the Corporation for the purposes of winding up its affairs, whether voluntary or involuntary, rank on a parity with the preferred shares of every other series. The preferred shares shall be entitled to preference over the common shares of the Corporation and any other shares of the Corporation ranking junior to the preferred shares with respect to the payment of dividends and the distribution of property in the event of the liquidation, dissolution or winding-up of the Corporation, whether voluntary or involuntary, and may also be given such other preferences over the common shares of the Corporation and any other shares of the Corporation ranking junior to the preferred shares as may be determined by the directors.

Dividends . When any cumulative dividends (whether or not declared) or declared non-payable dividends or amounts payable on a return of capital are not paid in full, the preferred shares of all series shall participate rateably with respect to such dividends including accumulations, if any, in accordance with the amounts that would be payable on the preferred shares if all such dividends were declared and paid, in full, and on any return of capital in accordance with the sums which would be payable on such return of capital if all sums so payable were paid in full.

Right to Vote . The holders of preferred shares shall not be entitled (except as specifically provided in the rights, privileges, restrictions and conditions attaching to any series of preferred shares and except as provided in the Canada Business Corporations Act ) to receive notice of or attend any meeting of the shareholders of the Corporation or to vote at any such meeting for any purpose, but shall be entitled to have mailed to them copies of the financial statements and auditors’ report thereon submitted to annual meetings of shareholders.

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OTHER PROVISIONS

The directors of the Corporation may appoint one or more additional directors, who shall hold office for a term expiring not later than the close of the next annual meeting of shareholders, but the total number of directors so appointed shall not exceed one third of the number of directors elected at the previous annual meeting of shareholders.

Exhibit 99.2

		Innovation, Science and Economic Development Canada           Corporations Canada		Innovation, Sciences et Développement économique Canada   Corporations Canada

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		Innovation, Science and Economic Development Canada           Corporations Canada		Innovation, Sciences et Développement économique Canada   Corporations Canada

 

		Form 4 Articles of Amendment Canada Business Corporations Act (CBCA) (s. 27 or 177)		Formulaire 4 Clauses modificatrices Loi canadienne sur les sociétés par actions (LCSA) (art. 27 ou 177)

 

1				Corporate name
				Dénomination sociale
				10263664 Canada Inc.
2				Corporation number
				Numéro de la société
				1026366-4
3				The articles are amended as follows
				Les statuts sont modifiés de la façon suivante
				The corporation changes its name to:
				La dénomination sociale est modifiée pour:
				Nutrien Ltd.

 

4				Declaration: I certify that I am a director or an officer of the corporation.
				Déclaration : J’atteste que je suis un administrateur ou un dirigeant de la société.

 

				Original Signed by / Original signé par Charles V. Magro
				Charles V. Magro
				403-225-7103

 

		Misrepresentation constitutes an offence and, on summary conviction, a person is liable to a fine not exceeding $5000 or to imprisonment for a term not exceeding six months or both (subsection 250 (1) of the CBCA).   Faire une fausse déclaration constitue une infraction et son auteur, sur déclaration de culpabilité par procédure sommaire, est passible d’une amende maximale de 5 000 $ et d’un emprisonnement maximal de six mois, ou l’une de ces peines (paragraphe 250(1) de la LCSA).   You are providing information required by the CBCA. Note that both the CBCA and the Privacy Act allow this information to be disclosed to the public. It will be stored in personal information bank number IC/PPU-049.   Vous fournissez des renseignements exigés par la LCSA. Il est à noter que la LCSA et la Loi sur les renseignements personnels permettent que de tels renseignements soient divulgués au public. Ils seront stockés dans la banque de renseignements personnels numéro IC/PPU-049.

 

		IC 3069 (2008/04)

Exhibit 99.3

FINAL FORM

BY-LAW NO. 1

A by-law relating generally to the

transaction of the business and

affairs of

10263664 CANADA INC.

BE IT ENACTED as a by-law of the Corporation as follows:

TABLE OF CONTENTS

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“ board ” means the board of directors of the Corporation and a “director” means a member of the board;

“ by-laws ” means this by-law and all other by-laws of the Corporation from time to time in force and effect;

“ Corporation ” means the corporation incorporated under the Act by the said certificate to which the articles are attached, and named [”                      CANADA INC.]

“ including ” means including, without limitation;

“ meeting of shareholders ” includes an annual meeting of shareholders and a special meeting of shareholders; and “ special meeting of shareholders ” includes a meeting of any class or classes of shareholders and a special meeting of all shareholders entitled to vote at an annual meeting of shareholders;

“ prescribed ” means prescribed in accordance with the Act; and

“ recorded address ” has the meaning set forth in section 11.08.

1.02                   Construction . - Save as aforesaid, words and expressions defined in the Act, including “ distributing corporation ”, “ electronic document ” and “ resident Canadian ”, have the same meanings when used herein. Words importing the singular number include the plural and vice versa; and words importing a person include an individual, partnership, association, body corporate, trustee, executor, administrator or other legal representative. The headings used are inserted for reference purposes only and are not to be considered or taken into account in construing the terms or provisions thereof or to be deemed in any way to clarify, modify or explain the effect of any such terms or provisions.

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SECTION TWO

BUSINESS OF THE CORPORATION

2.01                   Registered Office . - The registered office of the Corporation shall be in the province in Canada from time to time specified in the articles, and at such location therein initially as is specified in the notice thereof filed with the articles and thereafter as the board may from time to time determine.

2.02                   Corporate Seal . - The Corporation may, but need not, adopt a corporate seal and if one is adopted it shall be in a form approved from time to time by the board.

2.03                   Financial Year . - Until changed by the board, the financial year of the Corporation shall end on the last day of December in each year.

2.04                   Execution of Instruments . - Deeds, transfers, assignments, contracts, obligations, certificates and other instruments may be signed either manually or by electronic means on behalf of the Corporation by such directors and officers of the Corporation as are authorized by the board from time to time. The board may, by resolution, establish certain protocols and authorities for the signing of deeds, transfers, assignments, contracts, obligations, certificates and other instruments on behalf of the Corporation. Any signing officer may affix the corporate seal to any instrument requiring the same.

2.05                   Banking Arrangements . - The banking business of the Corporation, including the borrowing of money and the giving of security therefor, shall be transacted with such banks, trust companies or other bodies corporate or organizations as may from time to time be designated by or under the authority of the board. Such banking business or any part thereof shall be transacted under such agreements, instructions and delegations of powers as the board may from time to time prescribe.

2.06                   Voting Rights in Other Bodies Corporate . - The signing officers of the Corporation under section 2.04 may execute and deliver proxies and arrange for the issuance of voting certificates or other evidence of the right to exercise the voting rights attaching to any securities held by the Corporation. Such instruments shall be in favour of such persons as may be determined by the officers executing or arranging for the same. In addition, the board may from time to time direct the manner in which and the persons by whom any particular voting rights or class of voting rights may or shall be exercised.

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SECTION THREE

BORROWING AND SECURITY

3.01                   Borrowing Power . - Without limiting the borrowing powers of the Corporation as set forth in the Act, but subject to the articles, the board may from time to time on behalf of the Corporation, without authorization of the shareholders:

Nothing in this section 3.01 limits or restricts the borrowing of money by the Corporation on bills of exchange or promissory notes made, drawn, accepted or endorsed by or on behalf of the Corporation.

3.02                   Delegation . - Unless the articles of the Corporation otherwise provide, the board may from time to time delegate to a director, a committee of the board, or an officer of the Corporation any or all of the powers conferred on the board by section 3.01 to such extent and in such manner as the board may determine at the time of such delegation.

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SECTION FOUR

DIRECTORS

4.01                   Number of Directors . - Until changed in accordance with the Act, the board shall consist of not fewer than the minimum number and not more than the maximum number of directors provided in the articles.

4.02                   Qualification . - No person shall be qualified for election as a director if such person is less than 18 years of age, is of unsound mind and has been so found by a court in Canada or elsewhere, is not an individual, or has the status of a bankrupt. A director need not be a shareholder. Subject to the Act, but only if the Act requires, at least 25 percent of the directors shall be resident Canadians, or if the number of directors is fewer than four, at least one director shall be a resident Canadian. At least such number of directors as may be specified by the Act, other applicable law or stock exchange requirements shall not be officers or employees of the Corporation or any of its affiliates.

4.03                   Election and Term . - The election of directors shall take place at each annual meeting of shareholders and all the directors then in office shall retire but, if qualified, shall be eligible for re-election. The number of directors to be elected at any such meeting shall be the number of directors then in office unless the directors otherwise determine. Where the shareholders adopt an amendment to the articles to increase the number or maximum number of directors, the shareholders may, at the meeting at which they adopt the amendment, elect the additional number of directors authorized by the amendment. The election shall be by resolution. If an election of directors is not held at the proper time, the incumbent directors shall continue in office until their successors are elected.

4.04                   Chair of the Board . - Subject to Section 6.02, the board shall from time to time appoint a chair of the board who shall be a director. If the chair of the board is also an executive officer (including executive chairman or chief executive officer), the board shall also appoint a lead independent director independent of management. The board may, in accordance with this by-law and subject to the Act, assign to the chair such powers and duties as the board may specify.

4.05                   Lead Independent Director . If required by Section 4.04, the board may also, from time to time, appoint a lead independent director who shall be a director and, subject to the authority of the board, shall have such powers and duties as the board may specify.

4.06                   Vacation of Office . - A director ceases to hold office on death, on removal from office by the shareholders, on ceasing to be qualified for election as a director, on receipt of a written resignation by the Corporation, or, if a time is specified in such resignation, at the time so specified, whichever is later. Subject to the Act, a quorum of the board may appoint a qualified individual to fill a vacancy in the board.

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References to “Nominating Shareholder” in this section 4.07(d) shall be deemed to refer to each shareholder that nominates a person for election as a director in the case of a nomination proposal where more than one shareholder is involved in making such nomination proposal.

