OUR CODE

Winning
Right

Contents
How we conduct our business mattersto all of us in Spectris, to our families
and to our many stakeholders. We
have a proud history of acting withabsolute integrity, demonstratinga responsibility to pass to future
generations a business that is strong
and successful. We work as a team tobe a world class sustainable business
and we deliver for our customers.

Our Values are there to underpin how we act
and behave in everything we do. Our Codeof Business Ethics helps us act with absoluteintegrity and to do business the right way;
every day.

04 Our Values

20 Our Responsibilities

06

How We Conduct Our Business

44 Data Privacy

24 Anti-Bribery & Corruption

46 Conflicts of Interest

26	Working With Our
Business Partners

48	Human Rights & Modern Slavery

28 Fair Competition

Financial Integrity andProtecting Our Assets

 ur Values and how weOConduct our Business

08 Our Code12

Our Commitment to the Code14	Our Decision Guide for Making
Ethical Decisions
16	Asking Questions and Raising
Concerns: The Voice of Integrity
18	Additional Expectations for our
Leaders, Managers and Supervisors

30	Trade Compliance& Export Controls
32

Environment

52Intellectual Property

34 Product Quality & Safety

54	Use & Safeguardingof Company Assets

36 Communication

56 Information Security

Fair Treatment of Employees

58	Accuracy & Integrityof Business Records

40 Health, Safety & Wellbeing
42	Working Culture& Employment Practices
2

OUR CODE of BUSINESS ETHICSOUR CODE of BUSINESS ETHICS

3

Our
Values4

OUR CODE of BUSINESS ETHICSOUR CODE of BUSINESS ETHICS

5

Our Values and how we
conduct our business
Our Values and how we conduct ourbusiness matters to our people, our families
and the many stakeholders that have aninterest in our business. We have a proudhistory of acting with absolute integrity and a
responsibility to pass onto future generations
a business that is strong and successful.

We work as a team to be a world class sustainable businessthat serves our customers and other stakeholders. We do
this by taking personal accountability for our Values andbehaviours, working together to deliver our promises andconstantly aiming to be at our best. Everyday we need to live
up to our Values which are the foundation of all that we do inour business:
Our Values help direct our behaviours and they reinforce our
success. Put simply, our Values may be summed up as:
Be true; Own it; Aim high.

Be true:
We believe in absolute integrity. It’s how we win
for stakeholders, the environment and each other.
• We do the right things in the right way.
• We speak up when something isn’t right.
• We show care and respect for each other.

Own it:We believe in teamwork and keeping our promises.
It’s how we build our brands and businesses.

By living up to our
Values and our Codewe will enhance our
productivity everywherethat we operate. Our
Values and our Codeare about doing
business the right way
and are a source of ourcompetitive advantage.

• We are decisive and take responsibility.
• We value diversity and play to everybody’s strengths.
• We put customers at the heart of our business.

Aim high:
We believe in being bold and positive. It’s how we perform
at our best and achieve greater success.
• We continuously strive to improve.
• We keep an open mind and try new things.
• We help each other succeed.
6

OUR CODE of BUSINESS ETHICSOUR CODE of BUSINESS ETHICS

7

Our
Code

8

OUR CODE of BUSINESS ETHICSOUR CODE of BUSINESS ETHICS

9

Our Code
Our Values underpin the way we do business.
To set out an ethical framework in which tooperate we have a Code of Business Ethics.
Our Code shows how all of us are expected to conductbusiness everywhere we operate. If local laws are stricter thenwe must follow them, if local laws are less strict then we must
follow our Code.
We take this Code seriously and expect all employees and ourbusiness partners to do the same. However, this can only betrue if each of us positively engages with our Code. It is NOT atick the box activity for us, it is a source of competitive strength.

10

OUR CODE of BUSINESS ETHICS

Who does it apply to?

Know itLive itBe the voiceof integrity

We are all personally responsible forcomplying with our Code and all associatedpolicies, and supporting materials on the hub;this applies equally across all of our businessactivities. All leaders, directors, functional
heads, managers and supervisors shallactively promote our Code, and make time forregular discussions with their teams on how
to apply it to their business.
We expect our suppliers, sub-contractors,
temporary workers and other third parties
that we work with, to apply the principles
of our Code or work to their own similar
standards.
We welcome feedback on the content of
our Code and will consider your comments
carefully. To provide feedback please use
spectrishelpline.com.

