Code of conduct

FOREWORD
Code of conduct is based on the company’s philosophy, vision and its core values. The Code of
Conduct provides a clear set of principles and guidance about what is expected of employees. It
shows how employees are expected to behave when carry out duties in the team, with business
partners, customers and other members of society.
The Company is committed to the highest standards of business conduct and to act
responsibly. It strives to provide equitable services that ensure fair competition and ethical
conditions and are in accordance with the standards of the legal system of the country where
the activity takes place.
Objectives of the Code of Conduct:

1. Define norms and rules of conduct;
2. Inform and educate employees on business ethics and conduct in the business
   environment;
3. Raise work interest;
4. Develop employee responsibility;
5. To maintain a good, motivating and attractive working atmosphere in the
   Company, promote its philosophy, vision and values;
6. To ensure relations based on respect and trust, encouraging the immediate
   resolution of problems arising in the Company;
7. Protect employees from conflict situations and unethical behavior by defining
   cases of intolerable behavior.

Employees must be familiar with Code of Conduct. This document forms
part of Contract of Employment and employees are required to comply with
it. Failure to do so may result in disciplinary actions, which could include
dismissal.
These rules apply to all Company employees (including those acting on
behalf of the Company, regardless of the form of relationship with the
Company and payment) and, if aligned with the regulations of politics, to
third parties, including, but not limited to, suppliers.
Every manager or if assign a responsible person is responsible for
ensuring that every team member has the opportunity to acquaint
himself or herself with Code of Conduct and the key anti-corruption
principles as well as provide additional explanation if needed.
Code of Conduct, full copies of the policies and procedures and
other documents referred to are available on Hegelmann Group
Intranet. Those who do not have access can request a paper copy
from the line manager.
By signing the Code of Conduct employee commits to the
enforcement of the principles of conduct and compliance
without any exceptions.

HEGELMANN GROUP VISION

1 | The HEGELMANN GROUP is and remains a family-run group of companies.
2 | We are an intercontinental logistics company – thinking globally and acting locally – with a diversified range of services that has its roots in land transportation.
3 | We invest more than average in profit-oriented growth and diversification, to further consolidate and expand our market positions with the goal of ranking among the TOP 10 in the sectors we operate in.
4 | We greatly contribute to the EU climate targets through the expansion of our green fleet and intermodal activities.
5 | Our company has a stable financial basis, supported by our leading role as cost leader as well as champion in the spotmarket and the targeted continued evolution as a logistics provider (Road, Sea, Air, contract logistics) and further internationalisation (USA, China, etc.).
6 | We are an attractive employer for professionals who are looking for flexibility, development opportunities and success in a medium-sized company.
7 | We are prepared for the digital transformation and are one of its leaders. We strive to digitalize our processes completely and thus making them efficient and transparent. Logistics is also the organization of streams of information.
8 | At Hegelmann we love what we do and do with heart, what needs to be done. This unique enthusiasm is the engine of our continued global success.

PRINCIPLES OF THE CODE OF CONDUCT

1. Honesty
   ▶ Honest actions, compliance with legal requirements, protection of the name and
   reputation of the company
   ▶ Delivering on promises
   ▶ No fraud and no deception
   ▶ No utilisation of working time, material or financial resources for the realisation
   of one’s own needs
   ▶ Promotion of the best use of employee skills and theirdevelopment, increase
   emplyee qualifications and create equal opportunities in the professional
   environment
2. Respecting the law and human rights
   ▶ All colleagues must be treated equally by the employees. No person or
   group of people may be discriminated against in statements, actions or
   decisions on the basis of age, gender, social status, race, religion, sexual
   orientation, skin colour, nationality, political opinion, physical disability
   or family situation. Legal actions must be taken to end such discrimination
   ▶ Defending the rights when obvious violations are detected, such as
   violation of applicable laws and regulations or ignoring human rights
   ▶ All colleagues must be protected from being dismissed, penalised
   or treated unfairly if disclose the protected disclosure of information
   according to whistleblowing procedure.
   ▶ The company must ensure that the applicable statutory working
   time restrictions are observed. The maximum permitted
   working time per week is regulated by national laws, but may
   not exceed 48 hours of regular working time and 12 hours of
   overtime per week on a regular basis. The limitation of overtime
   is regulated according to regional legal or contractual
   obligations. Workers are entitled to at least one day off
   per week, except in exceptional circumstances and for
   a limited period of time. The company shall provide the
   necessary breaks from work so as not to endanger the
   safety and health of the employees.
   ▶ The company guarantees not to pay wages below the
   legally valid minimum wage. The company will not
   reduce or withhold pay for disciplinary reasons or
   as a condition of employment. Compensation paid
   to employees must comply with all applicable
   wage and salary laws, including minimum wage,
   overtime and statutory benefits.
   
