Anti-Corruption/ Anti-Bribery

The exchange of appropriate gifts and entertainment is often a way to build our business relationships. However, when doing business with customers, suppliers or government officials (local/foreign), it is prohibited by our Company policy for any ANSA McAL Group employee, officer, representative, subsidiary, or independent contractor acting on our behalf to give or accept bribes, illicit payments or other improper benefits in order to obtain business or influence an unfair advantage or business decision. A “bribe” is giving anything of value that would improperly influence the outcome of a transaction.

“Anything of value” can include such things as:

• Cash

• Gifts

• Meals

• Entertainment

• Travel and lodging

• Personal services

• Charitable donations

• Business opportunities

• Favours

• Offers of employment

If the ANSA McAL Group cannot obtain a contract without paying a bribe, you must report the matter to your supervisor, Managing Director, the Group Performance Audit Team or the Group Legal Department and walk away from the deal. Our reputation for integrity is more important than the profit from any contract.

Anti-Money Laundering

Money laundering is a global problem with far-reaching and serious consequences. Money laundering is defined as the process of converting illegal proceeds so that funds are made to appear legitimate. It is not limited to cash transactions. Complex commercial transactions may hide financing for criminal activity such as terrorism, illegal narcotics trade, bribery, and fraud. Involvement in such activities undermines our integrity, damages our reputation and can expose the ANSA McAL Group and individuals to severe sanctions.

Our Company forbids knowingly engaging in transactions that facilitate money laundering or result in unlawful diversion. We take affirmative steps to detect and prevent unacceptable or illegal forms of payment and financial transactions. Antimoney laundering laws require transparency of payments and the identity of all parties to transactions.

Conflicts of Interest

ANSA McAL Group believes business decisions should be made without any conflict of interest. A conflict exists when your personal, social, or financial interests, duties, obligations or activities, or those of a family member are, or may be, in conflict or incompatible with the interests of the Company. Conflicts of interest compromise our personal judgment, undermine the Group’s credibility, and destroys the trust that others place in us.

Potential Warning Signs of Money Laundering

Two areas that deserve special awareness are: (1) unusual ways in which payments may be requested and (2) customers who appear to lack integrity in their operations.

Be alert for:

Requests for cash payment or cheques from an unknown third party.

Complex payment patterns.

Unusual transfers to or from countries not related to the transaction.

Customers who seem eager to avoid recordkeeping requirements.

Transactions involving locations previously associated with money laundering or tax evasion.

Transactions which are inconsistent with usual business practices, or which do not match the customer’s or client’s normal pattern of activity.

Employees must make prompt and full disclosure of any situation that may involve an actual or potential conflict of interest. Employees should contact their Managing Director, their HR Department to make such disclosures, or the Group Performance Audit or Group Legal Department to report any questions, problems or issues regarding conflicts of interest.

While it is impossible to list all activities that could pose a conflict of interest, the following are common examples:

Financial Interest: You or a family member owning, directly or indirectly, a significant financial interest in any entity that does business, seeks to do business, or competes with our Company.

Outside Employment: Holding a second job without prior approval.

Board Memberships: Employing, consulting, or serving on the board of a competitor, customer, supplier, or other service provider.

Employment of Relatives & Friends: Hiring of close personal friends or relatives in the same business unit or department.

Gifts & Entertainment: Soliciting or accepting any cash, gifts, entertainment, or benefits that are more than modest in value from any competitor, supplier, or customer.

Corporate Opportunities: Using corporate opportunities for any form of personal gain.

Outside Employment, Business and Other Interest

A conflict of interest exists if your outside business or other interests can affect your objectivity, motivation or performance as an ANSA McAL Group employee. A second job or other affiliation with an ANSA McAL Group competitor is not allowed (unless approved in accordance with Group Policy).

When outside employment is allowed, employees are still bound by all confidentiality agreements with ANSA McAL Group and all ANSA McAL Group policies and procedures relating to confidential or inside information.

Outside Board and Committee Appointments

These are not allowed without the necessary prior written approvals in accordance with Company policy. Where such approvals are obtained, the employee’s performance will be reviewed periodically to ensure that their work delivery is not affected as a result.

Fair Procurement

We engage in open and fair procurement activities regardless of nationality or the size of the transaction. Suppliers are selected on a competitive basis, including quality, suitability, performance, service, technology, and price. We strive toward establishing mutually beneficial relationships with our suppliers based on close cooperation and open communication. Terms and conditions defining our relationship with suppliers are communicated early in the supplier selection process. Any agreements to such terms and conditions, or any acceptable modifications, are reached before work begins.

There are laws in most countries that regulate government procurement, you are expected to know and comply with all government procurement rules applicable to our business as transparency, integrity, economy, openness, fairness, competition and accountability are some of the fundamental principles of government and public procurement.

Selection and Use of Third Parties

We believe in doing business with third parties that embrace and demonstrate high principles of ethical business behaviour. We rely on suppliers, contractors, and consultants to help us accomplish our goals and should be treated according to our values. To create an environment where our suppliers, contractors, and consultants have an incentive to work with the ANSA McAL Group, they must be confident that they will be treated in an ethical manner. We offer fair opportunities for prospective third parties to compete for our business. The manner in which we select our suppliers and the character of the suppliers we select reflect on the way we conduct business.

Procurement Conduct

Proper procurement conduct includes: Using established corporate-wide or regional supply (leveraged) agreements.

Obtaining competitive bids when leveraged agreements do not exist.

Confirming the financial and legal status of the supplier.

Verifying quality, service and HSE claims on a regular basis.

Making sure that purchase agreements clearly state the services or products to be provided, the basis for earning payment and the applicable rate or fee.

Verifying that invoices clearly and fairly represent goods and services provided.

Avoiding reciprocal agreements or exchange of favours.

The fee or price paid for goods and services by the ANSA McAL Group must represent the value of the goods or services provided. Payments can only be made to the person or the firm that actually provides the goods or services, and must be made in the supplier’s home country, where it does business, or where the goods were sold or services provided.

Our Company will not knowingly use suppliers who participate in the following activities:

Supplying unsafe products or services

Violating laws or regulations

Using child labour or forced labour

Using physical punishment to discipline employees, even if it is allowed by local law