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“ affiliate ”, when used to indicate a relationship with a specific person, shall mean a person that directly, or indirectly through one or more intermediaries, controls, or is controlled by, or is under common control with, such specified person;

“ Applicable Securities Laws ” means the applicable securities legislation of each relevant province of Canada, as amended from time to time, the written rules, regulations and forms made or promulgated under any such statute and the published national instruments, multilateral instruments, policies, bulletins and notices of the securities commissions and similar regulatory authorities of each province and territory of Canada;

“ associate ”, when used to indicate a relationship with a specified person, shall mean (i) any body corporate or trust of which such person beneficially owns, directly or indirectly, voting securities carrying more than 10% of the voting rights attached to all voting securities of such body corporate or trust for the time being outstanding, (ii) any partner of that person, (iii) any trust or estate in which such person has a substantial beneficial interest or as to which such person serves as trustee or in a similar capacity, (iv) a spouse of such specified person, (v) any person of either sex with whom such specified person is living in conjugal relationship outside marriage or (vi) any relative of such specified person or of a person mentioned in clauses (iv) or (v) of this definition if that relative has the same residence as the specified person;

“ beneficially owns ” or “ beneficially owned ” means, in connection with the ownership of shares in the capital of the Corporation by a person, (i) any such shares as to which such person or any of such person’s affiliates or associates owns at law or in equity, or has the right to acquire or become the owner at law or in equity, where such right is exercisable immediately or after the passage of time and whether or not on condition or the happening of any contingency or the making of any payment, upon the exercise of any conversion right, exchange right or purchase right attaching to any securities, or pursuant to any agreement, arrangement, pledge or understanding whether or not in writing; (ii) any such shares as to which such person or any of such person’s affiliates or associates has the right to vote, or the right to direct the voting, where such right is exercisable immediately or after the passage of time and whether or not on condition or the happening of any contingency or the making of any payment, pursuant to any agreement, arrangement, pledge or understanding whether or not in writing; (iii) any such shares which are beneficially owned, directly or indirectly, by a Counterparty (or any of such Counterparty’s affiliates or associates) under any Derivatives Contract (without regard to any short or similar position under the same or any other Derivatives Contract) to which such person or any of such person’s affiliates or associates is a Receiving Party; provided, however that the

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number of shares that a person beneficially owns pursuant to this clause (iii) in connection with a particular Derivatives Contract shall not exceed the number of Notional Securities with respect to such Derivatives Contract; provided, further, that the number of securities owned beneficially by each Counterparty (including their respective affiliates and associates) under a Derivatives Contract shall for purposes of this clause be deemed to include all securities that are owned beneficially, directly or indirectly, by any other Counterparty (or any of such other Counterparty’s affiliates or associates) under any Derivatives Contract to which such first Counterparty (or any of such first Counterparty’s affiliates or associates) is a Receiving Party and this proviso shall be applied to successive Counterparties as appropriate; and (iv) any such shares which are owned beneficially within the meaning of this definition by any other person with whom such person is acting jointly or in concert with respect to the Corporation or any of its securities;

“ close of business ” means 5:00 p.m. (Mountain time) on a business day in both of Saskatchewan and Alberta, Canada;

“ Derivatives Contract ” shall mean a contract between two parties (the “Receiving Party” and the “Counterparty”) that is designed to expose the Receiving Party to economic benefits and risks that correspond substantially to the ownership by the Receiving Party of a number of shares in the capital of the Corporation or securities convertible into such shares specified or referenced in such contract (the number corresponding to such economic benefits and risks, the “Notional Securities”), regardless of whether obligations under such contract are required or permitted to be settled through the delivery of cash, shares in the capital of the Corporation or securities convertible into such shares or other property, without regard to any short position under the same or any other Derivatives Contract. For the avoidance of doubt, interests in broad-based index options, broad-based index futures and broad-based publicly traded market baskets of stocks approved for trading by the appropriate governmental authority shall not be deemed to be Derivatives Contracts; and

“ public announcement ” shall mean disclosure in a press release reported by a national news service in Canada, or in a document publicly filed by the Corporation under its profile on the System for Electronic Document Analysis and Retrieval at www.sedar.com .

4.08                   Appointment of Additional Directors . - If the articles of the Corporation so provide, the directors may, within the maximum number permitted by the articles, appoint one or more additional directors, who shall hold office for a term expiring not later than the close of the next annual meeting of the shareholders, but the total number of directors so appointed may not exceed one third of the number of directors elected at the previous annual meeting of shareholders.

4.09                   Action by the Board . - The board shall manage, or supervise the management of, the business and affairs of the Corporation. The powers of the board may be exercised at a meeting (subject to sections 4.10 and 4.11) at which a quorum is present or by resolution in

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writing signed by all the directors entitled to vote on that resolution at a meeting of the board. Where there is a vacancy in the board, the remaining directors may exercise all the powers of the board so long as a quorum remains in office.

4.10                   Canadian Directors Present at Meetings . - Subject to the Act, but only if the Act requires, the board shall not transact business at a meeting, other than filling a vacancy in the board, unless at least 25 per cent of the directors present are resident Canadians, or if the Corporation has fewer than four directors, at least one of the directors present is a resident Canadian, except where:

4.11                   Meeting by Telephone and other Electronic Means . - Subject to the Act, if all the directors of the Corporation consent thereto generally or in respect of a particular meeting, a director may participate in a meeting of the board or of a committee of the board by means of a telephonic, electronic or other communication facility that permits all participants to communicate adequately with each other during the meeting, and a director participating in such a meeting by such means is deemed to be present at the meeting. Any such consent shall be effective whether given before or after the meeting to which it relates and may be given with respect to all meetings of the board and of committees of the board.

4.12                   Signed Resolutions . - Any resolution in writing may be signed in counterparts and if signed as of any date shall be deemed to have been passed on such date.

4.13                   Place of Meetings . - Subject to the articles, meetings of the board may be held at any place in or outside Canada.

4.14                   Calling of Meetings . - Meetings of the board shall be held from time to time at such time and at such place as the board, the chair of the board, the lead independent director (if any), the chief executive officer or any two directors may determine.

4.15                   Notice of Meeting . - Notice of the time and place of each meeting of the board shall be given in the manner provided in Section Eleven to each director not less than 48 hours before the time when the meeting is to be held. No notice of a meeting shall be necessary if all the directors in office are present or if those absent waive notice of such meeting, except where a director attends a meeting for the express purpose of objecting to the transaction of any business on the grounds that the meeting is not lawfully called. A notice of a meeting of directors need not specify the purpose of or the business to be transacted at the meeting except where the Act requires such purpose or business to be specified, including, if required by the Act, any proposal to:

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The accidental omission to give notice of any meeting of directors to, or the non-receipt of any notice by, any person, or any error in any notice not affecting the substance of the notice, does not invalidate any resolution passed or any action taken at the meeting.

4.16                   First Meeting of New Board . - Provided a quorum of directors is present, each newly elected board may without notice hold its first meeting immediately following the meeting of shareholders at which such board is elected.

4.17                   Adjourned Meeting . - Notice of an adjourned meeting of the board is not required if the time and place of the adjourned meeting is announced at the original meeting. Any adjourned meeting shall be duly constituted if held in accordance with the terms of the adjournment and if a quorum is present thereat. The directors who formed a quorum at the original meeting are not required to form the quorum at the adjourned meeting. If there is no quorum present at the adjourned meeting, the original meeting shall be deemed to have terminated forthwith after its adjournment.

4.18                   Regular Meetings . - The board may appoint a day or days in any month or months for regular meetings of the board at a place and hour to be named. A copy of any resolution of the board fixing the place and time of such regular meetings shall be sent to each director forthwith after being passed, but no other notice shall be required for any such regular meeting except where the Act requires the purpose thereof or the business to be transacted thereat to be specified.

4.19                   Chair of Board Meetings . - The chair of any meeting of the board shall be the first mentioned of such of the following officers as have been appointed and who is a director and is present at the meeting: chair of the board, the lead independent director, or chief executive officer. If no such officer is present, the directors present shall choose one of their number to be chair.

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4.20                   Quorum . - Subject to the articles and subject to section 4.10 and the Act (in respect of any director who may be required to recuse themselves), the quorum for the transaction of business at any meeting of the board shall be a majority of the number of directors. If a meeting of the board is adjourned for lack of quorum, it will be reconvened 72 hours later (or at such other date, time and place as the directors in attendance determine), and the directors then present at the reconvened meeting will constitute a quorum. Notwithstanding any vacancy among the directors, a quorum of directors may exercise all the powers of the directors.

4.21                   Votes to Govern . - At all meetings of the board every question shall be decided by a majority of the votes cast on the question. In case of an equality of votes the chair of the meeting shall not be entitled to a second or casting vote.

4.22                   Remuneration and Expenses . - The directors shall be paid such remuneration for their services as the board may from time to time determine. The directors shall also be entitled to be reimbursed for travelling and other expenses properly incurred by them in attending meetings of the board or any committee thereof. Nothing herein contained shall preclude any director from serving the Corporation in any other capacity and receiving remuneration therefor.

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SECTION FIVE

COMMITTEES

5.01                   Committees of the Board . - The board may appoint one or more committees of the board, however designated, and delegate to any such committee any of the powers of the board except those which pertain to items which, under the Act, a committee of the board has no authority to exercise.

5.02                   Transaction of Business . - The powers of a committee of the board may be exercised by a meeting at which a quorum is present or by resolution in writing signed by all members of such committee who would have been entitled to vote on that resolution at a meeting of the committee. Meetings of such committee may be held at any place in or outside Canada.

5.03                   Audit Committee . - The board shall appoint annually from among its number an audit committee to be composed of not fewer than three directors who meet the applicable independence and other requirements as may be specified by the Act, other applicable law and stock exchange requirements and who are not officers or employees of the Corporation or its affiliates. The audit committee shall have the powers and duties provided in the Act and in other applicable law and in addition, such other powers and duties as the board may determine.

