HÉST CODE OF VALUES AND ETHICS
INTRODUCTION
1.1.1
This Code of Values and Ethics (the "Code of Values and Ethics") has been adopted by the board of directors of HÉST
As (herafter named as the "Company").
1.1.2
The purpose of the Code of Values and Ethics is to create a sound corporate culture and to preserve the integrity of
the Company by helping employees to promote standards of good business practice. Further, the Code of Values
and Ethics is intended to be a tool for self-evaluation and a vehicle for development of the Company' s identity.
1.1.3
The Code of Values and Ethics applies to all entities controlled by the Company and all employees, directors,
officers and agents of the Company (collectively, ”Employees”). All Employees are required to read and understand
the Code of Values and Ethics. All Employees are encouraged to ask questions regarding the application of the
Code of Values and Ethics. Employees may direct such questions to their immediate superior (in the absence of
an actual or potential conflict of interest), a member of the executive management of the Company or to a
member of the Company' s board of directors (the ”Board”).
1.1.4
Each individual employee is ultimately responsible for their own compliance with the Code of Values and Ethics.
Every manager will also be responsible for administering the Code of Values and Ethics as it applies to Employees
and operations within each manager' s area of supervision.
1.1.5
Violation of the Code of Values and Ethics will constitute grounds for disciplinary action, including, when
appropriate, termination of employment.
ETHICS
1.2.1
The Company requires all its Employees to observe high standards of business and personal ethics in the conduct
of their duties and responsibilities. Employees must practice fair dealing, honesty and integrity in every aspect in
dealing with other Employees, business relations and customers, the public, the business community,
shareholders, suppliers, competitors and government authorities.
1.2.2
When acting on behalf of the Company, directors and employees shall not take unfair advantage through
manipulation, concealment, abuse of privileged information, misrepresentation of material facts, or other unfair dealing
practices.
1.2.3
The Company' s policy prohibits unlawful discrimination against employees, shareholders, directors, customers and
suppliers on account of ethnic or national origin, age, sex or religion. Respect for the individual is the cornerstone
of the Company' s policy. All persons shall be treated with dignity and respect and they shall not be unreasonably
interfered with in the conduct of their duties and responsibilities.
1.2.4
No Employee should be misguided by loyalty to the Company or desire for the Company' s profitability to disobey
GENERAL PRINCIPLES
1.3.1 The Company' s values
1.3.1.1
The Company strives to be a reliable partner which shall be achieved by quality in operations, strict discipline,
prioritizing high quality solutions, predictable deliveries, and a high level of service.
1.3.1.2
The Company shall act with a sense of urgency in all aspects of its business. This means that the Company shall meet
as be proactive.
1.3.1.3
The Company shall exploit and develop skills in production, product development and management. In this respect,
professionalism and use of best practice are key elements.
1.3.2 Respect for human rights
1.3.2.1
The Company, its Employees and Board members shall practice good corporate citizenship and operate in comp
liance with fundamental human rights. The Company expresses support and respect for fundamental human rights
and recognizes its responsibility to observe those rights when conducting its business.
1.3.3 Rules and legislation
1.3.3.1
The Company, Employees and Board members shall comply with all applicable laws and governmental rules and
regulations in the country in which it operates. It is the personal responsibility of each Employee to adhere to
the standards and restrictions imposed by those laws, rules and regulations.
1.3.4 Health, Safety and Environment
1.3.4.1
The Company shall operate its business in a manner designed to protect the health and safety of its
Employees, its customers, the public, and the environment, and in accordance with all applicable safety, environmental
and safety laws, and regulations so as to ensure the protection of the environment and the Company' s personnel and property.
1.3.4.2
The Company shall be a professional and positive workplace with an inclusive working environment.
1.3.4.3
All Employees shall help to create a work environment free from any discrimination, due to religion, skin
colour, gender, sexual orientation, age, nationality, race and disability.
1.3.4.4
The Company does not tolerate behavior that can be perceived as degrading or threatening.
1.3.5 No discrimination and harassment
1.3.5.1
The Company promotes a productive work environment and does not tolerate disrespectful behavior. The
Company is an equal opportunity employer. Discrimination in hiring, compensation, training, promotion,
termination, or retirement based on ethnic and national origin, religion, sex or other distinguishing
characteristics is never acceptable.
