ZOLA Code of Conduct

MESSAGE FROM THE CO-FOUNDER

At ZOLA Electric, we are one team with one dream. We have a hugely important mission to deliver affordable, powerful renewable electricity everywhere and for everyone. To achieve this, we come together from different backgrounds, different cultures, and have different experiences in our previous school or work. The goal of our Code of Conduct is to be clear with everyone around the world about the very high standards that we expect from you as an employee of ZOLA Electric.

In my career as an entrepreneur and businessperson, I have long lived by the maxim that a reputation takes a lifetime to build but five minutes to destroy. As a result, I have made difficult decisions at times that have traded off short term gain or ease for doing the right thing. I expect everyone who is a part of our team to approach ethical questions with the same seriousness.

It is very important that you read this document in its entirety and address any questions you may have to the Human Capital team. Not being aware of our Code of Conduct is not an excuse for not following it. I want to call out a few areas of special importance to me in the document:

1. BRIBERY/KICKBACKS– We have an absolute zero tolerance policy for any kind of payment of bribes, kickbacks, or making business arrangements on behalf of the company to pay above-market prices. I acknowledge that this policy can make operations more difficult in certain environments. Yet it is essential for a number of reasons. First of all, the US and UK have laws that could send executives to prison if employees are found to be paying bribes, even without the executive’s direct knowledge. Secondly, if a company is known to pay bribes to anyone, it may be asked for bribes by everyone. Third, paying bribes is just the wrong thing to do so we don’t do it.

2. DIVERSITY – We believe a diverse workforce and workplace produces better results. It is extremely important to me that diversity of gender, race or religion is embraced and supported. Please let me know any ways we can do this better anywhere we operate.

As the Co-Founder of ZOLA Electric, I am the personal sponsor of our code of conduct and I would encourage everyone to help me make sure that we are applying our code and our values correctly and consistently. Please be assured that reporting a breach of our code is appreciated, and you do so with complete discretion and without fear of reprisal. If, for any reason, you don’t feel your concerns are being heard and addressed, I highly encourage you to contact me directly. You can find my email and WhatsApp through ZOLA Workplace. I will keep your name completely confidential if you do reach out unless you give me written permission to share it.

Thanks for everything you do to help us build a great company with a stellar reputation around the world!

Xavier Helgesen

Co-Founder

 

ANTI-BRIBERY & ANTI-CORRUPTION STATEMENT

ZOLA Electric is committed to complying with all applicable laws and best corporate governance practices, wherever we operate.  It is a core aspect of our mission to act with integrity in all of our operations.  The Board of Directors of ZOLA Electric expects all employees to comply with both the letter and spirit of the law and governance codes.

ZOLA Electric affirms that will not pay or procure the payment of a bribe or unlawful fee to encourage the proper performance of a task or one which is intended or likely to compromise the integrity of another.  We will not accept any payment, gift or inducement from a third party which is intended to compromise our own integrity.

ZOLA Electric has communicated this policy to all its employees, to ensure that its commitment to integrity and legal compliance is followed.  When contracting with a third party we will insist that they acknowledge our commitment to good governance and that they in turn require the same high standards of those they engage.

Any person who believes that ZOLA Electric or its staff are involved in bribery and corruption is encouraged to report their concerns to their supervising officer or ZOLA Electric’s General Counsel.

CODE OF CONDUCT

PURPOSE OF THE CODE

1.1  Scope of the Code

1.2  ZOLA Electric Values

1.3  Ethics excellence

1.4  Raising an issue

1.5  Investigation of reports

1.6  Non-retaliation commitment

 

OUR RESPONSIBILITY TO OUR FELLOW EMPLOYEES

2.1  Respect, diversity and inclusion

2.2  Free from harassment

2.3  Health and safety

2.4  A non-violent workplace

2.5  Personal information

2.6  Clean desk policy

2.7  Dress Code

2.8  Open plan office behavior

2.9  Equitable treatment

 