5.04                   Advisory Bodies . - The board may from time to time appoint such advisory bodies as it may deem advisable.

5.05                   Procedure . - Unless otherwise determined by the board, each committee and advisory body shall have power to fix its quorum at not less than a majority of its members, to elect its chair and to regulate its procedure. Subject to Section 5.01 and subject to a committee of the board or advisory body establishing procedures to regulate its meetings, Section 4.08 to Section 4.20 inclusive apply to committees of the board or advisory bodies, to the extent applicable and with such changes as are necessary.

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SECTION SIX

OFFICERS

6.01                   Appointment . - The board may from time to time appoint a chief executive officer, one or more vice-presidents (to which a specific title may be added to indicate seniority and function), a secretary and such other officers as the board may determine. One person may hold more than one office. The board may specify the duties of and, in accordance with this by-law and subject to the Act, delegate to such officers powers to manage the business and affairs of the Corporation. Subject to section 4.04, an officer may but need not be a director.

6.02                   Executive Chairman . The board may from time to time appoint an executive chairman who shall be a director and, subject to the authority of the board, shall have such powers and duties as the board may specify. If appointed, the executive chairman shall be the chair of the board. The executive chairman shall be an officer of the Corporation and will report directly to the board.

6.03                   Chief Executive Officer . - The chief executive officer shall be the chief executive officer and, subject to the authority of the board, shall have such powers and duties as the board may specify. The chief executive officer shall report directly to the board.

6.04                   Secretary . - The secretary shall attend and be the secretary of all meetings of the board, shareholders and committees of the board and shall enter or cause to be entered in records kept for that purpose minutes of all proceedings thereat. The secretary shall give or cause to be given, as and when instructed, all notices to shareholders, directors, officers, auditors and members of committees of the board. The secretary shall be the custodian of the stamp or mechanical device generally used for affixing the corporate seal of the Corporation and of all books, records and instruments belonging to the Corporation, except when some other officer or agent has been appointed for that purpose, and shall have such other powers and duties as otherwise may be specified.

6.05                   Agents and Attorneys . - The Corporation, by or under the authority of the board, shall have power from time to time to appoint agents or attorneys for the Corporation in or outside Canada with such powers (including the power to subdelegate) of management, administration or otherwise as may be thought fit.

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SECTION SEVEN

PROTECTION OF DIRECTORS, OFFICERS AND OTHERS

7.01                   Limitation of Liability . - All directors and officers of the Corporation in exercising their powers and discharging their duties to the Corporation shall act honestly and in good faith with a view to the best interests of the Corporation and exercise the care, diligence and skill that a reasonably prudent person would exercise in comparable circumstances. Subject to the foregoing, and without limiting any defences available to a director or an officer under the Act or otherwise, no director or officer shall be liable for the acts, omissions, failures, neglects or defaults of any other director, officer or employee, or for any loss, damage or expense happening to the Corporation through the insufficiency or deficiency of title to any property acquired for or on behalf of the Corporation, or for the insufficiency or deficiency of any security in or upon which any of the moneys of the Corporation shall be invested, or for any loss or damage arising from the bankruptcy, insolvency or tortious acts of any person with whom any of the moneys, securities or effects of the Corporation shall be deposited, or for any loss occasioned by any error of judgment or oversight on the part of such director or officer, or for any other loss, damage or misfortune which shall happen in the execution of the duties of office or in relation thereto; provided that nothing herein shall relieve any director or officer from the duty to act in accordance with the Act or from liability for any breach thereof.

7.02                   Indemnity . - Subject to the Act, the Corporation shall indemnify a director or an officer, a former director or officer, or another individual who acts or acted at the Corporation’s request as a director or officer, or an individual acting in a similar capacity, of another entity, and their heirs and legal representatives, against all costs, charges and expenses, including an amount paid to settle an action or satisfy a judgment, reasonably incurred by the individual in respect of any civil, criminal, administrative, investigative or other proceeding in which the individual is involved because of that association with the Corporation, or other entity, if such individual (a) acted honestly and in good faith with a view to the best interests of the Corporation, or, as the case may be, to the best interests of the other entity for which the individual acted as director or officer or in a similar capacity at the Corporation’s request; and (b) in the case of a criminal or administrative action or proceeding that is enforced by a monetary penalty, the individual had reasonable grounds for believing that the individual’s conduct was lawful.

7.03                   Advance of Costs . - The Corporation shall advance moneys to a director, officer or other individual for the costs, charges and expenses of a proceeding referred to in section 7.02. The individual shall repay the moneys if the individual does not fulfil the conditions of section 7.02.

7.04                   Additional Circumstances . - The Corporation shall also indemnify any individual referred to in section 7.02 in such other circumstances as the Act or law permits or requires. Nothing in this by-law shall limit the right of any person entitled to indemnity to claim indemnity apart from the provisions of this by-law.

7.05                   Insurance . - Subject to the Act, the Corporation may purchase and maintain insurance for the benefit of any individual referred to in section 7.02 hereof as the board may from time to time determine.

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7.06                   Approval of Contracts . - Subject to the Act, any contract entered into or action taken or omitted by or on behalf of the Corporation shall, if approved by a resolution of the shareholders, be deemed for all purposes to have had the prior authorization of all the shareholders.

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SECTION EIGHT

SHARES

8.01                   Allotment of Shares . - Subject to the Act and the articles, the board may from time to time allot or grant options to purchase the whole or any part of the authorized and unissued shares of the Corporation at such times and to such persons and for such consideration as the board shall determine, provided that no share shall be issued until it is fully paid as provided by the Act.

8.02                   Commissions . - The board may from time to time authorize the Corporation to pay a reasonable commission to any person in consideration of such person’s purchasing or agreeing to purchase shares of the Corporation, whether from the Corporation or from any other person, or procuring or agreeing to procure purchasers for any such shares. The board may, to the extent permitted by the Act, delegate this authority to a committee of directors.

8.03                   Registration of Transfers . - Subject to the Act, no transfer of a share shall be registered in a securities register except upon compliance with the reasonable requirements of the Corporation and its transfer agent(s).

8.04                   Non-recognition of Trusts . - Subject to the Act, the Corporation may treat the registered holder of any share as the person exclusively entitled to vote, to receive notices, to receive any dividend or other payment in respect of the share, and otherwise to exercise all the rights and powers of an owner of the share.

8.05                   Share Certificates . - Every holder of one or more shares of the Corporation shall be entitled, at the holder’s option, to a share certificate, or to a non-transferable written acknowledgement of such right to obtain a share certificate, stating the number and class or series of shares held by such holder as shown on the securities register. Subject to the Act, such certificates shall be in such form as the board may from time to time approve. Any such certificate shall be signed in accordance with section 2.04 and need not be under the corporate seal. Notwithstanding the foregoing, unless the board otherwise determines, certificates representing shares in respect of which a transfer agent and/or registrar has been appointed shall not be valid unless countersigned by or on behalf of such transfer agent and/or registrar. The signature of one of the signing officers under section 2.04 or, in the case of a certificate which is not valid unless countersigned by or on behalf of a transfer agent and/or registrar and in the case of a certificate which does not require a manual signature under the Act, the signatures of the signing officers under section 2.04 may be printed or otherwise mechanically reproduced thereon. Every such printed or mechanically reproduced signature shall for all purposes be deemed to be the signature of the officer whose signature it reproduces and shall be binding upon the Corporation. A certificate executed as aforesaid shall be valid notwithstanding that one or both of the officers whose printed or mechanically reproduced signature appears thereon no longer holds office at the date of issue of the certificate.

8.06                   Replacement of Share Certificates . - The board or any officer or agent designated by the board may direct the issue of a new share or other such certificate in lieu of and upon cancellation of a certificate that has been mutilated or in substitution for a certificate claimed to have been lost, destroyed or wrongfully taken on payment of such reasonable fee

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and on such terms as to indemnity, reimbursement of expenses and evidence of loss and of title as the board may from time to time prescribe, whether generally or in any particular case.

8.07                   Joint Shareholders . - If two or more persons are registered as joint holders of any share, the Corporation shall not be bound to issue more than one certificate in respect thereof, and delivery of such certificate to one of such persons shall be sufficient delivery to all of them. Any one of such persons may give effectual receipts for the certificate issued in respect thereof or for any dividend, bonus, return of capital or other money payable or warrant issuable in respect of such share.

8.08                   Deceased Shareholders . - In the event of the death of a holder, or of one of the joint holders, of any share, the Corporation shall not be required to make any entry in the securities register in respect thereof or to make any dividend or other payments in respect thereof except upon production of all such documents as may be required by law and upon compliance with the reasonable requirements of the Corporation and its transfer agents.

8.09                   Transfer Agents and Registrars . - The board may from time to time appoint one or more agents to maintain, in respect of each class of shares of the Corporation issued by it, a central securities register and one or more branch securities registers. Such a person may be designated as transfer agent or registrar according to the functions of such person and one person may be designated both registrar and transfer agent subject to any applicable stock exchange requirements. The board may at any time terminate such appointment..

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SECTION NINE

DIVIDENDS

9.01                   Dividends . - Subject to the Act, the board may from time to time declare dividends payable to the shareholders according to their respective rights and interests in the Corporation. Dividends may be paid in money or property or by issuing fully paid shares of the Corporation or options or rights to acquire fully paid shares of the Corporation. Any dividend unclaimed after a period of six years from the date on which the same has been declared to be payable shall be forfeited and shall revert to the Corporation.