1.3.6 Relations with customers, suppliers, competitors, and public authorities
1.3.6.1
Customers shall be met with insight, respect and understanding.
1.3.6.2
Suppliers shall be treated impartially and justly.
1.3.6.3
Public authorities shall be met in an appropriate and open manner.
1.3.6.4
The Company desires fair and open competition in all markets, both nationally and internationally. Under
no circumstances shall the Company or any of its employees be part of actions that breach applicable
competition legislation. Any Employee should confer with his or her immediate superior, the executive
management or the Board if he or she has a question with respect to the possible anti-competitive effect of
transactions or becomes aware of any possible violation of applicable competition legislation.
1.3.6.5
The Company is a firm opponent of corruption in any form (bribery, ”facilitating” etc). No employee of the
Company shall directly or indirectly offer, promise, give or receive bribe, illegal or inappropriate gifts or ot
her undue advantages or remuneration to achieve business or other personal advantage. Reference is made to the
anti-corruption policy.
1.3.7 Money Laundering
1.3.7.1
The Company is a firm opponent to money laundering in any form. The Company will take the necessary
steps to prevent its financial transactions from being used by others to launder money. Any Employee
should confer with his or her immediate superior, the executive management or the Board if he or
she becomes aware of any possible violation of applicable money laundering legislation.
1.3.8 Loyalty and conflict of interest
1.3.8.1
The Company will require all Employees to be loyal to it, and to refrain from actions or to have interests that
make it difficult to perform their work objectively and effectively.
1.3.8.2
Each Employee shall notify his or her immediate superior, the executive management or the Board of a
situation where he/she has a material direct or indirect interest in any transaction or other matter entered
into by the Company or binding on the Company.
1.3.8.3
Members of the Board and executive management shall notify the Board where he/she may have material
interests in items to be considered by the Board.
1.3.8.4
Conflicts of interests should be avoided. If a conflict of interest should arise, all Employees will be required
to evaluate the situation and notify his or her immediate superior of the partiality or conflict of interest. A
conflict of interest situation may involve, but are not limited to, customers, suppliers, contractors, present or
prospective employees, competitors, or relations.
1.3.8.5
Employees owe a duty to advance the legitimate interests of the Company when the opportunities to do so
arise. Employees may not take for themselves personal opportunities that are discovered through the use of corporate property,
information or position.
1.3.9 Confidentiality and Privacy
1.3.9.1
It is important that each Employee protect the confidentiality of Company information. Employees may have
access to proprietary and confidential information concerning the Company' s business, clients and suppliers.
Confidential information includes such items as non-public information concerning the Company' s business,
financial results and prospects and potential corporate transactions. Employees are required to
keep such information confidential during employment as well as thereafter, and not to use, disclose, or
communicate that confidential information other than in the course of employment. The consequences to the
Company and the Employee concerned can be severe where there is unauthorized disclosure of any non-public,
privileged or proprietary information.
1.3.9.2
The Company' s processing of personal data shall be subject to the care and awareness which is required
according to law and regulations and relevant for information that might be sensitive, regardless of whether the
data refer to customers, employees, or others. Processing of personal data should be limited to what is needed
for operational purposes, efficient customer care, relevant commercial activities, and proper administration of
human resources.
1.3.10 Proper Use of Company Assets
The Company' s assets are only to be used for legitimate business purposes and only by authorized Employees or
their designees. This applies to tangible assets (such as office equipment, telephone, copy machines,
etc.) and intangible assets (such as trade secrets and confidential information). Employees have a responsibility
to protect the Company' s assets from theft and loss and to ensure their efficient use. Theft, carelessness,
and waste have a direct impact on the Company' s profitability. If an Employee becomes aware of theft, waste
or misuse of the Company' s assets, the Employee should report this to his or her manager or a Board member.
1.3.11 Drugs and Alcohol
The Company policy prohibits the illegal use, sale, purchase, transfer, possession, or consumption of controlled
substances, other than medically prescribed drugs, while on Company premises. The Company policy
also prohibits the use, sale, purchase, transfer or possession of alcoholic beverages by Employees while
on Company premises, except as authorized by the Company. This policy requires that the Company must
abide by applicable laws and regulations relative to the use of alcohol or other controlled substances.
