AnCom AS is one of the world's leading companies in the field of ferrite antenna technology. AnCom operates in a demanding global business environment which is operationally challenging, highly competitive and fast moving. The Company's operations shall be characterized by high ethical standards and AnCom values and integrity are not subject to any compromise.
This Code is intended to help all employees to under-stand and apply AnCom's standards in their everyday business activities. The Code is meant to stimulate awareness of ethical issues AnCom may encounter. Making the right decisions begins with honesty and integrity.
The Code requires all employees to conduct their business consistent with all applicable laws and regulations, in each relevant jurisdiction and it requires that they are responsive to the concerns of the communities in which AnCom operates. Employees shall make reasonable efforts to brief customers, suppliers and business partners about the Code. When appropriate, reference to the Code shall be part of contracts and business agreements.
The Code applies to the members of the board, managers and all other employees and representatives of AnCom ("employees"). All have a duty to read and follow this Code. All managers have a responsibility to ensure that all subordinates are aware of, and comply with the Code.
Violation of the Code will be subject to disciplinary action including possible termination of employment as well as potential criminal prosecution.
Personal Conduct
AnCom expects employees to treat all those with whom they come into contact, either at work or in work-related activities, with courtesy and respect. AnCom employees must take care not to offend local customs or cultures, and are responsible for protecting the company's reputation and behaving in line with AnCom's expectations.
Employees are expected to contribute to an orderly and efficient work environment and AnCom's overall results. Employees should therefore perform their duties to the best of their ability and abstain from any conduct which may have a negative effect on their colleagues or work environment. The principle of non-discrimination, tolerance and respect for one's fellow workers should guide and underpin behaviour accordingly.
Confidential and Proprietary Information
AnCom believes its Confidential and Proprietary Information (the Information) is an important asset in the operation of its business. Unauthorized disclosure or use of such Information could seriously damage AnCom's interests.
To protect the Information (in whatever form or format), it is AnCom's policy that:
- The Information should be disclosed within AnCom only on a need-to-know basis and handled in accordance with signed confidentiality agreement.
- The Information must be marked with appropriate handling instructions in compliance with AnCom's information policy.
- The Information should be disclosed outside AnCom only when required by law or when necessary for AnCom's business activities and in accordance with AnCom's information policy.
- All information shall be handled in accordance with the company's standard confidentiality agreements and any special purpose non-disclosure agreement (NDA) that may apply.
Correspondingly, AnCom respects the confidential and proprietary information of others. All employees are required to fully comply with both the spirit and the letter of national and foreign laws and regulations protecting such rights.
Collecting information on competitors from legitimate sources, in order to evaluate the relative merits of their products, services or marketing methods is regarded as proper and necessary. How-ever, any form of illegal or questionable intelligence gathering is strictly against company policy.
Information and IT systems
Information produced and stored on AnCom's systems is regarded as the company's property, and AnCom reserves the right to access all such information except where limited by law or agreement. Employees are responsible for keeping their electronic files and archives in an orderly manner.
Use of information, IT systems and, in particular, internet services shall be governed by the needs of the business and not personal interest. Any use of software in breach of copyright law is prohibited.
Confidentiality and discretion
AnCom also has an obligation to protect any confidential information provided to AnCom and AnCom's employees by AnCom's customers and suppliers, unless otherwise agreed upon. Information related to the establishment of new business contacts shall also be handled with discretion. Such information should only be disclosed when agreed upon, or when required by law.
Conflict of interest
AnCom appreciates that all employees have a right to a private life and private interests. However, AnCom demands openness and loyalty to AnCom. All employees should avoid any action, which may, or may appear to, involve a conflict of interest with AnCom. Further, employees should not have any financial or other business relationships with suppliers, customers or competitors that might, or might appear to, impair the independence of any decision employees may need to make on behalf of AnCom.
Insider trading
As a listed company AnCom is subject to strict rules concerning the handling of information that may affect stock price. Inside information is any information not known to the general public and which could reasonably be expected to affect the price of the stock as defined in the Norwegian Verdipapirhandelloven (Security Trading Act). All employees have a responsibility to prevent access to such information by unauthorised persons and furthermore employees must not trade, directly or indirectly, in securities of AnCom while in possession of inside information.