OUR RESPONSIBILITY TO OUR THIRD PARTIES

3.1  Agents and consultants

3.2  Purchasing practices

3.3  Third-party information

3.4  Fair competition

3.5  Anti-corruption

3.6  Money laundering

3.7  Gifts

3.8  Entertainment

3.9  Travel

 

CONFLICTS OF INTEREST

4.1  Outside employment

4.2  Board membership

4.3  Investments

4.4  Reporting relationships

4.5  Company assets and information

4.6  Confidential information

4.7  Company computer systems

4.8  Speaking on behalf of the company

4.9  Social Media

4.10  Financial records

4.11  Record retention

 

RESPONSIBILITIES TO OUR COMMUNITIES

5.1  Trade compliance

5.2  Human trafficking

5.3  Environmental protection

5.4  Political and charitable activities

5.5  External inquiries

 

WAIVER AND NON COMPLIANCE

6.1 Consequences of not complying

 

RELEVANT LEGISTLATION

 

ZOLA ELECTRIC – CODE OF BUSINESS CONDUCT & ETHICS 

1 Purpose of the Code

We continually strive for ethics excellence—meaning that we meet the needs of our customers, our fellow employees and our communities by maintaining the highest standards of business conduct and ethics. Our Code is a guide to help us live up to that expectation. It summarizes many of the regulations that govern our operations as a company, as well as the behaviors expected of us as individuals working at ZOLA Electric.

This Code is not a contract, nor does it cover every situation that we might face in our daily work. Instead, it is a helpful resource that highlights key issues and identifies resources to help us to do the right thing. By understanding and following our Code, we make decisions that will ensure our company’s success and maintain our integrity in the global community.

1.1 Scope of the Code

Our Code applies to all ZOLA Electric employees. Compliance with our Code is not optional, and its rules and guidelines do not change based on rank or title. In addition to our Code and company policies, we must know and follow the laws and regulations that apply to the work we do, in the countries where we do business. We require subsidiaries, joint ventures, interns, contractors, temporary workers, suppliers, agents, business partners and consultants to follow our principles.

1.2 ZOLA Electric Values

Our business values are the foundation for how we do business, and are part of our Code. The values are ZOLA Electric’s guidelines for aligning the company through shared values, supporting the company’s culture and the way we all act towards each other.

1.3 Ethics excellence

We are expected to follow our Code, to act with integrity, to communicate openly and honestly, and to treat everyone with whom we interact respectfully. Line managers are expected to create an environment that supports these values. If you are a line manager, you should lead by example, demonstrating ethics excellence in all that you do. In addition, you have a responsibility to promote open and honest two-way communications, be a positive activist and role model and take action to prevent actual or potential unethical or illegal conduct.

Regardless of our role, each of us has a personal responsibility to read and abide by this Code and the laws that apply to our work.

1.4 Raising an issue

Talking through issues and reporting policy breaches helps us grow stronger as a company. It makes it easier for the company to identify problems early on and develop lasting solutions—ultimately leading to our continued success. That’s why, if you have a concern about known or suspected misconduct, we count on you to raise it. For questions about the Code, typically the first place to turn is your line manager. If you are not comfortable discussing the issue with your line manager, you are encouraged to talk to the Human Capital Business Partner.

Speak up if you suspect someone is behaving unlawfully, unethically or against our commitment to ethics excellence as set out in this Code. We strive to make sure that all questions or concerns are handled fairly, discreetly and in a timely manner.

1.5 Investigation of reports

We investigate all reports promptly and thoroughly, consistent with local law. Where misconduct is found, corrective action will be taken, and where necessary, modifications or enhancements to our policies, controls or workplaces will be made.

We are all expected to comply with all applicable laws and regulations wherever in the world we are doing business. It is not acceptable to violate the law because of business conditions or perceived pressure from management. If you have a question or concern about the legality of an action, you are responsible for consulting with your line manager or Human Capital Business Partner.