OUR CODE of BUSINESS ETHICS

11

Our Commitment
to the CodeTake time
Everyone is required to review thisCode, all associated policies, and the
supporting website, and become familiar
with them. It is your responsibility toknow what our Code covers, to commit
to the spirit of our Code and to recognise
it as a vital guide when:• you are facing an ethical dilemma;

Give support
We can all face challenges at work fromtime to time. If you observe a colleague
who might be struggling, for whateverreason, use our Values and our Code togive guidance and support. If they arefacing a compliance challenge look to
the detail provided on the Code website
to help find the right way forward.

Understandconsequences
Our Code is of no use if we do not standup for it, therefore breaches of ourCode will be treated seriously and could
include disciplinary action including
termination of employment.
Our Code does not have the answer
for every situation, but it can support
you with any concern or difficult
conversation you need to raise withyour manager or a local leader. It is the
responsibility of leadership to support
this Code; it is your responsibility touse it. Our Decision Guide on page 14
is here to help you in these situations.

• you have a question or concern; or• you are concerned about behaviours
that may conflict with our Code,policies or Values.

12

OUR CODE of BUSINESS ETHICSOUR CODE of BUSINESS ETHICS

13

Our Decision
Guide for
Making Ethical
Decisions
In most situations, it is not difficult to makethe right decision, but at times we all facedecisions where the ‘right’ answer is notclear or where we know the right answer,
but finding the courage to act is difficult.

Do I have all
the facts?

It is for these situations that we havecreated our Decision Guide. The
Decision Guide contains a simple setof questions to support our ethicaldecision-making. It is most effective
when used to guide a discussion witha colleague or colleagues. It is when we
become isolated in our decision making
that poor choices become more likely.

Have I consideredalternative options
and their merits?

If the answer to anyof these questions
is “no” or “don’tknow”, then stopand seek guidance.

Which of our Values andelements of the Code ofBusiness Ethics apply?

14

OUR CODE of BUSINESS ETHICS

Is it
legal?

Am I setting a good
example? How would
this look to others?

Have I consulted
the appropriate
people?

OUR CODE of BUSINESS ETHICS

15

Asking Questions and Raising Concerns:

Further information:

Raising a concern or question

The Voice of Integrity
Each of us has a duty to live up to our Values and ourCode; this is not a passive activity. We all have an active
responsibility to speak up and be the Voice of Integrity.
This means that when we have ethical concerns we all havea duty to speak up. This is not always easy, but it is the rightthing to do. You are not required to be 100% certain thatsomething has occurred, though you should always be actingwith positive intent. Any concern raised in good faith will be
respected and your confidentiality will be respected.

You can contact the Helpline atwww.spectrishelpline.com or by phone.

Can you speak to yourline manager about yourquestion or concern?

Alwaysremember• There is a zero tolerance policy
regarding retaliation. If you
raise a concern in good faith
you will be protected.

• You can also use the Helpline
to ask a question if you are
unsure. It doesn’t need to be
an allegation or concern.
OUR CODE of BUSINESS ETHICS

Contact yourline manager

Do I have to reveal my nameon the Helpline?

Yes

Speak to othermanagement inyour team

It helps us investigate an issue if you
provide details of your name when you
make a report. However, if you wish
to remain anonymous then, subject
to local laws, the Ethics & Complianceteam can still communicate with you
using the website while maintaining
your anonymity.

Yes

Contact Specialist
functions (e.g.
E&C, HR, Legal)

All Helpline cases are assessed by the
Ethics & Compliance central team andan appropriate response and follow-up
determined.

Yes

Contact theSpectris Helpline

Yes

No

• Anyone who retaliates against
an individual raising a concern
will face disciplinary action.

16

Local phone numbers are available on
this website.