1.3.12 Corporate communications policy
Only certain designated Employees may discuss the Company with the news media, securities analysts, and
investors. All inquiries from regulatory authorities or government representatives should be referred to the
appropriate manager. Employees exposed to media contact when in the course of employment, must not
comment on rumors or speculation regarding the Company' s activities.
1.3.13 Securities trading
1.3.13.1
Employees and their family members must not buy or sell shares or other securities, or provide advice related
to trading in securities, while in possession of inside information relating those securities, including the shares
of the Company and the shares of any customer, supplier, or partner of the Company.
1.3.13.2
”Inside information” is information which may noticeably affect the price of the Company' s shares or the shares
of any other listed company. If you have any doubt as to whether you possess inside information, you should
contact your immediate superior or the Company' s representative in charge of insider trading matters, and the
advice of legal counsel may be sought.
1.3.13.3
Members of the Board and the executive management and certain other persons are subject to additional
requirements under the Company' s insider trading rules.
1.3.14 Integrity of Corporate Records
1.3.14.1
All business records, expense accounts, vouchers, bills, payrolls, service records, reports to government
agencies and other reports must accurately reflect the facts.
1.3.15
The books and records of the Company must be prepared with care and honesty and must accurately reflect
our transactions. All corporate funds and assets must be recorded in accordance with Company procedures.
No undisclosed or unrecorded funds or assets shall be established for any purpose.
1.3.16
The Company' s accounting personnel must provide the independent public accountants and the Board with
all information they request. Employees must neither take, nor direct or permit others to take, any action to
fraudulently influence, coerce, manipulate, or mislead independent public accountants engaged in the audit
or review of the Company' s financial statements, or fail to correct any materially false or misleading financial
statements or records, for the purpose of rendering those financial statements materially misleading.
REPORTING OF VIOLATIONS
1.4.1 The duty to comply.
1.4.1.1
The Company, employees and board members have a personal responsibility for complying with all the
requirements specified in this Code of Values and Ethics. Employees and board members shall not act (or encourage
others to act) contrary to the Code of Values and Ethics. This requirement applies even when violation of a
principle may appear to be in the interest of the Company.
1.4.1.2
Any uncertainty as to whether a particular activity is in accordance with the principles of this Code of
Values and Ethics, should, insofar as is practicable, be discussed in advance, primarily with the immediate superior.
The Company believes in discussions about responsible conduct in an improvement-oriented and informal manner.
Nevertheless, breaches of the requirements set out in this Code of Values and Ethics may lead to internal
disciplinary action and in serious cases to dismissal or even criminal prosecution.
1.4.2 Whistleblowing
1.4.2.1
Employees who observe or become aware of a situation that they believe to be a violation of the Code of
Values and Ethics have an obligation to notify their immediate superior, the executive management or a
member of the Board unless the Code of Values and Ethics directs otherwise. Violations involving a manager
should be reported directly to a board member. When a manager receives a report of a violation, it will be
the manager' s responsibility to handle the matter in consultation with a board member. If an employee reporting
a violation wishes to remain anonymous, all reasonable steps will be taken to keep their identity confidential.
All communications will be taken seriously and, if warranted, any reports of violations will be investigated.
The Company will not retaliate or allow retaliation in respect of any reports made by an employee in good faith.
1.4.3 Implementation and monitoring
1.4.3.1
The responsibility for implementing this Code of Values and Ethics in each company lies with the company.
The Code of Values and Ethics shall be distributed to all employees, managers, and board members. The Code
of Values and Ethics shall also be referred to in the company' s employment contracts [and Personnel Hand
book].
1.4.3.2
All employees, managers and board members shall carefully read this Code of Values and Ethics.
1.4.3.3
The Board is responsible for updating this Code of Values and Ethics and for developing relevant support
material and may also assist the companies in awareness training. The status of the companies' activities related
to this Code of Values and Ethics will be reviewed annually as part of the business areas' board meetings
and the Company' s sustainability reporting.
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