1.6 Non-retaliation commitment

The company upholds a strict non-retaliation commitment with respect to reporting. No person reporting a valid issue will be dismissed, demoted, suspended, discriminated against or harassed. This means we will not tolerate retaliation against any individual who raises a concern in good faith. To raise a concern “in good faith,” you must simply be honest and reasonably believe you are reporting possible unethical or unlawful activity. It does not mean that you must be right. Anyone may submit a good faith question or concern regarding any matter, without fear of retaliation of any kind. However, knowingly making a false report is inconsistent with our standard of ethics excellence—and therefore subject to disciplinary action.

 

2 Our responsibility to our fellow employees

We value diversity and inclusion, and respect the culture and customs of our fellow employees, business partners and customers around the world, while practicing a shared and accepted business culture.

2.1 Respect, diversity and inclusion

When working together, we value each other’s unique experiences, backgrounds, diverse cultures and ideas. We never allow unlawful discrimination or harassment into our workplace. Unlawful discrimination means treating others differently or making employment-related decisions based on a legally protected trait. We never hire, terminate, promote, transfer, or make any other employment-related decision based on a person’s race, colour, religion, gender, age, mental or physical disability, veteran status, national origin, sexual orientation or any other characteristic protected by applicable law.

As part of our commitment to employee’s rights, we do not require anyone to work more than the maximum hours of daily labor set by local law. All our employees are paid at or above the minimum legal wage or, where no wage law exists, the local industry standard wage. In addition, our employees have the right to join associations of their own choosing and can also refrain from joining them, in accordance with local law. And, when communicating openly with leadership regarding the conditions of their employment, employees can do so without fear of retaliation.

Our hiring practices conform to the international labor organization conventions for minimum age and child labor. In addition, we ensure terms of employment are always voluntary, and we will never use forced or indentured labor, or engage in any employment practices that could encourage human trafficking. Similarly, we do not conduct business with third parties who do. Employees must be free to leave work or terminate their employment with reasonable notice. Finally, we will never require employees to surrender any government issued identification, passports or work permits as a condition of employment.

2.2 Free from harassment

Harassment—a form of discrimination that creates an offensive, intimidating or hostile environment for others— has no place at our company. Harassment can be verbal, physical or visual, and can include derogatory jokes or remarks about a person’s legally protected trait. Harassment can also be of a sexual nature, involving unwanted advances, inappropriate touching or sexually suggestive comments. Threats, acts of violence and intimidation are also prohibited at our company. Therefore, we must speak out when a colleague’s conduct makes us, or others uncomfortable, and report harassment when it occurs. A practice of reporting is encouraged and there should be no fear of retaliation for an employee reporting harassment in good faith.

2.3 Health and safety

We are committed to keeping our workplaces healthy, productive and free of hazards. We are all responsible for maintaining a safe workplace by following the safety and health rules and practices in place at our locations. We have a duty to immediately report accidents or injuries, as well as any unsafe equipment, practices or conditions to a line manager or Human Capital Business Partner.

We should all be vigilant in reporting any suspected dangerous situation, including potential threats from our colleagues or third parties. Doing so helps control issues as they arise and prevent future incidents from occurring. For everyone’s safety, each of us must report to work free from the influence of any substance that could prevent us from conducting work activities.

Therefore, we may not work while impaired by alcohol, illegal drugs, misused prescription drugs or misused over-the counter medications. This is true regardless of whether the use occurs during working hours or on company premises. Further, we may never use, possess, transfer or sell prohibited substances during working hours or while on the company’s premises. Limited exceptions to this rule do exist, such as moderate alcohol consumption at authorized company events.

2.4 A non-violent workplace

We are expected to interact appropriately and professionally—never in a way that instils fear in others. To preserve everyone’s comfort and safety, acts or threats of violence, intimidation or abuse are strictly prohibited. Consistent with local law, we do not permit weapons in the workplace. If you know of or suspect incidents or threats of workplace violence, intimidation or abuse, report your concerns to your line manager or Human Capital Business Partner immediately.

