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| CODE OF BUSINESS CONDUCT |
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| PURPOSE AND VALUES - THE VITEC MINDSET |
We provide vital products and services that support the capture of exceptional images.
Underpinning this purpose is a set of values that form the Vitec Mindset, namely:
• Product excellence - everything we make and do is exceptional
• Creative solutions - we are constantly looking to break new ground
• Integrity - what you see is what you get
• Customer focus - we are nothing without our customers
• Collaboration - we work better when we work together
Whilst this purpose and values govern our actions it is important that we each individually understand what is expected from
us in how we conduct ourselves with our colleagues, customers, suppliers and other stakeholders. This is set out in detail
in our Code of Business Conduct.
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| (1) Our people |
1.1 Vitec employees are passionate about their businesses, innovative, pro-active, open and honest. We promote teamwork,
individual responsibility and the strength that comes from diversity.
1.2 Vitec is committed to equality of opportunity in all its employment practices, procedures and policies. When we hire someone to
work in our individual companies we choose the best candidate, irrespective of age, race, national origin, disability, religion,
gender, sexual preference or membership/non-membership of any trades union. We apply the same standard when selecting
suppliers and other people we do business with.
1.3 Vitec respects the rights of its employees throughout the life cycle of employment ensuring that employees are treated fairly
throughout.
1.4 Vitec supports the United Nations Universal Declaration of Human Rights.
1.5 Vitec's policy is to give the greatest importance to the health and safety of its employees and to comply with all relevant
legislation and codes of practice relating to health and safety at work.
1.6 People working for Vitec can expect competitive pay for doing their job and special rewards for extraordinary work or
performance. Vitec will continue to invest in the personal growth of its employees with appropriate training and will aim to offer
stable employment in the communities where we are based.
1.7 Vitec will respect an employees right to privacy and life outside of work.
1.8 Vitec employees respect each other and do not engage in conduct or activity which may be reasonably perceived as offensive,
objectionable, harassing or disrespectful to other employees, suppliers, customers or anyone with whom we interact.
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| (2) Our company |
2.1 Vitec employees do not compete with any activity or business of the company, either directly or indirectly, or use knowledge
gained while working for Vitec to help anyone else compete with the company.
2.2 Vitec employees should avoid conflicts of interest between the company and themselves, for example we do not do business
on behalf of Vitec with a company from which we or a family member may benefit. We do not have personal interests (either
individually or through family) in companies that compete with or do business with Vitec unless we have agreed this with Vitec's
senior management in advance, although we can of course own shares in publicly-traded companies. Family includes spouse,
children, siblings, civil partner or step children. Any conflict of interest that does arise should be raised with the Company
Secretary.
2.3 We treat company property as if it was our own but we remember it's not. We make sure it is taken care of and is not used for
personal purposes unless previously authorised. Vitec employees use telephone and mail services provided by the Company
for their proper Company purpose and do not use them for personal benefit.
2.4 Expenses incurred by employees whilst in the performance of their duties and to be re-imbursed by the Company are to be
reasonable and genuine with proper documentary evidence to substantiate them.
2.5 IT equipment should be used for Company business only. The use of the internet should be for work related matters only. Any
use of IT equipment or of the internet outside of this should only be for an appropriate matter that will not bring the Company into
any disrepute and is not an abuse of an employees conditions of employment.
2.6 Vitec employees will only use Company information including personal data for its proper purpose and in strict performance of
their employment and will adhere to confidentiality and data protection regulations.
2.7 We maintain our records for as long as legally required and do not ever destroy records in an effort to prevent investigation or
disclosures.
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| (3) Our suppliers |
3.1 We aim to develop long-term relationships with our suppliers and expect them to make a fair return on the investments they
have made in doing business with us. We select them on objective criteria such as quality, delivery, performance and price.
3.2 We expect suppliers to adhere to standards of ethical conduct similar to this Code. Our suppliers should be provided with a
copy of this Code and asked to confirm their compliance with it. Vitec will not use child or forced labour, nor tolerate working
conditions or treatment that conflict with the International Labour Organisation's Core Labour Standards that cover the four main
areas of forced labour, freedom of association, discrimination and child labour. Vitec cares about the ethical performance of its
suppliers and will take rapid and thorough steps in cases where that performance comes into question.
