Code of Conduct

Proact IT Group AB - Code of Business Ethics and Conduct

Statement by the Board

Proact is an international company operating worldwide, and located in 15 countries with different laws, cultures, values and traditions. What unites us, besides our long-term goals of profitable growth, is that wherever in the world we operate, we are committed to conducting business not only in accordance with the law, but sustainably, and in accordance with our shared core values of integrity, commitment and excellence.

The principles set out in this Code of Conduct are based on our core values, and underpin every aspect of doing business at Proact.  They define the fundamental ethical standards that we expect of everyone who works for Proact - including our contractors, suppliers and partners - and are a part of all business planning and decision making within the Group.

Proact’s reputation is very valuable and is the collective responsibility of all those who work for us, regardless of their position. Ethical behaviour also makes good business sense.

The Board of Directors is therefore fully committed to this Code and expects all those who work for Proact to follow it.

Signed:

Anders Hultmark
Chairman of the Board
13 July 2016

 

Overview

This Code of Conduct sets out the following 16 fundamental principles of ethical behaviour expected of all those who work for Proact. More details on these principles and how they are applied are found in the Proact Compliance Handbook as well as in Group policies and the policies of our subsidiary companies.

1. Compliance with the law

We will take reasonable steps to maintain an awareness of our legal and regulatory obligations and we will follow all laws and regulations that apply to us.

2. No conflicts of interest

We have a duty to the business, our co-workers, our customers and our investors to place our responsibilities to Proact above our personal gain. This duty includes avoiding situations in business relationships and in personal or community activities that create, or may create, a conflict of interest between our personal interests and those of Proact.

3. Respect in our interactions with others

We represent Proact in every business interaction with customers, fellow workers, or third parties with the power to influence others’ opinions and attitudes about the company. We will be polite and treat others with respect and professionalism in all business interactions, regardless of how they are carried out. We will deal with others fairly, honestly and openly.

4. Protecting company funds

We are responsible for the safekeeping of company revenues, accounts, and associated records and materials. We will be careful regarding costs, and will keep records of any expenses that we later wish Proact to pay for.

5. Keeping accurate records

We will maintain accounting and systems procedures that enable us and other relevant parties to obtain a true and fair view of our accounts at all times. We will keep accurate and detailed business records of all transactions.

6. Confidentiality

We will protect confidential information and trade secrets in our possession from unauthorised use or spreading to others, whether such information belongs to Proact or to our customers, contractors, suppliers or other third parties with whom we have a business relationship. We will respect intellectual property rights of third parties and obligations of confidentiality we may owe to them and will not knowingly violate such rights or try to persuade others to do so.

7. Social and environmental responsibility

We will operate at all times in accordance with health, safety and environmental laws as well as with industry guidance and standards. We will follow all relevant laws and industry standards on working hours and working conditions regarding our own employees and will take reasonable steps to ensure that our suppliers also follow these laws and standards. We will not tolerate any form of modern slavery, human trafficking or human rights abuses within the business or our supply chain.

We will try at all times to use limited resources in an efficient way to prevent or minimise any harmful effects of our operations on the environment. This includes promoting systems for recycling and recovery of materials, and working to prevent pollution and work-related illness and injury. We shall follow all laws and regulations relating to the disposal of electrical and electronic equipment.

8. Following securities market rules

Proact IT Group AB is a public listed company. We will follow the Nasdaq Stockholm listing rules, the Swedish Securities Market Act 2007, the Swedish Corporate Governance Code and all other securities laws and regulations that apply to us.

9. No anti-competitive behaviour

We will compete strongly within our markets, but always fairly and ethically and will not participate in any form of anti-competitive behaviour such as bid-rigging, price-fixing or illegally cooperating with competitors or suppliers.

10. Following export controls and economic sanctions

Proact operates worldwide and frequently exports equipment and software. We will follow all export controls, in particular those relating to encryption technology. We will not export to countries that are subject to economic sanctions by the USA or the European Union.

11. No bribery or corruption

We will follow all laws relating to bribery and corruption and will not tolerate bribery or corruption of any kind. We will not offer, promise or give any advantage to any person with the intention of encouraging them to act improperly or as a reward for doing so. We will not request or accept any advantage from any person that is intended to encourage us to act improperly or in circumstances in which it could be perceived to have that effect. We will not pay ‘facilitation’ payments to public officials in any country – financial payments that may be considered bribes, and that are intended to ‘speed up’ an administrative process.

12. No discrimination or harassment

We will recognise and respect each person in the workplace as an individual and will not tolerate any form of discrimination or harassing conduct toward Proact workers or by any Proact worker toward any third party.

13. Equal opportunities

We will make all employment decisions - including decisions about who to recruit, hire, train, and promote - based only on valid job requirements and objective assessments of suitability without considering a person’s sex, race, colour, religion, age, disability, national origin, sexual orientation or any other characteristic protected by law. We will promote a diverse workplace.

14. Use of IT systems

We will use Proact IT systems and third-party IT systems responsibly for the business purposes for which access is given, in a manner that preserves the integrity and security of the systems, promotes efficiency, enhances Proact’s public image, and respects other Proact employees and third parties.

15. Data protection

We will follow all data protection laws affecting the acquisition, maintenance and use of personal data. Where we have access to personal data we shall: only use it for the purpose for which it was collected or for uses that are permitted by law; will take appropriate security measures to protect the confidentiality of the information from unauthorised access or use; and will not keep the data longer than is necessary or permitted by law.

16. Reporting concerns and protection of whistleblowers

All Proact workers shall promptly report any known violation of this Code of Conduct or any concerns they may have about violations in the manner specified in policies and processes, or directly to the local HR manager and/or to the Chair of the Board of Directors at chairoftheboard@proact.eu. We will investigate all such reports and concerns vigorously and promptly. We will protect any individual who reports concerns in good faith from retaliation by any other individual.