2.5 Personal information

We trust our company to protect our personal information, including information that we provide as part of our employment. This information is known as “personally identifiable information” (“PII”) to which the Protection of Personal Information Act (POPI) applies. This includes our names, addresses, employee or government IDs, photographs and any other combination of data used to identify us. Those of us who use, access, collect, retain or share PII must do so according to company policy and applicable law. If your job puts you in contact with PII, protect your employees’ privacy and never disclose this information inside or outside of our company without a legitimate business need to do so and the proper authorizations in place.

2.6  Clean desk policy

All employees must clear their desks at the end of each work day to reduce the risk of information theft, fraud, or a security breach caused by sensitive information being left

2.7  Dress Code

We do not operate a formal dress code for our employees, other than for those who are provided with a uniform and/or protective clothing. However, you must ensure that your dress is appropriate for the situation in which you are working and that you present a professional image. You may reflect your ethnicity and lifestyle, but should not be provocative or cause offence to those with whom you interact.

You should note that your appearance matters when representing our company in front of clients, visitors or other parties. Your appearance can create a positive or negative impression that reflects on our company and culture. If you wear company clothing outside of work, you should remember that you will be seen as representing the company and consequently, your behavior should be appropriate.

2.8 Open plan office behavior

A vast majority of our employees are located in open plan offices. In this environment distractions and noise levels can sometimes become more of an issue because there are so many people working in close proximity. The working space and environment of each employee should be respected by all employees and authorized visitors.

2.9 Equitable treatment

Our business partners provide us the goods and services that we need to meet the needs of our customers. Our responsibility to these partners means that we foster relationships of mutual trust and respect with all of them. We treat our business partners fairly, and consider merit and reputation when choosing the organizations with which we do business. We conduct business with integrity, and never participate in unfair business practices—including bribery. This means we may not pay a bribe, gratuity or kickback to an actual or potential customer, supplier or other business partner. This also includes indirect payments to agents of these third parties and members of their families.

We will not accept any business if bribery or other improper or illegal means was used to obtain or retain it. Similarly, we avoid doing business with others who intentionally violate laws, including local environmental laws, employment laws or safety and anti-corruption statutes. All arrangements with third parties must comply with our company’s policy and the law. We will never use third parties to perform any act prohibited by law or this Code.

 

3 Our responsibility to our third parties

We have a responsibility to all of our third parties to do business lawfully and ethically.

3.1 Agents and consultants

We believe in fair compensation for our agents and consultants. Commission rates or fees paid to dealers, distributors, agents, or consultants must be reasonable in relation to the value of the product or work that is performed. We do not pay commissions or fees that we have any reason to believe may become bribes.

3.2 Purchasing practices

The purchasing decisions that we make must be based solely on the best interests of our company. Suppliers win our business based on how well their products or services fit our needs, as well the on the commitments that they make in terms of price, delivery and quality. It is important for us to document all purchasing agreements and clearly identify the services or products to be provided, the basis for earning payment and the applicable rate or fee, usually in a Service Level Agreement (SLA).

We build long-term relationships with our customers by demonstrating and maintaining the highest standards of honesty and integrity. Our marketing and advertising practices are accurate and truthful. Deliberately misleading messages, omissions of important facts or making false claims about our competitors’ offerings are never acceptable. We only obtain business legally and ethically.

3.3 Third-party information

Our customers are valuable to us and they trust us with their private information. We have a responsibility to protect sensitive, private or confidential customer information just as carefully as we protect our own. Only those who have an authorized business reason to know confidential customer information should have access to it. This means we must not disclose confidential information entrusted to us by our customers, suppliers, vendors or other business partners, except when disclosure is authorized by our legal function or required by law or regulations. Confidential information, which we discuss later in the Code, includes all non-public information that might be useful to competitors, or harmful to our company or our business partners, if disclosed.

