The objective of the Code of Conduct is to describe Kharez´s commitment and requirements regarding business practice and personal conduct. The Code of Conduct defines the behaviour Kharez expects of you and what you can expect of Kharez. The Code of Conduct constitutes the framework for our performance culture and governing documents. Scope and responsibility The Code of Conduct applies to all employees (including temporary personnel) of Kharez. It also applies to intermediaries, consultants and others who act on Kharez´s behalf. The Code of Conduct provides a framework for what Kharez considers responsible ethical conduct, but is not exhaustive. You shall always strive to exercise good judgement, care and consideration in your service for Kharez. If there are differences between applicable laws and regulations, and the standards set out in this Code of Conduct, the highest standard consistent with applicable local laws shall be applied. If you have questions regarding the Code of Conduct, please contact your supervisor. If you are in doubt with respect to what would be the appropriate way of handling a potential unethical situation, please consult with your supervisor or someone in management. Violation of this Code of Conduct may in accordance with relevant regulations lead to internal disciplinary actions, dismissal or criminal prosecution.

Kharez expressly prohibit any offering or accepting of bribes of any variety to any person, whether private or public, and it is strictly prohibited to offer or make facilitation payments. Bribery occurs when you offer, pay, seek or accept an improper payment, gift or advantage to influence a business outcome or someone who acts on Kharez´s behalf in conduct of their duties. Turning a blind eye to your suspicions of bribery and corruption can result in liability for Kharez and for you personally. You must not (neither directly or indirectly through a third party) (i) offer anything of value to influence the actions or decisions of any official, other person in public or legal duty, any person acting on behalf of customers or sub-contractors/suppliers, or any other third party, or (ii) to otherwise obtain any improper advantage, in selling goods and services, conducting financial transactions or representing Kharez´s interests. Facilitation payments are payments aimed at expediting or securing the provision of products or services to which the company is legally entitled. The payment is not intended to influence the outcome of the official’s action, only its timing. Facilitation payments shall not be made by any person acting on behalf of Kharez, even if not considered to be a criminal offence under certain jurisdiction. If a payment is demanded from you to avert an immediate threat to the life or health of any person, such payments are not prohibited, but must be immediately reported to your supervisor. It is your responsibility to make sure that payments made are proper and legal.

You shall not, to obtain or retain business or other improper advantage when conducting business, offer, promise or give any undue advantage to a public official (or a third party) to make the official act or refrain from acting in relation to the performance of her/his duties. This applies regardless of whether the advantage is offered directly or through an intermediate. Caution must be exercised regarding entertainment with public officials in relation to business meetings or inspections. No employee or business partner will suffer adverse consequences for refusing to engage in improper payment activity, even if this results in loss of business.

You must not allow gifts and hospitality to influence your business decisions, or cause others to perceive an influence, and you must not place yourself or Kharez under any obligation. In principle, gifts shall not be accepted. Gifts of modest value may be accepted after careful evaluation of the following:

• What is the intention behind the gift?
• What is Kharez´s relationship with the donor?
• Is Kharez in a contracting or a negotiation phase?
• How will the gift be perceived by third parties and/or customers?

Gifts shall not be accepted in situations of contract negotiation, bidding, or award. In cases of doubt, you shall always consult with your supervisor. Any gifts received are considered company property and shall be properly recorded by the department in question.

You may attend social events and entertainment related to Kharez´s business with third parties that are considered modest and relevant to maintain the business interests of Kharez. Hospitality, expenses, or other favours shall not be offered or received where it could be perceived to influence decision making in situations of contract negotiation, bidding or award. The cost of entertainment must be kept within reasonable limits and must not be accepted on a recurring basis. Ensure that travel, accommodation and other expenses for the individual representing Kharez always is paid for by the Company. No person subject to this Code of Conduct, or member of his/her family, shall solicit or accept from an actual or prospective customer or supplier of Kharez any compensation, advance loans (except from established financial institutions on the same basis as other customers), gifts, entertainment, or other favours that are of more than token value or that the employee would not normally be able to reciprocate under normal expense account procedures. The above principles also apply in reverse direction, so that no person subject to this Code of Conduct may offer, participate in or pay for transactions, entertainment, gifts or favours that violate the above principles. All expenses that are incurred on behalf of a customer need to be accurately detailed in expense reports.

A conflict of interest is when your personal relationships, participation in external activities or interest in another venture can influence or could be perceived to influence your decisions when acting in your capacity as a Kharez employee. Business transactions must be entered solely for the best interests of Kharez. You shall not, directly or indirectly, benefit from your position as an employee or from any sale, purchase, or other activity of the Company. You must not have interests outside the company (1) in any business that competes with or provides services to Kharez, and/or (2) that would affect your objectivity in carrying out your company responsibilities. You shall avoid doing business on behalf of Kharez with a close friend or relative; however, recognising that these transactions do occur, any such conflict of interest that cannot reasonably be avoided shall be made transparent and reported to your supervisor in writing. The supervisor shall ensure that the conflicted individual is isolated from any operation, influence and/or decision-making process associated with the subject of the conflict. If in doubt regarding the above, the ethics support system shall be consulted.

All directorships, employment or other assignments held or carried out by Kharez´s employees in other enterprises which have, or may expect to have, commercial relations to Kharez, must be approved in writing by Kharez. It is your responsibility to avoid conflicts of interest. You shall act in the best interests of Kharez and take appropriate steps to avoid situations and positions that may create or appear to create conflicts of interest. If you believe there is an actual or potential conflict of interest, notify your supervisor in writing together with all relevant facts.

Antitrust laws protect free enterprise and prohibit behaviour that limits trade or restricts fair competition. These laws apply to every level of business. They combat illegal practices like price-fixing, market-sharing or bid-rigging conspiracies, or behaviours that aim to achieve or maintain monopoly. Kharez is committed to fair and open competition, and does not tolerate violation of antitrust laws, competition laws and regulations. Failure to follow these laws may result in criminal penalties including jail sentences and/or fines and loss of employment. If an employee identifies what might be an antitrust/anticompetition problem, he/she should promptly notify the Company management.