3. Responsibility and subordination
   ▶Understanding of the company’s obligations and interests towards shareholders, customers, employees and business partners
   ▶Carrying out tasks by diligent, efficient and comprehensive use of skills, understanding the significance of tasks and duties
   ▶Consequences of professional activities based on personal responsibility in relation to decisions and performances, minimizing the potential benefit or harm caused by short or long-term effects
   ▶Taking responsibility with regard to one’s own work and decisions
   ▶Taking joint responsibility for collegial decisions
4. Exemplary behavior
   ▶To be a role model in accordance with the generally accepted rules of conduct regarding appearance, language and behaviour
   ▶Tolerance and a willingness to help, respectful treatment of colleagues and other people, peaceful and forthcoming resolution of work-related conflict situations and continuous maintenance of the company’s image
   ▶Efficient use of working time, timely and competent execution of tasks
   ▶No insulting or contemptuous treatment of colleagues, subordinates or managers
   ▶Precise and punctual behaviour, no harassment, no use of vulgar language
   ▶No abuse and consumption of alcohol, drugs or other psychotropic substances and no working under the influence of any of such substances
5. Dress and appearance
   ▶All employees are required to look smart for work. This means having a clean and tidy personal appearance and wearing appropriate clothing, shoes and accessories.
   ▶Our employees work in a variety of locations including offices, logistics centres, trucks, services, hotels etc. They have jobs which take them from the most formal of setting, such as meetings with clients, to more formal, such as services. The employee may wish to modify their style of dress to suit particular environments, but overall Hegelmann Group expects employees to look smart at all time and to dress in a way that:

• Hegelmann Group requirements are:
• A good standard of personal hygiene and presentation
• Clothing must be clean, tidy and in good repair
• Footwear must be appropriate and safe – flip-flops are not appropriate
• No short miniskirts and shorts
• No crop, low neckline/back or vest tops
• No t-shirts with offensive logos
• Body studs, rings, tattoos that may cause offence should not be displayed
• Uniforms or protective clothing supplied by Hegelmann Group must be worn as directed
• ID cars, where issues, must be carried at all times in our offices and external events as appropriate
  

6. Neutrality, objectivity and justice
   ▶Assessment of colleagues according to competence, performance and capabilities
   ▶Objectivity in all activities, making decisions based on clear evaluation criteria, such as the opinion of adversaries or experts and other objective factors, avoiding personal opinions and emotions
   ▶Evaluation of activity, initiative, cooperation, compromise and openness

STANDARTS OF ETHICS AND CONDUCT

7. Relationship with customers
   The company strives for continuous improvement, therefore customer satisfaction with the cooperation and
   our services is imperative. We respond to received customer feedback promptly and professionally. The
   company’s success is based on the quality of its services and efficiency of its activities.
8. Relationship with suppliers
   The goal of the company is to be a reliable partner. We focus on long-term business relationships and on
   good cooperation with suppliers. We are convinced that our suppliers comply with international human
   rights, working conditions, environmental protection and anti-corruption regulations. We encourage
   our suppliers to conduct their activities in line with similar principles as this Code. This is an important
   criterion for establishing and developing business relationships. Suppliers are selected and evaluated
   according to predefined criteria such as quality, price, reliability, environmental and social aspects.
   Furthermore, the established principles are checked in regular spot checks and audits.
9. Relationship with competitors
   ▶ The company advocates fair and open competition in all markets
   ▶ The company does not spread negative information about competitors in order to gain a
   competitive advantage
   ▶ The Company seeks to compete fairly, in accordance with applicable laws and in line
   with the principles of business ethics. The Company increases its competitiveness
   by improving its management efficiency, increasing its productivity and reducing its
   costs
10. Relationships within the company
    The company supports international human rights and respects the dignity of all
    workers as defined in the United Nations Declaration and the main conventions of the
    International Labour Organization:
    ▶ We do not use child labour, prison labour or forced labour
    ▶ We assess all employees equally and objectively. We strive for a working
    environment in which people are respected regardless of individual
    differences, abilities or personal characteristics. No employee or candidate
    should be discriminated against in any way
    ▶ The company constantly develops and improves the safe and healthy
    working environment, takes care of the safety and health of its
    employees and prevents possible damage
    ▶ When carrying out tasks and instructions, employees provide their
    colleagues with all information relevant to their tasks. They do not
    interfere with employees’ work and do not create situations in
    which an employee is forced to disclose confidential information to
    unauthorized persons
    ▶The workers follow the principles of goodwill and strive for. Harassment, discrimination or other misconduct in the workplace is not tolerated
    ▶The company recognises and respects the right of workers to freedom of association and their right to choose their representatives freely and independently and guarantees that these representatives will not be subject to any form of discrimination. The company also recognises the right of workers to collective bargaining.