3.4 Fair competition

Since we maintain high standards for both our product offerings and our business integrity, we have no need to, and will not disparage our competitors. We make certain that we comply with all antitrust and unfair competition laws of the many countries in which we do business. Such laws exist to ensure that organizations play by the same rules, and that our customers can purchase quality goods and services at reasonable prices.

Unlawful agreements with our competitors do not need to be formally documented to violate the law. Agreements can be written or verbal, and formal or informal. Even an apparent agreement with a competitor be a violation of competition laws and have steep consequences for our company and those involved. Agreements with competitors should be an unusual and infrequent occurrence, and any such agreements must be carefully reviewed by our leadership team and the Group General Counsel to ensure compliance with all laws and our Code.

In addition, we must not use any illegal or unethical methods to gather competitive information. This includes misappropriating confidential or trade secret information, deceiving our competitors to obtain information that they normally would not provide to us, or obtaining competitive information through past or present employees of competing companies.

If you mistakenly encounter any confidential competitor information, or suspect that competitive information was obtained through illegal or unethical means, contact your line manager or the country legal function right away.

3.5 Anti-corruption

Many of the laws that we follow in our daily business activities are designed to uphold fairness and integrity in the marketplace. Anti-corruption laws are no different. This is why we are committed to complying with all of the anti-corruption laws of the countries in which we operate.

These and other international laws and conventions make it illegal for companies to bribe foreign government officials or anyone able to make a commercial decision in order to obtain or retain business or gain any other improper advantage. “Foreign government officials” include federal, state or local government employees, political candidates, and even employees of businesses that are owned by a foreign government. A bribe is anything of value—money, gifts, favors, offers of entertainment given in an attempt to influence a government official’s actions, decisions or willingness to do business. It is a violation of our Code and global anti-corruption laws to directly or indirectly offer or make a corrupt payment to any government official, including employees of state-owned enterprises.

Similarly, we may not offer or accept a “kickback,” or the return of an amount already paid (or about to be paid) as a reward for making or fostering business arrangements. Finally, we never offer “facilitation payments,” which are small payments, usually given in cash, used to facilitate a routine government action, such as processing a visa, import or export privileges or connecting utilities.

Because of the risk that such payments could be mistaken as bribes and because many countries forbid them, we do not permit such payments in our operations, with a very few and carefully limited exceptions. These requirements apply both to our employees and our suppliers, subcontractors and agents, no matter where in the world we do business.

3.6 Money laundering

We are committed to detect and prevent money laundering and terrorist financing. As part of this obligation, we only do business with individuals who do legitimate, lawful business and whose identity we have confirmed. We must comply with all applicable anti-money laundering laws throughout the world, and report any suspicious activity to a line manager or the country legal function as soon as we are alerted. Money laundering issues are complex, and you should not attempt to handle them alone. If you encounter any transaction that raises suspicions or “red flags” about suspected illegal activity, you should report it right away to your line manager or the country legal function.

3.7 Gifts

During everyday business, we exchange courtesies with our customers, business partners and others with whom we work or seek to do work. It is fairly commonplace in today’s market to use gifts, meals and other business courtesies as a means of fostering goodwill between companies or individuals. The following guidelines are in place to help us differentiate between gifts that are acceptable, and those that violate our Code, company policy or the law.

Gifts are considered anything of value that we provide to, or accept from others. Gifts are not always physical objects they might also be services, favors or other items of value. Gift- giving customs vary among the cultures of the world, and more lavish gifts are considered customary in certain areas. However, regardless of where we are doing business, we follow the same standards for giving and receiving gifts.

As a rule, we don’t accept lavish gifts or gratuities from anyone. We can accept items of nominal value, such as shirts, mugs, pens or other small promotional items bearing another company’s logo. We may not accept anything that could appear to compromise our independent judgment. If you believe it would be impractical or offensive to refuse or return a gift of more than nominal value, discuss the situation with your line manager or Human Capital Business Partner to help you determine the best course of action.

The gifts that we offer to others must be legal, reasonable and pre-approved in writing by the leadership team. Further, if a certain gift is prohibited by law or the policy of the recipient’s organization, we do not offer it.