9.02                   Dividend Cheques . - A dividend payable in cash shall be paid by cheque or in such other manner as prescribed by the board or determined by the Corporation to the order of each registered holder of shares of the class or series in respect of which it has been declared and mailed by prepaid ordinary mail or otherwise provided to such registered holder at the holder’s recorded address, unless such holder otherwise directs. In the case of joint holders the cheque or other manner of payment shall, unless such joint holders otherwise direct, be made payable to the order of all of such joint holders and mailed to them at their recorded address. The mailing of such cheque or delivery of or such other manner of payment as aforesaid, unless the same is not paid on due presentation, shall satisfy and discharge the liability for the dividend to the extent of the sum represented thereby plus the amount of any tax which the Corporation is required to and does withhold. In the event of non-receipt of any dividend cheque or other manner of payment by the person to whom it is sent as aforesaid, the Corporation shall issue to such person a replacement cheque or other manner of payment for a like amount on such terms as to indemnity, reimbursement of expenses and evidence of non-receipt and of title as the board may from time to time prescribe, whether generally or in any particular case.

9.03                   Record Date . - The board may, within the prescribed period, fix in advance a date as the record date for the purpose of determining shareholders entitled to receive payment of a dividend and notice of the record date shall be given within the prescribed period in the manner provided by the Act. If no record date is so fixed, the record date for the determination of the shareholders entitled to receive payment of any dividend or for such other purposes shall be at the close of business on the day on which the directors pass the resolution relating thereto.

9.04                   Dividend Disbursing Agent . - The board may from time to time appoint a dividend disbursing agent to disburse dividends.

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SECTION TEN

MEETINGS OF SHAREHOLDERS

10.01                   Annual Meetings . - Subject to the Act, the board shall call an annual meeting of shareholders: (a) not later than 18 months after the Corporation comes into existence; and (b) subsequently, not later than 15 months after holding the last preceding annual meeting but no later than six months after the end of the Corporation’s preceding financial year. The annual meeting of shareholders shall be held for the purpose of considering the financial statements and reports required by the Act to be placed before the annual meeting, electing directors, appointing auditors and for the transaction of such other business as may properly be brought before the meeting.

10.02                   Special Meetings . - The board shall have power to call a special meeting of shareholders at any time.

10.03                   Place of Meetings . - Meetings of shareholders shall be held at the registered office of the Corporation or elsewhere in Canada if the board shall so determine. A meeting of shareholders may be held at a place outside Canada if the place is specified in the articles or all the shareholders entitled to vote at the meeting agree that the meeting is to be held at that place. A shareholder who attends a meeting of shareholders held outside Canada is deemed to have agreed to it being held outside Canada except when the shareholder attends the meeting for the express purpose of objecting to the transaction of any business on the grounds that the meeting is not lawfully held. A meeting held pursuant to section 10.05 shall be deemed to be held at the place where the registered office of the Corporation is located.

10.04                   Participation in Meeting by Electronic Means . - Any person entitled to attend a meeting of shareholders may participate in the meeting, in accordance with the Act, by means of a telephonic, electronic or other communication facility that permits all participants to communicate adequately with each other during the meeting, if the Corporation makes available such a communication facility. A person participating in a meeting by such means is deemed for the purposes of the Act to be present at the meeting.

10.05                   Meeting held by Electronic Means . - If the directors or the shareholders of the Corporation call a meeting of shareholders pursuant to the Act, those directors or shareholders, as the case may be, may determine that the meeting shall be held, in accordance with the Act, entirely by means of a telephonic, electronic or other communication facility that permits all participants to communicate adequately with each other during the meeting.

10.06                   Notice of Meetings . - Notice of the time and place of each meeting of shareholders shall be given in the manner provided in Section Eleven within the prescribed period to each director, to the auditor, and to each shareholder who at the close of business on the record date for notice is entered in the securities register as the holder of one or more shares carrying the right to vote at the meeting. Notice of a meeting of shareholders called for any purpose other than consideration of the financial statements and auditor’s report, election of directors and reappointment of the incumbent auditor shall state the nature of such business in sufficient detail to permit the shareholder to form a reasoned judgment thereon and shall state the text of any special resolution to be submitted to the meeting.

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10.07                   List of Shareholders Entitled to Notice . - For every meeting of shareholders, the Corporation shall prepare a list of shareholders entitled to receive notice of the meeting, arranged in alphabetical order and showing the number of shares held by each shareholder entitled to vote at the meeting, within the time period required by the Act. If a record date for notice of the meeting is fixed pursuant to section 10.08, the shareholders listed shall be those registered at the close of business on such record date. If no record date for notice is fixed, the shareholders listed shall be those registered at the close of business on the day immediately preceding the day on which notice of the meeting is given or, where no such notice is given, on the day on which the meeting is held. Where a separate list of shareholders has not been prepared, the names of persons appearing in the securities register at the requisite time as the holder of one or more shares carrying the right to vote at such meeting shall be deemed to be a list of shareholders.

10.08                   Record Date for Notice . - The board may, within the prescribed period, fix in advance a date as the record date for the purpose of determining the shareholders entitled to vote at a meeting of shareholders and notice of the record date shall be given within the prescribed period in the manner provided by the Act. If no such record date is so fixed, the record date for the determination of the shareholders entitled to receive notice of the meeting shall be at the close of business on the day immediately preceding the day on which the notice is given or, if no notice is given, shall be the day on which the meeting is held.

10.09                   Chair, Secretary and Scrutineers . - The chair of any meeting of shareholders shall be the first mentioned of such of the following officers as have been appointed and who is present at the meeting: chair of the board, lead independent director (if any), chief executive officer, or a vice president who is a shareholder. If no such officer is present within 15 minutes from the time fixed for holding the meeting, the persons present and entitled to vote shall choose one of their number to be chair. If the secretary of the Corporation is absent, the chair shall appoint some person, who need not be a shareholder, to act as secretary of the meeting. If desired, one or more scrutineers, who need not be shareholders, may be appointed by a resolution or by the chair with the consent of the meeting.

10.10                   Persons Entitled to be Present . - The only persons entitled to be present at a meeting of shareholders shall be those entitled to vote thereat, the directors and auditor of the Corporation and others who, although not entitled to vote, are entitled or required under any provision of the Act or the articles or by-laws to be present at the meeting. Any other person may be admitted only on the invitation of the chair of the meeting or with the consent of the meeting.

10.11                   Quorum . - Subject to the Act in respect of a majority shareholder, a quorum for the transaction of business at any meeting of shareholders shall be two persons present, each being a shareholder entitled to vote thereat or a duly appointed proxyholder or representative for a shareholder so entitled, who, together, hold or represent by proxy not less than 33% of the votes attached to the outstanding voting shares of the Corporation entitled to vote at the meeting. If a quorum is present at the opening of any meeting of shareholders, the shareholders present or represented may proceed with the business of the meeting notwithstanding that a quorum is not present throughout the meeting. If a quorum is not present at the time appointed for the meeting of shareholders or within a reasonable time thereafter as the shareholders may determine, the shareholders present or represented may adjourn the meeting to a fixed time and place but may not transact any other business.

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10.12                   Time for Deposit of Proxies . - The board may specify in a notice calling a meeting of shareholders a time, preceding the time of such meeting by not more than 48 hours, excluding Saturdays and holidays, before which time proxies to be used at such meeting must be deposited. A proxy shall be acted upon only if, prior to the time so specified, it shall have been deposited with the Corporation or an agent thereof specified in such notice or if, no such time having been specified in such notice, it has been received by the secretary of the Corporation or by the chair of the meeting or any adjournment thereof prior to the time of voting.

10.13                   Joint Shareholders . - If two or more persons hold shares jointly, any one of them present or duly represented at a meeting of shareholders may, in the absence of the other or others, vote the shares; but if two or more of those persons are present or represented and vote, they shall vote as one the shares jointly held by them.

10.14                   Votes to Govern . - At any meeting of shareholders every question shall, unless otherwise required by the articles or by-laws or by law, be determined by a majority of the votes cast on the question. In case of an equality of votes either upon a show of hands or upon a poll, the chair of the meeting shall not be entitled to a second or casting vote.

10.15                   Show of Hands . - Subject to the Act, any question at a meeting of shareholders shall be decided by a show of hands, unless a ballot thereon is required or demanded as hereinafter provided. Upon a show of hands every person who is present and entitled to vote shall have one vote, subject to any provision of the Act restricting the ability of a proxyholder or alternate proxyholder to vote by way of show of hands where such person has conflicting instructions from more than one shareholder. Whenever a vote by show of hands shall have been taken upon a question, unless a ballot thereon is so required or demanded, a declaration by the chair of the meeting that the vote upon the question has been carried or carried by a particular majority or defeated and an entry to that effect in the minutes of the meeting shall be prima facie proof of the fact without proof of the number or proportion of the votes recorded in favour of or against any resolution or other proceeding in respect of the said question, and the result of the vote so taken shall be the decision of the shareholders upon the said question. Any vote referred to in section 10.14 and this section 10.15 may be held, subject to and in accordance with the Act, partly or entirely by means of a telephonic, electronic or other communication facility, if the Corporation makes available such a communication facility. Any person participating in a meeting of shareholders under section 10.04 or 10.05 and entitled to vote at that meeting may vote, subject to and in accordance with the Act by means of the telephonic, electronic or other communication facility that the Corporation has made available for that purpose.

10.16                   Ballots . - On any question proposed for consideration at a meeting of shareholders, and whether or not a show of hands has been taken thereon, the chair may require a ballot or any person who is present and entitled to vote on such question at the meeting may demand a ballot. A ballot so required or demanded shall be taken in such manner as the chair shall direct. A requirement or demand for a ballot may be withdrawn at any time prior to the taking of the ballot. If a ballot is taken each person present shall be entitled, in respect of the shares which such person is entitled to vote at the meeting upon the question, to that number of votes provided by the Act or the articles, and the result of the ballot so taken shall be the decision of the shareholders upon the said question.

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10.17                   Adiournment . - The chair at a meeting of shareholders may, with the consent of the meeting and subject to such conditions as the meeting may decide, adjourn the meeting from time to time and from place to place. If a meeting of shareholders is adjourned for less than 30 days, it shall not be necessary to give notice of the adjourned meeting, other than by announcement at the earliest meeting that is adjourned. Subject to the Act, if a meeting of shareholders is adjourned by one or more adjournments for an aggregate of 30 days or more, notice of the adjourned meeting shall be given as for an original meeting.