Can you speak to anothermanager in your team?
No
Can you contact a relevant
Specialist function?
No
If none of these Speak
Up options work for you
contact the Helpline

OUR CODE of BUSINESS ETHICS

17

Additional Expectations
for Our Leaders,Managers andSupervisors
We all have an active responsibility to live up to thespirit and letter of our Values and our Code, but ourleaders, managers and supervisors have additional
responsibilities to foster a working culture that
truly enables success whilst ensuring thatbusiness is done in the right way.

18

OUR CODE of BUSINESS ETHICS

All of our leaders, managers and supervisors are expected to:• Set an active example for living our Values through theiractions and not just words.
• Ensure that our business targets are never used tojustify avoiding our Code commitments.
• Make time to regularly talk about our Code with ourteams, including its opportunities and challenges.
• Encourage a constructive speak up culture and recognisethat when someone is raising a concern they are trying tohelp our business improve.
• Be vigilant for any signs of retaliation against colleagues
who have spoken up with genuine concerns or questions.
• Listen to colleagues and encourage the quietest voice inthe room to contribute.
As well as setting an active example for their teams, our leaders,managers and supervisors must themselves always feel
comfortable to speak up with any question or concern touching
our Values or Code. No-one in our business should feel isolated,
irrespective of how experienced or senior they are. Our Codeand Helpline are here to support and enable everyone of us.

OUR CODE of BUSINESS ETHICS

19

Our
Responsibilities
How we Conduct
Our Business

20

OUR CODE of BUSINESS ETHICS

Fair Treatmentof Employees

Financial Integrity andProtecting Our Assets

OUR CODE of BUSINESS ETHICS

21

How we
Conduct
Our Business

22

OUR CODE of BUSINESS ETHICS

24 Anti-Bribery & Corruption
26 Working With Our Business Partners
28 Fair Competition
30 Trade Compliance & Export Controls
32 Environment
34 Product Quality & Safety
36 Communication

OUR CODE of BUSINESS ETHICS

23

How We Conduct Our BusinessAnti-Bribery& Corruption
Why? Bribery & corruption damages
communities, individuals and ourcommercial interests. It is also illegal.

Our commitments:
We have a zero tolerance policy for any form of bribery or
corruption in our business dealings.
We expect exactly the same behaviours from any business
partner working on our behalf and we will undertake theappropriate due diligence and monitoring to support thisposition.
We never offer, request or accept any gifts, hospitality
or entertainment that could be perceived as a bribe, thisincludes inappropriate charitable donations and sponsorships.
Our business will maintain a register for recording gifts,
hospitality and entertainment which must always be used.
We do not make facilitation payments nor permit others
to make them on our behalf. We recognise even small
facilitation payments as a form of bribery.
24

OUR CODE of BUSINESS ETHICSYour role and responsibilities• Never offer, request or accept anything of value to gainor give an improper business advantage or improperly
influence a business decision – this is bribery.
• Be sensitive to bribery and corruption risks when offering
or accepting gifts, hospitality or entertainment and always
comply with our policies.
• Be upfront and clear with all business partners working
on our behalf about our anti-bribery and corruption
commitments.

Alwaysremember• We have zero tolerance forbribery or corruption in ourbusiness dealings.

• Speak to your Ethics & Compliance
Officer, Legal Counsel, LineManager or HR Manager.

• We expect the same
standards from ourbusiness partners.

• Search the terms “Anti Bribery
and Corruption” on the Spectris
or your local operating company
website or hub.

• Never become isolated if facing any form of bribery or
corruption risk – if in doubt stop and seek guidance.

• Be vigilant about bribery
and corruption risk whenoffering or accepting any gifts,
hospitality or entertainment.

• If facing a demand for money, or other things of value,
where your physical health, safety, or wellbeing is at risk,
pay, get yourself to safety and immediately report to yourmanager or the Legal team.

• Follow group and local policy
for completing your gifts,
hospitality and entertainment
register.

• Local customs are never an excuse for bribery, they arestill unacceptable and illegal.

• Using local customs asa defence for bribery or
corruption is never acceptable.

• Never use corporate assets or funds for political
donations.

Where togo for help:• Check the Spectris Group Manual- if you do not have access to it ask
your HR, Legal or Ethics& Compliance contacts.