3.8 Entertainment

At our company, “entertainment,” includes meals, theatrical, musical, artistic or sporting events that occur outside of the office. Under our company policy, legitimate entertainment requires that both an employee and a representative of a current or potential business partner attend the event.

Reasonable entertainment that advances our company’s interests is generally acceptable. For example, accompanying a business associate to a local cultural or sporting event, or to a meal, is a standard practice so long as business is discussed. However, entertainment that is lavish or frequent may appear to influence our independent judgment. Before providing or accepting entertainment that may appear inappropriate, either due to cost or nature, employees must first receive approval from their line manager.

Our funds may not be used for any entertainment that would be embarrassing or harmful to our company, if publicly disclosed. We are expected to exercise good judgment when offering or accepting any form of entertainment. If you have a concern about whether a certain form of entertainment is appropriate, first discuss it with your line manager.

3.9 Travel

We may accept transportation and lodging provided by a company supplier or other third party, if the trip is for business purposes, and will not appear to influence our independent judgment on behalf of the company. This should always be approved in advance by your line manager.

All travel accommodations that we accept must be accurately recorded in our travel expense records. We may pay for the transportation and lodging of our customers, agents or suppliers when visiting a company facility or product installation, unless we are prohibited from doing so by law or the policy of the recipient’s company.

Such visits must be for a legitimate business purpose. For example, on-site examination of equipment, contract negotiations or training would be considered valid reasons. All travel by government officials sponsored or paid for by our company must be approved in advance by the CEO and VP of Human Capital.

 

4 Conflicts of interest

Our ethical obligations require that all business decisions and actions must be based on the best interests of the company. They cannot be motivated by our personal interests or relationships. When we allow that to happen, it creates what is known as a conflict of interest, this is a situation where our activities and investments could undermine the best interests of ZOLA Electric.

4.1 Outside employment

It is not prohibited for you to take on additional employment outside of the company with approval from your line manager, but it comes with certain limitations and cautions. To give our best to ZOLA Electric and work free of bias, we may not work for or receive payments for services from any company competitor, customer, distributor or supplier. Any outside employment must be strictly separated from our work at ZOLA Electric, and should not interfere with our ability to give our full time and attention to our performance. The skills we learn from, and use at our company may not be used in a way that could damage our company business. We may not use company time, resources, funds or facilities to perform any outside work, including working for oneself.

Keep in mind that you do not need to work directly with an organization that does business with, or competes against our company for a conflict of interest to occur. Any commercial or monetary relationship with prospective or existing suppliers, contractors, customers, competitors or regulators can affect independent and sound judgment, and should be disclosed immediately.

4.2 Board membership

Serving on a board of Directors or a similar body for an outside company, technical advisory council or government agency while working for ZOLA Electric can divide our loyalties. Therefore, you must obtain the advance approval of the CEO before accepting any outside Directorship at a publicly traded or for-profit entity.

4.3 Investments

The way we choose to invest our funds often seems like a private matter, and indeed it should be, but some investments can create an actual or apparent conflict. It is important that we do not allow our personal financial investments to influence, or appear to influence, our independent judgment on behalf of the company. This could happen in many ways, but is most likely to create the appearance of a conflict if we invest in a competitor, supplier, customer or distributor. If there is any doubt about how an investment might be perceived, it should be disclosed to your line manager.

4.4 Reporting relationships

A conflict of interest may also exist when we approve payments, report to or exercise authority over hiring, promoting or compensating a member of our immediate family or other person with whom we have a relationship. For this Code, the term relationship, includes, but is not limited to, co-residency, romantic attachment, legal dependency, business partnerships or dealings involving a financial interest.

When we supervise, or are supervised by, individuals who share such personal relationships with us, we risk the appearance of bias and favoritism. If you supervise or report to a family member, friend, outside business partner or anyone else with whom you also have a personal relationship, disclose it to your line manager or Human Capital Business Partner.