National and foreign law and company policy prohibit from "tipping" family or friends regarding material, non-public information that employees learn about AnCom or any other publicly traded company in the course of their employment. Penalties apply, regardless of whether the employees derive any benefit from the trade.
Competition
All employees are expected to comply with both the letter and the spirit of all national and foreign antitrust laws.
Formal or informal agreements with competitors that seek to limit or restrict competition in some way are often illegal. Unlawful agreements include those which: seek to fix or control prices; allocate products, markets or territories; or boycott certain customers or suppliers. To ensure compliance with antitrust law, discussions with competitors regarding any of these potential agreements is a violation of the Code.
Formal and informal agreement with a competitor to join forces or to act as sub-contractor in a bid for a single contract is acceptable in many jurisdictions. However, local legislation must be verified through legal counsel before entering into such agreements.
Certain understandings between a supplier and a customer are also considered anti-competitive and illegal. These include agreements that fix resale prices or that result in discriminatory pricing between customers for the same product. These types of restrictive understandings must not be discussed or agreed to with a customer.
Corruption
AnCom is firmly opposed to all forms of corruption. AnCom's objective is to compete in the marketplace on the basis of superior products, services and competitive prices. Under no circumstances is it acceptable to offer, give, solicit or receive, any form of bribe, kickback, improper or illegal inducement.
This applies to AnCom's transactions everywhere, even where the practice is widely considered a way of doing business.
Facilitation payments refer to relatively small payments or rewards in order to expedite, or ensure the provision of, ordinary products and services which would, or should, in any case be expedited or provided in the normal course of events.
There is a very thin line between what may be a "facilitation payment" and what may be a bribe, and great care must be taken in deciding whether or not such a payment is legal, necessary and justifiable.
The decision whether or not to make facilitation payments should be left with local managers who must ensure that they are properly authorised and correctly recorded in the accounts. Managers should be able, if necessary, to openly and publicly justify such payments and reconcile them with the Code.
Use of agents
The use of agents may, in some locations, enable Nera to pursue its business more easily and cost effectively. An agent must not be used to carry out activities, which contravene with the Code.
Prior to hiring an agent , the manager concerned should make reasonable efforts to assure himself/herself that the reputation, background and abilities of the agent are appropriate and satisfactory. Payments to agents shall be based on written agreements and under no circumstances be in advance.
Entertainment and Gifts
Appropriate business entertainment of non-government employees occurring in connection with business discussions or the development of business relationships is generally deemed appropriate in the conduct of official business. This may include business-related meals and trips, refreshments before or after a business meeting, and occasional athletic, sporting, theatrical or cultural events. Entertainment in any form that would or might result in a feeling or expectation of personal obligation, should not be extended or accepted. This applies equally to giving or receiving entertainment.
What is acceptable practice in the commercial business environment may be against the law or the policies of local governments. Therefore normally, no gifts or business entertainment may be given to any government employee without the prior approval of the employee's manager, and possibly the governmental employee's superior, except for items of immaterial nominal value.
No gift should be accepted from a supplier, vendor or customer unless the gift has insignificant value and a refusal to accept it would be discourteous or otherwise harmful to AnCom. This applies equally to offering gifts to suppliers, vendors or customers.
Money laundering
AnCom is aware that persons or entities may be interested in using AnCom as an instrument in the process of laundering proceeds from illegal actions. In its worldwide operations AnCom shall be vigilant in guarding against its transactions being used by others to disseminate (launder) questionable funds.
Accounting and Reporting
AnCom shall maintain accurate and complete company records. Transactions between AnCom and other parties shall be promptly and accurately entered into AnCom's books. All forms of financial reporting shall be in accordance with generally accepted accounting practices and principles. and all filing requirements shall be accurately met with regard to timing and content.
Compliance and Internal Control
AnCom shall employ necessary means of internal control, in order to monitor that the Code is being fully complied with. Internal control is the responsibility of the management.
If in doubt how to understand and practice the Code the employee is urged to discuss this with his/her manager. If this is not possible the employee shall discuss this with the Management. If the employee wants to discuss issues related to the Code with an external party, the AnCom Auditor shall be contacted.
Similarly, should the employee be aware of any infringement of the Code he(she) shall raise the issue with his/her manager. If this is not possible the employee should report the infringement directly to the Management. Incidents may be reported anonymously if desired.