Ethical Code of Conduct Policy.

This Code of Conduct has been approved by the Board of ASM Engineering Ltd and applies to all businesses and to all employees and/or sub-contractors (permanent, temporary or on contract) engaged to work within or on behalf of the Company. It applies in all jurisdictions in which the Company operates regardless of local laws or culture.

A Code of Conduct is a “Statement of principles and values that establishes a set of expectations and standards for how an organisation, government body, company, affiliated Company or individual will behave, including minimal levels of compliance and disciplinary action for the organisation, its employees and/or sub-contractors and volunteers.”(Source: Transparency International 2009)

• Employees and/or sub-contractors must not offer or make any bribe, unorthodox or unauthorised payment or inducement of any kind to anyone.
• Employees and/or sub-contractors must not solicit business by offering any bribe, unorthodox or unofficial personal payment to customers or potential customers.
• Employees and/or sub-contractors must not accept any kind of bribe, unorthodox or unusual payment or inducement that would not be authorised by ASM Engineering Ltd in the ordinary course of business.
• Employees and/or sub-contractors must clearly refuse any bribe or unorthodox payment and must do so in a manner that can lead to no misunderstanding or false expectation; and to report any such offers to line management and to Line Management immediately.
• Employees and/or sub-contractors must report any breaches of this policy or of any applicable law even if by doing so they have to disclose their own wrongdoing. Such reports must be passed to Line Management.
• ASM Engineering Ltd requires managers to maintain a working environment where employees and/or sub-contractors can make reports of breaches of this policy in confidence and without fear of reprisals.
• ASM Engineering Ltd expects its business partners, suppliers and contractors to act with integrity and without thought or actions involving bribery and corruption and will, where appropriate, include clauses to this effect in contracts offered to any such third parties.
• ASM Engineering Ltd will actively investigate all reported allegations of fraud corruption or abuse of position for personal gain involving the Company and its employees and/or sub-contractors, wherever they might occur.
• ASM Engineering Ltd undertakes that, except for knowingly reporting false accusations, every employee may report allegations without fear of retaliation.
• ASM Engineering Ltd and its employees and/or sub-contractors will not make direct or indirect contributions to political parties, organisations or individuals engaged in politics, as a way of obtaining advantage in business transactions. ASM Engineering Ltd will publicly disclose all its political contributions.
• ASM Engineering Ltd will ensure that charitable contributions and sponsorships are not used as a subterfuge for bribery. ASM Engineering Ltd will publicly disclose all its charitable contributions and sponsorships.
• Compliance with this Ethical Code of Business Conduct (and the policy that it forms an integral part of) is mandatory for all employees and/or sub-contractors (including directors) and ASM Engineering Ltd will apply appropriate sanctions for violations of this Code and the policy.
• ASM Engineering Ltd conducts due diligence before entering into a joint venture or consortium. For the avoidance of doubt, this includes intra-Company outsourcing.
• ASM Engineering Ltd will not channel improper payments through agents or other intermediaries.
• ASM Engineering Ltd undertakes properly documented due diligence before appointing agents and other intermediaries.
• All agreements with agents and intermediaries require the prior approval of senior management.
• Compensation paid to agents and other intermediaries must be appropriate and justifiable remuneration for legitimate services rendered.
• Agents and other intermediaries must contractually agree to comply with this policy and are provided with appropriate advice and documentation explaining this obligation.
• ASM Engineering Ltd contractually requires its agents and other intermediaries to keep proper books and records available for inspection by the Company, auditors or investigating authorities.
• ASM Engineering Ltd monitors the conduct of its agents and other intermediaries and has a right of termination in the event that they pay bribes or act in a manner inconsistent with this policy.
• With regards to contractors and suppliers, ASM Engineering Ltd conducts its procurement practices in a fair and transparent manner.
• ASM Engineering Ltd avoids dealing with contractors and suppliers known or reasonably suspected to be paying bribes. The Company undertakes due diligence, as appropriate, in evaluating prospective contractors and suppliers to ensure that they have effective anti-bribery policies.
• ASM Engineering Ltd makes this policy known to contractors and suppliers and requires their acceptance and adherence to this policy.
• ASM Engineering Ltd monitors significant contractors and suppliers as part of its regular review of relationships with them and has a right of termination in the event that they pay bribes or act in a manner inconsistent with this policy.
• ASM Engineering Ltd makes it clear that no employee will suffer demotion, penalty, or other adverse consequences for refusing to pay bribes, even if such refusal may result in the Company losing business.
• ASM Engineering Ltd has established and maintains an effective system of internal controls to counter bribery, comprising financial and organisational checks and balances over the Company’s accounting and record keeping practices and other business processes related to this policy.
  
  

ASM Engineering Ltd has established feedback mechanisms and other internal processes supporting the continuous improvement of this policy. Senior management of the Company monitor this policy and periodically review the policy’s suitability, adequacy, effectiveness, and implement improvements as appropriate.