Employees who work together may naturally form friendships either in or out of their workplace and we encourage this relationship between colleagues. However, the company does not allow our employees to borrow money from each other, support school raffles or fundraising events initiated by an individual employee in the workplace.

4.5 Company assets and information

As part of our responsibilities at the company, we are provided with the resources necessary to do our jobs. These include physical assets, like funds, products, computers and phones, as well as facilities and other company property. We all have a responsibility to protect the assets entrusted to us from loss, damage, misuse or theft. We use the company assets for business purposes only. Our incidental personal use may also be approved by line management, as long as such use does not interfere with our work. Our company assets may never be used for purposes that violate our Code, company policy or the law.

4.6 Confidential information

Confidential information is one of the company’s most important assets. We have a duty to safeguard all confidential information by labelling it, keeping it secure and limiting access to those who need to know to do their jobs. You should maintain the confidentiality of information entrusted to you, except when disclosure is authorized or legally mandated. Confidential information includes any information that is not generally known to the public and would be harmful to the company, or beneficial to our competitors if disclosed.

Some common examples of confidential information include financial data, pricing information, marketing strategies, costs, technical data, processes, equipment and machinery layout and design, information systems and computer software. It includes information communicated in both written and electronic documents, as well as formal and informal conversations. As discussed in the Third-Party Information section of this Code, it also includes confidential information that fellow employees, suppliers, customers and others have entrusted to us. Our obligation to preserve confidential information continues even after our relationship with the company ends. All employees have signed a Non- Disclosure Agreement as part of the employee contract.

4.7 Company computer systems

Our computer systems, as well as our company’s network, must be used ethically and within the law. Except where prohibited by local law, our company reserves the right to monitor the use of these systems at any time. This means that all information and communications we transmit, receive, or store in company email or voicemail accounts must be of a legal, authorized and professional nature. Even when making occasional personal use of company computers, email and voicemail, we must use good judgment. We may never access, download, store or draft communications or materials that are offensive, sexually explicit or illegal. This extends to any electronic documents we might maintain on company laptops or other mobile devices.

4.8 Speaking on behalf of the company

We must communicate relevant information to our teams quickly and clearly. Internal communication should always be professional, even when it is informal. No one should make comments on behalf of the company unless they have authority or prior approval. We must always be aware that we are all representatives of ZOLA Electric and that whatever we do and say in public represents the company. You may say where you work on your social network profile but be clear about which part of the company you represent, and what your responsibilities include.

4.9 Social Media

Most of us are quite familiar with social media. We use it in our personal lives, whether we actively participate in social networking sites, share our photos and videos online, or simply read blogs and wikis that others have written. At times that we use social media in our professional lives to network with other industry professionals, or gather publicly available information about the marketplace. It is important for us to always disclose our identity and affiliation to our company whenever we discuss topics about ZOLA Electric and our industry, especially if we engage with customers.

When we identify ourselves online as ZOLA Electric employees, we accept the responsibility of conducting ourselves professionally, making it clear that our views are personal and do not represent those of the company. We must not use social media to disparage or harass our fellow employees, customers, competitors or business partners. We also must respect and protect the intellectual property and confidential information belonging to our company or others with whom we work, even if we put stringent privacy settings in place on our Facebook or other social media accounts.

4.10 Financial records

All our business records and communications written or verbal, should be clear, truthful and accurate. We rely on honest and accurate recording and reporting of information to make responsible business decisions. Similarly, our customers, business partners and the public trust us to deliver this information to get an accurate sense of the company’s financial condition. This includes data such as quality, safety and employee records, as well as all financial records. All financial books, records and accounts must accurately reflect transactions and events, and conform both to required accounting principles and to our system of internal controls and policies.

4.11 Record retention

Records should always be retained and destroyed according to our record management policy. No records may be destroyed that are subject to a Litigation Hold. A Litigation Hold is a directive requiring us to preserve certain records that are relevant, or potentially relevant, to a pending legal matter. Do not destroy, modify or otherwise alter any documents subject to a Litigation Hold, always wait until the hold has been officially lifted before taking any action with these records.