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SECTION ELEVEN

NOTICES

11.01                   Method of Giving Notices . - Any notice (which term includes any communication or document) to be given (which term includes sent, delivered or served) pursuant to the Act, the articles, the by-laws or otherwise to a shareholder, director, officer, auditor or member of a committee of the board shall be sufficiently given, subject to any provisions in the Act regarding certain types of communications or documents, if delivered personally to the person to whom it is to be given; if delivered to the person’s recorded address or if mailed to such person at such recorded address by prepaid ordinary mail; if sent to such person at such recorded address by any means of prepaid transmitted or recorded communication; or by providing an electronic document subject to and in accordance with the Act. A notice so delivered shall be deemed to have been given when it is delivered personally or to the recorded address as aforesaid; a notice so mailed shall be deemed to have been given when deposited in a post office or public letter box; and a notice so sent by any means of transmitted or recorded communication or by providing an electronic document shall be deemed to have been given when dispatched or delivered for dispatch. A notice so delivered shall be deemed to have been received when it is personally delivered; a notice so mailed shall be deemed to be received at the time it would be delivered in the ordinary course of mail and a notice so sent shall be deemed to have been received on the day it is transmitted. The secretary may change or cause to be changed the recorded address of any shareholder, director, officer, auditor or member of a committee of the board in accordance with any information believed by the secretary to be reliable.

11.02                   Notice to Joint Shareholders . - If two or more persons are registered as joint holders of any share, any notice may be addressed to all such joint holders, but notice addressed to one of such persons shall be sufficient notice to all of them.

11.03                   Computation of Time . - In computing the date when notice must be given under any provision requiring a specified number of days’ notice of any meeting or other event, the day of giving the notice shall be excluded and the day of the meeting or other event shall be included.

11.04                   Undelivered Notices . - If any notice given to a shareholder pursuant to section 11.01 is returned on two consecutive occasions because the shareholder cannot be found, the Corporation shall not be required to give any further notices to such shareholder until informed in writing by the shareholder of a new address.

11.05                   Omissions and Errors . - The accidental omission to give any notice to any shareholder, director, officer, auditor or member of a committee of the board or the non-receipt of any notice by any such person or any error in any notice not affecting the substance thereof shall not invalidate any action taken at any meeting held pursuant to such notice or otherwise founded thereon.

11.06                   Persons Entitled by Death or Operation of Law . - Every person who, by operation of law, transfer, death of a shareholder or any other means whatsoever shall become entitled to any share, shall be bound by every notice in respect of such share which shall have been duly given to the shareholder from whom such person derives title to such share prior to

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the name and address of such person being entered on the securities register (whether such notice was given before or after the happening of the event upon which such person became so entitled) and prior to such person furnishing to the Corporation the proof of authority or evidence of entitlement prescribed by the Act.

11.07                   Waiver of Notice . - Any shareholder, proxyholder, director, officer, auditor or member of a committee of the board, or any other person entitled to receive notice of a meeting of shareholders or any other notice from the Corporation, may at any time waive any notice, or waive or abridge the time for any notice, required to be given to such person under the Act, the articles, the by-laws or otherwise, and such waiver or abridgement, whether given before or after the meeting or other event of which notice is required to be given, shall cure any default in the giving or in the time of such notice, as the case may be. Any such waiver or abridgement shall be in writing except a waiver of notice of a meeting of shareholders or of the board or a committee of the board which may be given in any manner.

11.08                   Interpretation . - In the by-laws, “ recorded address ” means: in the case of a shareholder, the address as recorded in the securities register; in the case of joint shareholders, the address appearing in the securities register in respect of such joint holding or the first address so appearing if there are more than one; and in the case of a director, officer, auditor or member of a committee of the board, the latest address as shown in the records of the Corporation.

11.09                   Electronic Documents . - A requirement under these by-laws that a notice, document or other information be provided in writing may be satisfied by providing an electronic document and a requirement under these by-laws for a signature or that a document be executed, in relation to an electronic document, may be satisfied, in each case, if the requirements in the Act (or any duly granted exemption under the Act) in respect thereof are met.

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SECTION TWELVE

EFFECTIVE DATE

12.01                   Effective Date . - This by-law shall come into force when made by the board in accordance with the Act.

The foregoing by-law was made by the directors of the Corporation on the 2 ^nd day of June, 2017, and was confirmed without variation by the shareholders of the Corporation on the 2 ^nd day of June, 2017.

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Exhibit 99.4

Nutrien Code of Ethics

Table of Contents

General

A Higher Standard for Leadership

Waiver

Obligation to Report Misconduct

Report Handling Procedures

No-Retaliation Policy

Annual Training / Acknowledgement

Antitrust and Competition Laws

Anti-Corruption and Anti-Bribery

Global Trade Compliance

Anti-Money Laundering

Travelling Abroad

Fair and Respectful Workplace

Diversity

Personal Information

Conflict of Interest

Confidential Information

Nutrien Assets

Records Management

Intellectual Property

Insider Trading

Public Disclosure

External Communications

Accurate Business Records

Fair Dealings

Gift and Entertainment

Corporate Social Responsibility

Political Contributions and Community Investment

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CODE OF ETHICS

Nutrien’s most important assets are our employees, customers, shareholders, suppliers and the communities in which we operate. It is critical that we maintain the trust of each. Our Code of Ethics (“Code”) helps us fulfill our responsibilities by:

Nutrien has several entity-level and local policies that you are required to read and understand in addition to this Code.

General

All of us must comply with the Code including all employees, officers and the Board of Directors (“directors”) of Nutrien. Nutrien includes the Nutrien Group of Companies, meaning all of its affiliated entities (i.e., entities in which Nutrien controls or owns, directly or indirectly, more than 50% of the outstanding shares) (collectively referred to as “Nutrien”). We also require some business partners and other entities to comply with this Code. It is important that all representatives of Nutrien act in a manner that will maintain Nutrien’s reputation for ethics, integrity and respect, and foster a culture of honesty and accountability.

It is important that we understand the Code and how to apply it to situations we may encounter in our work. It will be relatively easy to determine how to apply the Code to many situations. However, some business situations are more complex. The Code does not provide guidance on every circumstance we might face in our work. Instead, it sets minimum standards that each of us is expected to meet or exceed in our business dealings and provides guidelines to help us address new situations. As always, each of us are expected to use our best judgment and common sense, keeping in mind that we are required to comply with the spirit, as well as the written words, of the Code.

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If you face an ethical situation and you’re not sure what to do, asking yourself the following questions may help.

You should be able to answer “Yes” to each of these questions.

All of us are encouraged to raise questions or issues with our supervisors, the Human Resources Department, the Legal Department or the Compliance Department. When in doubt, you should ask before acting.

Compliance with the Code is mandatory. A breach of the Code may result in disciplinary action, up to and including termination of employment, where permitted by local law.

A Higher Standard for Leadership

All supervisors, managers and officers (collectively, “leaders”) have an elevated responsibility to lead according to the standards in this Code, in both words and actions, because leaders are in positions of trust and influence, and set the ethical tone of the organization. Leaders are expected to ensure that we understand this Code, and complete the required annual training and commitment to this Code. Leaders also are expected to adhere to and promote our “open door” policy. This means that they are available to anyone with ethical concerns, questions or complaints, and encourage an environment where we feel comfortable asking questions or raising concerns. Our leaders must follow up on allegations of

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wrongdoing, and take appropriate action, including notifying the Legal Department or the Compliance Department where appropriate.

Leaders must adhere to our No-Retaliation Policy. They cannot retaliate against anyone for raising a concern or question in good faith or participating in an investigation. Leaders must not tolerate retaliatory acts by anyone else.

Waiver

If you need to inquire about or seek a waiver of a provision of our Code, you should reach out to the Legal or Compliance Department. Waivers of our Code that are applicable to our directors or executive officers must be approved by our Board of Directors (or a designated Board committee) and will be disclosed as and when required by law or the listing standards of the Toronto and New York Stock Exchanges.

Nutrien’s business activities are rooted in public trust. Our continued success depends on maintaining our ethical reputation. Each of us has a duty, if appropriate under local law, to report violations, or suspected violations, of this Code or any other Nutrien policy. We also have an obligation, in conformity with local law, to participate in internal and external investigations into reported allegations of misconduct, as well as cooperate with internal and external auditors.

Obligation to Report Misconduct

If you have a good faith belief that you, or someone else, is about to or has engaged in conduct that violates this Code or any other law or Nutrien policy, you are required to report it immediately, if appropriate under local law. You can report to your supervisor, any member of management, your local Human Resources department, any member of the Legal Department or the Compliance Department. Another option is to report to the Audit Committee, which you can do by sending a written summary of your concerns to Nutrien’s head office, in a sealed envelope marked “Private and Confidential – Attention: Chair of the Audit Committee of Nutrien.” Directors and officers are required to report misconduct to the Chair of the Board, or to the Chair of the appropriate committee of the Board.

You also can contact the Nutrien Compliance Hotline to report your concerns. If you use the Compliance Hotline, you can choose to remain anonymous, where permitted by local law, or you can identify yourself. All inquiries to the Compliance Hotline will be handled confidentially to the extent permitted by local law.

The Code will be enforced at all levels of Nutrien. Violations of the Code or other Nutrien policies will be taken extremely seriously and may result in disciplinary action, up to and including termination of employment, where permitted by local law. If any breach of the Code or Nutrien policies violates the law, civil or criminal legal proceedings may also result.

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Report Handling Procedures

We will maintain an open culture where all concerns expressed in good faith will be investigated and, if appropriate, acted upon. We will always strive to protect the anonymity of anyone who in good faith reports suspected misconduct. All concerns, questions and complaints will be taken seriously and handled promptly, confidentially and professionally.

The Compliance Hotline is available 24 hours a day, 7 days a week and is administered by an independent vendor. There will be no effort to trace or record calls to the Hotline or emails sent to the Compliance mailbox. The information you provide is summarized by the independent vendor in a report and forwarded to members of the Compliance Department. Concerns involving executive management are also automatically sent to the Chair of the Audit Committee.