3.3 We do not accept gifts or gratuities from present or potential suppliers, other than gifts of nominal value ('nominal' defined as
less than €100 or equivalent) or reasonable hospitality given in the ordinary course of business. Any agreement or
understanding regarding benefits or favours in exchange for such gifts must be avoided. Gifts of other than nominal value may
not be accepted without full disclosure to, and the advance agreement from, the employee's managing director.
3.4 We respect the patents, copyrights, trademarks and proprietary information of our suppliers, as well as the confidentiality of
others with whom we do business.
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| (4) Our customers |
4.1 We aim to offer products and services that are safe, consistently reliable, innovative and relevant to their needs.
4.2 When customers have a complaint we take the complaint seriously and start with the assumption that whatever they say is
correct and well founded and we follow it up diligently. We aim to always resolve any situations in a quick, friendly and
professional way.
4.3 When we advertise or solicit for business we are truthful in every detail concerning our products and services. We do not make
misleading statements about offerings from our competitors. Customers will trust us because of our openness and expertise.
4.4 Under no circumstances will Vitec and its employees pay or offer to pay bribes, inducements or illicit payments to customers,
government officials or other parties in order to obtain or retain business.
4.5 The payment of commissions to third parties for services to Vitec is closely monitored and documented to ensure that
commissions paid are appropriate. Any commission paid is to be cleared in advance with Divisional CEOs and any
commission representing in excess of 10 per cent of a contract's value is to be expressly approved by the Group Chief Executive.
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| (5) Our shareholders |
5.1 We comply with the relevant securities laws and we do not use company information that has not been made public for our own
or others' benefit.
5.2 We do not trade in Vitec shares except during declared open periods and in accordance with the Company's share dealing code
(for further information consult the Company Secretary).
5.3 We take scrupulous care to maintain our books and records so that they fairly reflect our business transactions as they occur.
We do not make misleading or false entries or conceal or confuse our records in any way. We observe our internal control and
financial policies as set down and safeguard Group information that is not in the public domain. Our shareholders will invest in
us because they have confidence in what we say and do.
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| (6) Our responsibility to society |
6.1 We comply with the laws and regulations of each country in which we do business.
6.2 We recognise the security concerns of the countries in which we live and work and respect all export and trade restrictions.
6.3 We always aim to compete fairly and honestly, observing all applicable anti-trust and competition laws.
6.4 Whilst we believe our operations have only limited environmental effect, we work to minimise the impact of our products and
operations on the environment and on the communities in which we operate.
6.5 We support the giving of time and money to a variety of local and international causes that fall within the themes of: Children,
Personal Development and Media-related.
6.6 Vitec does not make donations to political parties nor to any cause that might bring either local business units or any part of the
Group into disrepute.
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| (7) Making sure this Code is understood |
7.1 All employees have been given a copy of this Code and new employees are given a copy when they join. It is also available on
the Vitec website and copies should be displayed on site notice boards.
7.2 If there is anything about this Code an employee does not understand, if an employee needs help in applying it or if an
employee just wants further guidance, they are free to contact their immediate line manager, their business unit managing
director or their Divisional Chief Executive. If the employee wants to talk to someone at Vitec head office, they should call the
Company Secretary, Jon Bolton on +44 (0)20 8939 4650.
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| (8) Making sure we comply with the Code |
8.1 All employees are responsible for complying with this Code and the policies that underpin it. Failure to comply with the Code
may lead to disciplinary action being taken against an employee.
8.2 Violations of this Code affect us all in that they damage the name and reputation of all Vitec businesses. Consequently, if an
employee feels that someone is acting inconsistently with this Code they should report it without delay to their local
management.
8.3 If an employee feels uncomfortable with this course of action then they should consider reporting the matter to the confidential
whistleblowing service, EXPOLINK. EXPOLINK is a completely independent organisation that handles concerns about criminal
activity, fraud, theft, damage to property, drug taking, discrimination, bullying, harassment and health and safety concerns.
EXPOLINK is entirely confidential and can be contacted from any country, 7 days a week around the clock. EXPOLINK can be
contacted on 0800 374199. Investigations will be confidential and results reported only to the appropriate senior management
and, if appropriate, the Board of Vitec. Vitec will ensure that there will be no adverse work-related consequences, regarding
promotion, pay increases or other benefits, for an employee as a result of them bringing genuine complaints of violations of this
Code to management's attention.
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| March 2010 |
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