In relationships with colleagues are to be avoided:
▶Humiliation or insult of a person
▶Public discussion about the character and characteristics of an employee
▶Degrading of work or property of employees
▶Rumours and their distribution as well as defamation and indignity
▶inciting discord by using the professional and psychological advantages
▶Demonstration of negative behaviour

Managers treat their employees with respect and only provide instructions, advice and remarks to their subordinates in the correct manner and with the following aim:
▶Creating a functional and friendly environment and preventing of conflicts
▶Elimination of the cause for disagreements
▶No public display of sympathy and antipathy towards subordinates and other employees
▶Objective evaluation of the attributes of the subordinates as well as the business capabilities

Senior employees have the following additional duties:
▶Exemplary behaviour – a role model in terms of honesty and correctness
▶Provide constructive feedback to employees
▶Ensuring the qualification of subordinates
▶Supervising employees (including temporary workers) under their authority to ensure compliance with the laws and practices applicable in society and within the terms of this Code
▶Reporting of potential violations to a superior or the managing director of the company
▶Assisting of employees who in good faith ask questions or raise concerns about compliance with laws and company regulations and honesty. No employee shall ever be a victim of abuse for asking such questions or raising such concerns

11. Confidentiality and data protection
    ▶Employees must protect the privacy of all confidential company matters. They must also maintain secrecy about information received from or related to their customers (business partners)
    ▶Ensuring the protection of confidential company information is very important. Employees must be made aware of what information is confidential within the company. They must sign an agreement not to publish, lose or transfer any information they have received during their employment to anyone outside the company unless they are authorised to do so
    ▶Information is treated confidentially if it is marked with a confidentiality flag or if it is evident that its contents contain trade or company secrets. In case of doubt, the employee may seek advice from his or her direct supervisor
    ▶Employees must comply with data protection regulations and ensure that confidential data, especially personal data, is protected in such a way that it is not accessible to third parties. Personal data may be collected, processed and used as permitted by national data protection laws (or equivalent laws in the country concerned), other applicable laws or related cooperation agreements. In case of doubt, the employee must seek advice from the data protection officer. All employees must comply with the data protection regulations and guarantee the confidentiality of current activity and business secrets
    ▶Employees may not use confidential information for unauthorized purposes. Measures must be taken to protect confidential information from loss, theft, misuse or alteration
    ▶Employees who leave the company are reminded of their responsibility to continue to protect and not disclose confidential information that they have become aware of during their work

11. Conflict of interest
    ▶Business transactions must be conducted in such a way that they best serve the interests of the company. Neither a natural person nor a legal entity that has any relationship with an employee may benefit from the company through fraudulent actions by exploiting the contact with employees or their duties
    ▶Situations which could lead to conflicts between the employee’s responsibilities in relation to the company and his personal interests must be avoided. Every employee must avoid circumstances that could damage the reputation of the company or other material and non-material interests of the company
    ▶Participation in activities of another competing company (including investment in or financial participation in such a company) is not permitted without the written consent of one’s own company
    ▶All conflict-related situations in the company are resolved immediately and decisively. The Company does not prohibit its employees from engaging in activities that do not interfere with the interests of the Company or the proper performance of the employee’s functions. In order to avoid a conflict of interest, the employee must report such activities in writing before commencing them
12. Political and social activities
    ▶Employees may participate in political and social activities, run for office in elections, conduct election campaigns, raise funds or otherwise contribute to the activities of any organization or party. However, these activities are distinct from their professional activities and responsibilities and do not interfere with the proper performance of their direct duties within the Company
    ▶Employees must ensure that their public policy statements and assessments are understood as their personal and not the opinion of the company
    ▶Employees must ensure their private or personal interests do not conflict with those of the organisation, do not influence their decision on behalf of the organisation and are not used to obtain any personal gain, or gain for their family, friends or associates.
    ▶Company employees inform their managers of their participation or intention to participate in elected political parties, governmental and self-governing bodies
13. Environmental protection
    As a responsible company, Hegelmann group tries to find a balance in its activities between environmental protection, satisfaction of the needs of society and corporate development
14. The company is committed to the following:
    ▶to comply with environmental legislation and other normative documents
    ▶Rational use of raw materials and energy resources
    ▶Participation with regard to sorting of waste at the workplace

15. Corruption
    Corrupt actions that
    ▶directly or indirectly provide property or other personal benefits (gifts, services, promises, privileges) to himself or to another person for the performance or non-performance of his duties, are prohibited
    ▶Private interests – could influence employees of the company or their relatives or their decisions in regards to personal belongings of private individuals or intangible interests
    ▶Third Parties – influence private and legal persons who are not employees of the Company
    