When a concern is reported, whether through the Compliance Hotline or by any other method, the Compliance Department reviews the report and decides what type of investigation is appropriate. The Compliance Department can communicate with you through the Compliance Hotline or, if you choose to identify yourself, directly through phone, email, the website or in person. You will be notified once the investigation has been completed. Under some circumstances, Nutrien may have confidentiality obligations that may limit the information that can be provided to you at the end of the investigation.

No-Retaliation Policy

We will not tolerate retaliation, and will protect employees from retaliation. This means that we will not permit retaliation of any kind by or on behalf of Nutrien and our directors, officers, or employees against (a) good faith reports or complaints of violations of this Code or Nutrien policies, or other illegal or unethical conduct, or (b) cooperation in an investigation by a governmental authority or by Nutrien, where the person cooperating has a good faith belief that a violation of law, this Code, or other Nutrien policies has occurred. Acting in good faith means that you have a reasonable belief that the information you provide is true, and that you provide all the information you have.

To maintain the standards of conduct embodied in this Code, Nutrien needs your active cooperation, and requires your full support. If you believe you have been retaliated against, contact the Legal Department, the Compliance Department, or the Human Resources Department. Anyone who retaliates against another person in violation of this Code or Nutrien policies will be subject to disciplinary action, up to and including termination of employment, where permitted by local law.

Annual Training / Acknowledgment

Each year, you will be asked to complete the Code of Ethics training course. Upon completion of this training, you may be asked to reaffirm your commitment to comply with the Code of Ethics.

Nutrien continues to grow throughout the world. We must respect and comply with all the laws that apply to our business operations, wherever we conduct business around the world. This means that we must abide by the laws of the countries, provinces, states and other local jurisdictions in which we do business. We also must ensure that we understand and abide by laws of the jurisdictions that apply to us globally.

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Each of us also is responsible for abiding by all applicable written Nutrien policies, procedures and guidelines, including Nutrien’s entity-level and local policies.

The Legal Department is available to assist in interpreting and applying the law and Nutrien policies pertaining to each of our lines of business.

Below are some of the laws and Nutrien policies that influence how we do business at Nutrien.

Antitrust and Competition Law

We are required to comply with all applicable antitrust and competition laws. These laws are designed to protect and promote free and open competition. We are prohibited from making formal or informal agreements – whether successful or not – with competing companies that attempt to restrict trade. Even the appearance of violating antitrust or competition laws can bring serious consequences to the individuals involved and to Nutrien.

Examples of conduct, agreements or understandings among competitors that may violate antitrust or competition laws include, but are not limited to:

For more information, please see our Competition Law Policy.

Anti-Corruption and Anti-Bribery

All of us must engage in ethical conduct and comply with all foreign and local anti-corruption and anti-bribery laws in any jurisdiction in which we do business. A bribe is the giving (or authorizing or offering) of something of value to an individual with the intent of obtaining an improper benefit. A bribe can take many forms, including cash and cash equivalents, gifts, entertainment, meals, travel, below-market loans, preferential hiring, favors and political and charitable donations. If you receive a demand for or offer of a bribe in any form you must reject it and report it immediately to the Legal Department.

Anti-corruption laws prohibit bribing anyone — including government officials and business partners — by offering anything of value, either directly or indirectly through a third party, in an attempt to obtain or retain business or a business advantage. Nutrien prohibits the payment of all bribes whether to government officials or business partners. Bribes and other corrupt payments may violate multiple anti-corruption laws and expose individuals and the Company to civil and criminal liability and severe penalties. Violations also could result in the loss of future government contracts.

Third parties also can create corruption and bribery risks for Nutrien when they act on our behalf. It is important that we conduct a proper level of due diligence prior to entering into business relationships with third parties.

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For more information, please see our Global Anti-Corruption Policy.

Global Trade Compliance

Nutrien’s global reach demands that we exercise appropriate due diligence as to the third parties with which we do business and that we comply with all international laws regulating trade, as well as local import and export laws and regulations. These laws are complex and can change quickly as governments address new political or security issues. In general, they govern the export, import or transfer of certain controlled products and technology by Nutrien. If your job involves the transportation or use of products or technology subject to export control laws or importation regulations, it is your responsibility to know and follow all such laws and regulations, as well as related Nutrien policies and procedures. The consequences for violating trade control laws and regulations are severe — both for Nutrien and for the individuals involved. Therefore, if you have any questions about exports, re-exports or imports, please contact the Legal Department.

In addition, some countries where we do business use embargoes and sanctions to further foreign policy and national security objectives. These embargoes and sanctions prohibit or severely restrict our direct or indirect dealings with certain countries. They also may restrict our dealings with individuals or with companies controlled by the government. You are responsible for obtaining a legal review of any transaction involving any country subject to Canada, United States or United Nations embargoes or sanctions to determine whether applicable laws prohibit the proposed transaction. In addition, all transactions must be screened to ensure that they do not involve any prohibited parties, destinations or end-uses.

Anti-Money Laundering

Nutrien is committed to complying with anti-money laundering laws in the countries where we do business. Money laundering is the process by which individuals or entities move criminal funds through the financial system to hide traces of their criminal origin, or otherwise try to make these funds look legitimate. We need to be on the lookout for irregularities in the way payments are made (i.e., attempts to make payments in cash, payments to third parties not involved in the contract, or requests to make an overpayment).

We will not conduct business with individuals or organizations that we reasonably believe could be engaged in money laundering or any process by which such individuals or organizations try to conceal illicit funds or make those funds look legitimate.

Travelling Abroad

As part of our global business, many of us may travel internationally and cross border on a regular basis. It is vital that when doing so we provide accurate information to authorities when applying for entry to a country and that we obtain appropriate immigration documentation to cover our activities in that country and comply with all tax, immigration and related laws and regulations. If you have any questions or concerns, please refer to the Travel Department or the Human Resources Department for assistance.

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Fair and Respectful Workplace

Nutrien encourages respect for the rights, culture, diversity and dignity of all individuals. Nutrien strives to maintain a work environment that is respectful, professional and free from discrimination and harassment.

Nutrien will not tolerate discrimination or harassment directed at any individual or group with respect to, but not limited to, race, gender, gender identity, gender expression, color, religion, national origin, age, qualifying disability, veteran status, marital status, family status, pregnancy, sexual orientation or any activity specifically protected under a Nutrien policy. Jurisdictions in which we do business may include additional protected grounds not mentioned above. Nutrien will comply with all applicable local employment and human rights laws in any jurisdiction where we do business.

If you experience or become aware of any act of discrimination or harassment, you have a duty to report it. You will not face retaliation for making a good faith complaint, assisting in an investigation or filing a complaint with any governmental agency under federal, provincial, state or local employment discrimination laws.

Diversity

In keeping with Nutrien’s values, we all must respect diversity and seek mutual benefit from working together with people with diverse experiences and backgrounds. We recognize that having a diverse and inclusive workforce enhances our organizational strength and economic returns, creates a sustainable economic advantage, and reflects the diversity of our stakeholders, including customers, employees, suppliers and investors, and the demographics of the communities in which we operate.

Personal Information

We will maintain the confidentiality of personal information entrusted to us by our employees or customers. Personal information is any information about an identifiable individual, other than the person’s business title or business contact information when used or disclosed for the purpose of business communications. Personal information does not include anonymous or non-personal information (i.e., information that cannot be associated with or tracked back to a specific individual).

Nutrien will collect, use and disclose personal information only with the knowledge and permission of the affected individual unless necessary and permitted by local laws. Access to personal information within Nutrien generally will be restricted to those employees with legitimate business reasons to review the information. If you have such access, you are required to safeguard this information and follow our privacy policies and data protection practices in your use of online and offline systems, processes, products and services that involve the use, storage or transmission of any such information. We may communicate this information to agents or service providers, but only if they have agreed to be bound by our rules governing privacy and confidentiality and their compliance with these rules is monitored.

For more information, please see our privacy policies.

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Our overriding concerns are safety of people and protection of the environment. At Nutrien, safety is more than just a priority, it is a core value which becomes an inseparable component of all we do at work, at home and as an example to others. Our goals simply stated are: No harm to people and a relentless pursuit of minimizing our environmental impacts. The drive to achieve these goals motivates us every day to find better ways to operate safely, to ensure no harm to our people and to continuously reduce our environmental impact.

In all our activities and operations, we will:

If we become aware of circumstances relating to Nutrien’s operations or activities that raise a safety or environmental concern, we will report the matter to our supervisors, to our Safety and Health Committee members, to the Human Resources Department, to the Legal Department or by one of the other methods described in this Code.

Conflicts of Interest

It is each of our responsibility to work for the best interest of Nutrien and our shareholders. A conflict of interest occurs when our private interest negatively influences, or appears to influence, our business judgment. Conflicts also may arise when we (or our families) receive improper personal benefits as a

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result of our position in Nutrien. We must avoid even the appearance of a conflict of interest that might cause others to doubt our fairness or integrity.

The following are some examples of potential conflicts and the rules that each of us should follow:

Confidential Information

We must avoid inadvertent disclosure of confidential information during our employment and post-employment. Confidential information includes any non-public information that might be of use to competitors of Nutrien, or harmful to Nutrien or its suppliers or customers if disclosed, including but not limited to, information about finances, devices, processes, plans and methods. Activities where inadvertent disclosure could occur include any conversation (in person, in writing or by telephone) in any public area or on the Internet (including by email, in blogs, chat rooms or news groups, or through any social media or social network). Also, you must not discuss or share any confidential information with anyone outside of Nutrien, including family members or friends, and this includes your online communications.

Whenever feasible, we should consult the Legal Department if we believe that there is a legal obligation to disclose confidential information. For example, it may be necessary to disclose confidential information when cooperating in an investigation by a governmental agency or by the Company, where the person cooperating has a good faith belief that a violation of law or the Company’s policies has occurred.