 

5 Responsibilities to our communities

We value the communities where we live and work, and we uphold the laws that govern our business in all our areas of operation.

5.1 Trade compliance

We are committed to obeying the laws and regulations in all our activities, and in all global communities where we operate. Therefore, when we import or export products, services, information or technology around the world, we comply with the laws, regulations and restrictions of every country that may exercise authority over our company imports and exports.

An export occurs when items such as hardware or machinery, are transferred to another country. Transfers of technology, technical information or software within a country by any method, including verbally or electronically, may also be exports if transferred to someone who is not a citizen or legal resident of that country. Before exporting anything, you must first determine whether the item, technology or software may be transferred to the intended recipient and the country where they are located. You must also obtain, or confirm that the company has obtained, all required licenses or authorizations.

Importing occurs whenever we bring items into another country. Imports are also subject to several laws and regulations that may restrict what can be imported, or that requires the payment of duties and taxes and the submission of certain filings. Whether importing or exporting, we are responsible for knowing and complying with the laws that pertain to our work, and for checking with country legal function when in doubt.

5.2 Human trafficking

We believe in freedom for all individuals and have zero tolerance for any form of coercion, threats of harm, forced or indentured labor, or physical restraint against any person providing services to us. This applies to all our employees and we must notify line management and the Human Capital Business Partner immediately if we believe that anyone is being forced to provide services for, or on our behalf, of ZOLA Electric against their will.

5.3 Environmental protection

We respect the environment by complying with all applicable environmental laws in all of the countries where we do business. We commit ourselves to the protection of the environment by minimizing the environmental impact of our operations, and operating our business in ways that foster sustainable use of the world’s natural resources. We are expected to support this commitment by complying with our environmental policies and programs. Wherever possible, we have a responsibility to conserve resources and dispose of any hazardous materials appropriately. We must notify the leadership team immediately if hazardous materials come into contact with the environment, or are improperly handled or discarded.

5.4 Political and charitable activities

We serve society by providing life-enhancing products and services at a fair price, and by actively supporting the communities where we operate. We are encouraged to support community, charitable and organizations and causes of our choice. However, if we choose to do so, we must make it clear that our personal views and actions are not those of ZOLA Electric

We may never pressure another employee to contribute to, or support our political, religious or charitable causes, or force someone to express a view that is contrary to their own beliefs. As with all other outside activities, we must ensure that our volunteerism efforts do not interfere with our job responsibilities or work schedule.

In addition, we may not make any political contribution on behalf of the company without prior approval from both the Chief Financial Officer and the Group Legal Counsel. The same approvals are required prior to any use of the company name, funds, property, equipment or services in support of any initiative, committee or candidate, including any contribution of value.

5.5 External inquiries

We provide fair, accurate and timely information to the public, regardless of the type of information we’re sharing. We are expected to cooperate with reasonable requests for information from government agencies and regulators, but should consult with the country legal function before responding to any non-routine requests. We have a duty to fully cooperate with all audits and investigations that may be requested of our company. The information we provide must be truthful and accurate at all times. We must not conceal, alter or destroy documents or records in response to an investigation, litigation or any other lawful request.

 

6 Waiver and non-compliance

This Code is intended to comply with all applicable laws and regulations. Where necessary, implementation and application of provisions of this Code may be modified to ensure compliance with specific local requirements. While we do not anticipate the need for any exceptions to this Code, situations could arise in which a waiver of one of this Code’s provisions is appropriate or necessary. All waivers must be approved by our Chief Executive Officer and Group General Counsel.

6.1 Consequences of not complying

There are very serious consequences for not complying with our Code. Failure to abide by this Code or the law will lead to disciplinary action, up to and including dismissal.

 

7 Relevant legislation

This Code of Conduct will take cognizance of statutory and regulatory requirements of Countries in which our company has a legal representation or engages with for business purposes.

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