16. Bribery
    ▶The company does not tolerate any form of bribery
    ▶Bribery is the acceptance, offering or promise of property or other personal gain for oneself or another person in order to influence actions or decisions, to promote improper performance or to abuse the position of the person. Bribery can take many different forms, including, but not limited to, the transfer of cash, valuable gifts, travel, accommodations, career opportunities and/or the disclosure of valuable, commercially relevant information
    ▶Company employees must not, directly or indirectly, accept, offer, receive or promise a bribe, including from third parties
    
17. Misconduct of duties
    ▶The Company does not tolerate any abuse of authority by employees with regards to authorizations granted by internal documentation
    ▶Work equipment and financial or material resources provided by the company shall be used exclusively in accordance with the procedure laid down in the company’s internal rules and other documents. The Company’s employees must protect the Company’s assets and intervene when necessary to prevent the wrongful use of property, damage or other non-legal acts
    
18. Business arrangements that facilitate payments
    
    Business arrangement facilitating payments are money transfers made to government officials with the aim of implementing the usual procedures or being implemented in a shorter period of time.
    ▶All employees are prohibited from making or accepting payments that affect business arrangements
    
19. Gifts and hospitality
    ▶Gifts are understood to be property or ownership rights transferred free of charge
    ▶In the fulfilment of their duties, Company employees may not tolerate or accept gifts that could lead to a conflict of interest or that go beyond normal business practice. Similarly, nothing should be accepted if it is believed that an attempt is being made in this way to attract Company employees or to influence their decisions
    ▶The Company prohibits the offering of gifts of any kind if the purpose is to secure an unjustified advantage in relation to the Company
    ▶Company employees may accept and offer official business gifts (e.g., merchandise) and gifts in accordance with international business protocols or business traditions, and accept business hospitality offered (e.g., business lunches, exhibitions, conferences, etc.), if such gifts/ entertainment are intended to maintain business relationships or enhance the Company’s services, brand awareness and image
    ▶Regardless of their amount, funds may not be accepted or given as gifts
    ▶If Company employees participate in events organized by other business partners or non-profit organizations and the expenses and other costs related to the business trips are acceptable under the law, the expenses in this connection may also be covered in whole or in part by the inviting party
    ▶In all cases, employees must follow the principle of reasonableness in relation to business gifts or other assets offered to them and assess whether they result in an advantage or otherwise go beyond the normal practice of fair business relations
    
20. Support and other privileges
    ▶Support for private and/or legal persons (companies, institutions, organisations) with preferential status will be granted in accordance with the company’s internal procedures. In all cases, the granting of assistance must be agreed with the company’s management
    ▶The company supports social, educational, artistic, cultural, scientific and athletic activities and projects. It shall ensure that its support reaches those target groups whose activities and initiatives are in line with and promote corporate values, social responsibility policies and strategy
    ▶Support cannot be used as a covert operation for bribery and/or undercover trade
    ▶The company renounces all forms of support for political parties. Support is not provided and cannot be used to finance political parties or political election campaigns
    
21. Manipulation
    ▶The company does not tolerate any actions based on manipulation
    ▶Manipulation is understood to be an unlawful act by an employee in the performance of his or her duties, authorization, affiliation and/or knowledge in the work environment in order to manipulate other employees, other companies, institutions or organizations and thus to act lawfully, illegally or to act not at all
22. Transparent procurement
    ▶The company requires that all procurement procedures are transparent
    ▶All activities related to procurement should be carried out in accordance with the QMH-11 “Procurement Procedure”, which describes the main criteria for selecting suppliers
    ▶Suppliers must be selected on the basis of the most economical offer under equal and non-discriminatory conditions, both in the award and execution of the contract
    ▶In all cases, the company shall take immediate action if it finds, through internal control mechanisms or other measures, that the conduct of third parties supplying goods or services to the company is in breach of the company’s anti-corruption and procurement procedures

ENSURING THE EFFECTIVENESS OF THE CODE OF CONDUCT

▶Compliance with the provisions of the Code of Conduct is based on the self-awareness and conscience of the Company’s employees. The Company fully supports its employees who comply with the provisions of the Code of Conduct in good faith, especially when they are under pressure from outside to violate them
▶If employees become aware of violations or suspect that the Company’s Code of Conduct and Code of Ethics may have been violated, they should seek the advice of their line manager
▶Violations of Code of Conduct norms may result in official penalties, including dismissal
▶If an employee has any questions regarding the Code of Conduct bellow steps can be followed

Date: 01-2023