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Nutrien Assets

We are each entrusted with Nutrien assets and will work to protect them from loss, damage, misuse or theft. We will ensure their efficient use for legitimate business purposes only. Nutrien assets include physical and intangible assets, such as, but not limited to, facilities, financial assets, vehicles, office supplies, operations-related equipment and machinery, ideas and innovations, confidential information and technological equipment including computers, smart phones, communication systems, software, operating systems, networks and storage media. Additionally, all files, records, intellectual property and reports that we create or acquire in the course of our employment with Nutrien are the property of Nutrien.

We will avoid wasting Nutrien assets through carelessness or neglect and under no circumstances will we convert Nutrien property to our personal use. We will not abuse our use of the Internet, our intranet or the use of Nutrien email. We will never use Nutrien computers or networks in a way that could compromise the security or integrity of Nutrien information or software, or to access, receive or transmit materials that are inappropriate, illegal or may violate any of our policies.

We have no expectation of personal privacy in connection with the use of these Nutrien resources unless otherwise permitted by local law. Nutrien reserves the right to monitor use of Nutrien property, premises and resources (for example, office sites, operations sites, computers, email, phones, proprietary information, etc.) in accordance with applicable laws and as necessary to protect the interests of Nutrien. Nutrien monitors facilities and equipment to promote safety, prevent unlawful activity, and comply with legal requirements.

Records Management

We often deal with large quantities of Nutrien documents and records, both paper and electronic. All records that relate to our work are the property of Nutrien, including those that we may have authored or helped to prepare. It is important that we know Nutrien’s policy regarding how long we should retain these documents and records, and when and how we should dispose of them.

If we are notified that documents in our possession are relevant to any pending litigation or an investigation or audit, we will not alter, distort, conceal, delete or destroy the documents, and we will follow the guidelines set forth in the notification from the Legal Department. In the event of litigation or governmental investigation, we must consult the Legal Department before destroying any pertinent records.

Intellectual Property

Intellectual property includes works or inventions that are often the subject of a patent, copyright or trademark. Intellectual property is generally owned by an individual or company, and use of it without permission is prohibited. We will never use someone else’s patented or copyrighted work or invention, or trademarked name without permission. We will never copy or use proprietary data, product drawings, user manuals or software without permission. We will never plagiarize or inappropriately use articles or materials published by others.

Questions regarding intellectual property rights should be directed to the Legal Department.

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Insider Trading

All directors, officers, and employees of Nutrien with access to or knowledge of undisclosed material information from or about Nutrien, or any of its subsidiaries, are prohibited from buying, selling, or otherwise trading in Nutrien’s securities or the securities of Nutrien’s subsidiaries or from informing or tipping others about material non-public information. Material information is any information that a reasonable investor would likely consider important in deciding whether to buy, sell or hold securities of a company (for example, stocks, bonds or options). Information is considered non-public if it has not been adequately disclosed to the public (for example, through a press release, a webcast available to the public, or a filing with a government agency).

For more information, please refer to the Securities Trading Policy .

Public Disclosure

Nutrien is committed to the timely, factual and broad-based disclosure of complete, accurate and balanced information about Nutrien in accordance with all applicable legal and regulatory requirements.

Nutrien designates a limited number of spokespersons responsible for communication with the media and the investment community. The CEO, CFO, Vice President, Investor & Corporate Relations (or such individuals in similar capacities or positions who perform substantially similar functions) shall be the official spokespersons for Nutrien on general corporate matters. Individuals holding these positions may, from time to time, designate others within Nutrien to speak on behalf of Nutrien or to respond to specific inquiries.

Employees who are not authorized spokespersons must not respond to inquiries from the investment community, the media or others, unless specifically asked to do so by an authorized spokesperson.

For more information, please refer to the Disclosure Policy .

External Communications

It is important that we communicate with our stakeholders accurately and honestly about Nutrien in all external communications including, but not limited to, social media, news media, publications and speeches. Social media has changed the way we live and work and can blur the lines between our personal and professional lives. Social media includes blogs, discussion boards, chat rooms and websites such as Facebook, StockTwits, Twitter, Instagram, LinkedIn and YouTube. We will exercise caution and discretion in our use of social media. Employees should not post materials that identify Nutrien or create the impression that they represent Nutrien without first getting the appropriate authorization. Site Managers may deal with certain media and public enquiries in accordance with the Media and Public Communication Policy.

In addition to everyday communications using social media, employees may be asked or elect to express their views or provide information to the news media, in public speeches or in articles for publication about Nutrien or our business. In order to ensure appropriate and accurate information is disseminated, employees must discuss all such communications with the Investor and Corporate Relations Department or the Legal Department.

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However, any disclosure of the type contemplated by the Disclosure Policy , including disclosures made to shareholders, investors, analysts and securities regulatory authorities must be discussed with the Vice President, Investor & Corporate Relations.

Accurate Business Records

We must make sure that we are honest and accurate in every part of our business. This includes ensuring that we record properly in Nutrien’s books, records and accounts all funds, assets, receipts and disbursements of Nutrien. When filling out expense reports, we must ensure that we are accurate and provide enough detail to confirm the business purpose of the matter. Nutrien’s books, records, accounts and financial statements must be maintained in reasonable detail, must appropriately reflect Nutrien’s transactions, and must conform both to applicable financial reporting and accounting laws and to Nutrien’s system of internal controls. We will maintain accurate and complete environmental and safety reports and records. We will never create or participate in the creation of records that are misleading or artificial. We will not authorize payment of Company funds knowing that any part of the payment will be used for any purpose other than the purpose described in the documents supporting the payment. Each of us will co-operate fully with Nutrien’s internal and independent auditors, as well as government investigators or regulators that request information in connection with any audit or investigation.

Remember, almost all Nutrien documents, including email and other electronic records, may be subject to public disclosure during litigation or governmental investigations. Records also are often obtained by outside parties or the media. Therefore, we should be clear, concise, truthful and accurate when recording any information. Avoid exaggeration, colorful language, guesswork, legal conclusions and derogatory characterizations of people and their motives in our communications.

We will follow our administrative and accounting controls to ensure that Nutrien complies with the above requirements and that financial and other reports are accurately and reliably prepared, and fully and fairly disclose all required or otherwise material information.

Fair Dealings

Our reputation is built upon the value created by each of us in our daily interactions with suppliers, customers, shareholders, suppliers, fellow employees, competitors, regulators and the public. Each of us should endeavor to deal fairly with those with whom we do business. We can build the value of Nutrien by meeting the highest standards of professional conduct. We will never act in a way which might embarrass Nutrien. We will not take unfair advantage of anyone through manipulation, concealment, abuse of privileged information, misrepresentation of material facts or any other unfair practice. We will work to create mutual advantage in all our relationships so that people will trust us and want to do business with us.

Gifts and Entertainment

We recognize that the exchange of gifts and entertainment can build goodwill and strengthen business relationships. We will only give or accept gifts and entertainment with customers, suppliers and other business partners that are for legitimate business purposes, are not excessive or frequent and do not constitute bribes. Providing or accepting occasional meals, small Nutrien mementoes and tickets to sporting or cultural events may be appropriate in certain circumstances. However, some gifts and entertainment can create, whether real or perceived, improper influence or a conflict of interest. Some may even be illegal.

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Giving or receiving gifts or entertainment is not appropriate if it creates a sense of obligation, puts us in a situation where we may appear biased, or is done with the intent to influence a business decision. We will never accept gifts or entertainment during the process of a competitive bid or tender exercise. Gifts or entertainment provided to or received from a government official is generally discouraged. If you have a question or concern, you should contact the Legal Department or the Compliance Department.

For more information, please refer to the Gift and Entertainment Policy.

Corporate Social Responsibility

Nutrien seeks to be an active and contributing member of each community, and create long-term, mutually beneficial relationships with our communities. We must engage in business practices that respect the value of human life and the communities in which we do business. It is our responsibility to know our suppliers, customers and business partners. We strive to conduct business with those who act in a responsible manner and refuse to work with those that we know commit human rights abuses, violate anticorruption laws or otherwise risk damaging the reputation of Nutrien.

Political Contributions and Community Investment

We have the right to give our personal time and funds to support the political candidates and charitable and not-for-profit causes of our choice, but this activity should be on our own behalf and not as a representative of Nutrien. Specifically, we cannot use Nutrien funds, resources, assets or the Nutrien name when making contributions to or involving ourselves in such activities without first obtaining permission from the Corporate Government Relations function (political contributions) or Corporate Sustainability function (Community Investment). Your choice to support political causes or not will have no bearing on your position in Nutrien, nor your potential for future advancement.

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Exhibit 99.5

JANUARY 2, 2018

Agrium and PotashCorp Merger Completed Forming Nutrien, a Leader in Global Agriculture

Saskatoon, Saskatchewan, January 2, 2018 – Nutrien Ltd. (Nutrien) (TSX and NYSE: NTR) today announced the successful completion of the merger of equals between Agrium Inc. (Agrium) and Potash Corporation of Saskatchewan Inc. (PotashCorp), creating the world’s premier provider of crop inputs and services. Nutrien has the largest crop nutrient production portfolio combined with an unparalleled global retail distribution network that includes more than 1,500 farm retail centers. With nearly 20,000 employees – and operations and investments in 14 countries – the company is committed to providing products and services that help growers optimize crop yields and their returns.

“Today we are proud to launch Nutrien, a company that will forge a unique position within the agriculture industry,” said Chuck Magro, President & Chief Executive Officer of Nutrien. “Our company will have an unmatched capability to respond to customer and market opportunities, focusing on innovation and growth across our retail and crop nutrient businesses. Importantly, we intend to draw upon the depth of our combined talent and best practices to build a new company that is stronger and better equipped to create value for all our stakeholders.”

Nutrien common shares will trade on the Toronto Stock Exchange and the New York Stock Exchange under the ticker symbol NTR beginning today. Trading of common shares of Agrium and PotashCorp was halted on the Toronto Stock Exchange and New York Stock Exchange concurrently with the listing of Nutrien common shares on such exchanges. The merger of equals resulted in PotashCorp shareholders receiving 0.40 common shares of Nutrien for each common share of PotashCorp they owned, and Agrium shareholders received 2.23 common shares of Nutrien for each common share of Agrium they owned.

Additional information about Nutrien, including introductory videos, is available on our website at www.nutrien.com .

Nutrien Board of Directors and Senior Leadership Team

As previously announced, Nutrien’s Board of Directors has equal representation from Agrium and PotashCorp. Mr. Jochen Tilk will serve as the Executive Chair, with Mr. Derek Pannell as the Board’s independent Lead Director.

The Company’s directors were selected to ensure that Nutrien has the experience, independence and perspective to provide strong corporate governance and the successful management of our business.

In addition to Mr. Magro and Mr. Tilk, previously announced members of Nutrien’s senior leadership team include Wayne Brownlee, Executive Vice President & Chief Financial Officer, and Steve Douglas, Executive Vice President & Chief Integration Officer.

Additional members of Nutrien’s senior leadership team include:

For more information on Nutrien’s Board of Directors and senior leadership team please visit our website at www.nutrien.com .

Nutrien Operating Synergies

The company is expected to generate US$500-million of annual operating synergies, primarily from distribution and retail integration, production and SG&A optimization, and procurement savings. We expect to achieve approximately US$250-million of these synergies by the end of 2018 with the full annualized run-rate achieved by the end of 2019.

Nutrien Capital Allocation

With major capacity expansion projects complete, expected proceeds from the divestiture of equity investments and significant cash flow generation capability, Nutrien will have flexibility to invest in focused growth initiatives and return excess capital to shareholders, while also prioritizing a strong investment grade credit rating profile.

Nutrien intends to target a stable and growing dividend that reflects the anticipated strengthened cash flow profile of the company.

Nutrien Financial Outlook

Nutrien intends to provide guidance for the 2018 fiscal year in connection with the reporting of fourth quarter 2017 results of each Agrium and PotashCorp on February 5, 2018.

About Nutrien

Nutrien is the world’s largest provider of crop inputs and services, playing a critical role in helping growers increase food production in a sustainable manner. We produce and distribute over 25 million tonnes of potash, nitrogen and phosphate products world-wide. With this capability and our leading agriculture retail network, we are well positioned to supply the needs of our customers. We operate with a long-term view and are committed to working with our stakeholders as we address our economic, environmental and social priorities. The scale and diversity of our integrated portfolio provides a stable earnings base, multiple avenues for growth and the opportunity to return capital to shareholders. For further information visit us at www.nutrien.com .

Forward Looking Statements

Certain statements and other information included in this press release constitute “forward-looking information” or “forward-looking statements” (collectively, “forward-looking statements”) under applicable securities laws. All statements in this press release, other than those relating to historical information or current conditions, are forward-looking statements, including, but not limited to, statements relating to certain strategic benefits expected to result from the transaction, the nature and timing of operating synergies and Nutrien’s expected capital allocation strategy and dividend policy.

Forward-looking statements in this press release are based on certain key expectations and assumptions made by Nutrien, including expectations and assumptions concerning: customer demand for Nutrien’s products; commodity prices and interest and foreign exchange rates; operating synergies, capital efficiencies and cost-savings; applicable tax laws; future production rates; future debt ratings; the sufficiency of budgeted capital expenditures in carrying out planned activities; and the availability and cost of labour and services. Although Nutrien believes that the expectations and assumptions on which such forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because Nutrien can give no assurance that they will prove to be correct.

Forward-looking statements are subject to various risks and uncertainties which could cause actual results and experience to differ materially from the anticipated results or expectations expressed in this press release. Key risks and uncertainties include, but are not limited: general global economic, market and business conditions; weather conditions including impacts from regional flooding and/or drought conditions; crop plant area, yield and prices; the supply and demand and price levels for major products of Nutrien may vary from what we currently anticipate; failure to realize anticipated synergies or cost savings; risks regarding the integration; failure to realize governmental and regulatory requirements and actions by governmental authorities, including changes in government policy, government ownership requirements, changes in environmental, tax and other laws or regulations and the interpretation thereof, and political risks, including civil unrest, actions by armed groups or conflict, regional natural gas supply restrictions as well as counterparty and sovereign risk; and relationships with employees, customers, business partners and competitors.

Nutrien disclaims any intention or obligation to update or revise any forward-looking statements in this press release as a result of new information or future events, except as may be required under applicable U.S. federal securities laws or applicable Canadian securities legislation.

Contacts

Investors & Media:

Richard Downey

Vice President, Investor & Corporate Relations

(403) 225-7357

richard.downey@nutrien.com

January 1, 2018

A news release disclosing the information contained in this material change report was issued by Nutrien on January 2, 2018 and disseminated through the facilities of a recognized news service and, in the normal course of such dissemination, would have been received by the securities commissions or similar authorities in each of the jurisdictions in which Nutrien is a reporting issuer and by each of the stock exchanges on which Nutrien’s securities are listed and posted for trading.

Effective January 1, 2018, Agrium Inc. (“ Agrium ”) and Potash Corporation of Saskatchewan Inc. (“ PotashCorp ”) completed a court-approved plan of arrangement (the “ Arrangement ”) under Section 192 of the Canada Business Corporations Act , involving, among others, Nutrien, Agrium and PotashCorp, pursuant to an Arrangement Agreement dated September 11, 2016 (the “ Arrangement Agreement ”) and the Plan of Arrangement (as defined in the Arrangement Agreement).

Pursuant to the Arrangement, the holders of common shares of Agrium (“ Agrium Shares ”) received common shares (“ Nutrien Shares ”) of Nutrien at a ratio of 2.23 Nutrien Shares for each Agrium Share (the “ Agrium Exchange Ratio ”) and the holders of common shares of PotashCorp (“ PotashCorp Shares ”) received Nutrien Shares at a ratio of 0.40 of a Nutrien Share for each PotashCorp Share (the “ PotashCorp Exchange Ratio ”).

As a result of completing the Arrangement, Agrium and PotashCorp are indirect, wholly-owned subsidiaries of Nutrien.

Effective January 1, 2018, Agrium and Potash completed the Arrangement involving, among others, Nutrien, Agrium and PotashCorp, all in accordance with the Arrangement Agreement and the Plan of Arrangement. As a result of completing the Arrangement, Agrium and PotashCorp are indirect, wholly-owned subsidiaries of Nutrien.

Under the Arrangement, the holders of Agrium Shares received Nutrien Shares based on the Agrium Exchange Ratio and the holders of PotashCorp received Nutrien Shares based on the

PotashCorp Exchange Ratio. Pursuant to the Arrangement, Nutrien issued an aggregate of 644,197,473 Nutrien Shares to the former holders of Agrium Shares and PotashCorp Shares.

The Nutrien Shares have been listed on the Toronto Stock Exchange and the New York Stock Exchange under the symbol “NTR”.

In addition, upon completion of the Arrangement, each equity-based incentive award of Agrium and PotashCorp was assumed or replaced by Nutrien based on the Agrium Exchange Ratio and PotashCorp Exchange Ratio, as applicable, and all other material terms and conditions of each such equity-based incentive award remained substantially similar with their pre-Arrangement terms and conditions.

Effective on closing of the Arrangement, the following individuals were appointed to the board of directors of Nutrien: Jochen E. Tilk, Charles (Chuck) V. Magro, Christopher M. Burley, Maura J. Clark, John W. Estey, David C. Everitt, Russell K. Girling, Gerald W. Grandey, Miranda C. Hubbs, Alice D. Laberge, Consuelo E. Madere, Keith G. Martell, A. Anne McLellan, Derek G. Pannell, Aaron W. Regent, and Mayo M. Schmidt.

In addition, the following individuals were appointed as executive officers of Nutrien: Jochen E. Tilk, as the Executive Chair; Charles (Chuck) V. Magro, as the President & Chief Executive Officer; Wayne Brownlee, as the Executive Vice President & Chief Financial Officer; Steve J. Douglas, as the Executive Vice President & Chief Integration Officer; Henry (Harry) Deans, as the Executive Vice President and President, Nitrogen; Michael J. Frank, as the Executive Vice President and President, Retail; Kevin Graham, as the Executive Vice President and President, Sales; Susan Jones, as the Executive Vice President and President, Phosphate; Lee Knafelc, as the Executive Vice President and Chief Sustainability Officer; Leslie O’Donoghue, as the Executive Vice President & Chief Strategy & Corporate Development Officer; Joseph Podwika, as the Executive Vice President & Chief Legal Officer; Brent Poohkay, as the Executive Vice President & Chief Information Officer; Raef Sully, as the Executive Vice President and President, Potash; Mike Webb, as the Executive Vice President & Chief Human Resources Officer; and Robert Kirkpatrick, as the Vice President & Corporate Secretary.

In connection with completion of the Arrangement, Agrium has committed to complete the sale of its Conda, Idaho, phosphate production facility and related assets to Itafos Conda LLC no later than ten business days from the effective date of the Arrangement. Agrium has also committed to complete the sale of its North Bend, Ohio Nitric Acid facility and related assets to Trammo Nitrogen Products, Inc., a wholly-owned subsidiary of Trammo Inc. no later than ten business days from the effective date of the Arrangement.

Also, in connection with the Arrangement, PotashCorp has committed to divest its minority shareholdings in Arab Potash Company and Sociedad Química y Minera de Chile S.A. within 18 months of November 2, 2017 and Israel Chemicals Ltd. within nine months from the closing of the Arrangement.

Not applicable.

Not applicable.

Not applicable.

The name and business telephone number of an executive officer of Nutrien who is knowledgeable about the material change and this material change report is:

Joseph Podwika

Executive Vice President & Chief Legal Officer

Phone: (306) 933-8500

January 2, 2018