• Perception matters, if any
action risks being perceived
as involving bribery or
corruption, stop and seek
immediate guidance on how
this can be managed.
OUR CODE of BUSINESS ETHICS

25

How We Conduct Our BusinessWorking With Our
Business Partners
Why? The behaviour of our business partners(both good and bad) can significantly impact
our business.

Our commitments:
We will only engage with business partners (including suppliers,
vendors, agents, intermediaries, distributors, customers andothers we do business with) of known integrity, who have passed
through our appropriate due diligence controls.
In order to work with us our business partners must respect
and act consistently with our Values and our Code.
We will treat all of our business partners fairly and as wewould wish to be treated.
We take care of commercially sensitive information which
our customers or business partners provide to us. We use it
appropriately only for legitimate business purposes and only
share it with those colleagues who need to know it to support
our business.

26

OUR CODE of BUSINESS ETHICSYour role and responsibilities

Where togo for help:• Communicate clearly and honestly with our customers,
suppliers and partners, but take care to protect our
intellectual property and only use intellectual propertyof others with their permission.

• Speak to your Sales Director, Supply
Chain Manager, Legal Counsel or
Ethics & Compliance Officer.

• Do not disclose confidential information either to colleagues,
or outside our business, unless authorised to do so.

• Search the terms “Third Parties,
Channel Partners, Distributors,
Suppliers” on the Spectris or yourlocal operating company website
or hub.

• Make sure that all communications in bid preparations
and contract negotiations with customers are accurate
and truthful.
• Be rigorous in completing due diligence steps when
appointing any new business partner.
• Speak up if you observe or fear wrongdoing by one of ourbusiness partners and take action if their behaviours arecontrary to our Code.
• Treat all our business partners with respect and help them
to be an ambassador of our Values.
• Help to ensure our business partners understandour expectations of them and where appropriate
communicate that we will monitor what they deliverand how they deliver it.

Alwaysremember• Check the Spectris Group Manual- if you do not have access to it
ask your HR, Legal or Ethics &Compliance contacts.

• Treat our business partners as
we wish to be treated.
• We are responsible for theactions of our business
partners when they are acting
on our behalf.
• Respect and always follow ourdue diligence procedures –they exist to protect you andour business.
OUR CODE of BUSINESS ETHICS

27

How We Conduct Our Business

Fair Competition
Why? We win by winning right, by having thebest products and solutions, and we thrive inmarkets that are fair and open.

Our commitments:
We believe in open and fair competition and comply withall competition and anti trust laws.
We act with independence in all our commercial decisions
and when setting prices.
We will never seek to collaborate or co-ordinate with ourcompetitors, suppliers or distributors in a way that could
seek to unfairly limit competition – this means we will neverparticipate in illegal price co-ordination, bid rigging, abuseof dominance, market abuse or customer/market allocation.
We develop our commercial strategies and pricing plans using
market intelligence from legitimate sources and our own
independent analysis.

28

OUR CODE of BUSINESS ETHICSYour role and responsibilities• Do not make formal or informal arrangements withcompetitors which results in price fixing, bid rigging,market allocation and arrangements to limit supply.
• Do not share commercially sensitive information withcompetitors, which may include information relating toprices, ongoing bids, terms and conditions of sale, costs
or project margins.
• Never get drawn into discussing forward looking
commercial strategies, pricing or markets with acompetitor in any setting (for example meetings,
industry events, trade associations, social events).
• Seek advice from the Legal team before agreeing exclusive
arrangements, entering collaboration agreements withcompetitors, selective pricing agreements, bundling
products, or refusing to supply.
• If you become aware of or are concerned about any
potentially anti-competitive behaviour immediately
speak with the Legal team. Leave any meeting whenanti-competitive discussions take place and inform theLegal team.
• Treat all other parties confidential, proprietary, or trade
secret information with integrity and in compliance withthe relevant laws and regulations.

Where togo for help:• Speak to your Legal Counsel, Ethics &Compliance Officer or Sales Director• Search the terms “Fair Competition”
on the Spectris or your local operatingcompany website or hub.
• Check the Spectris Group Manual if you do not have access to it ask
your HR, Legal or Ethics & Compliancecontacts.

Alwaysremember• Co-ordinating price fixing,
bid rigging, customer ormarket allocation with ourcompetitors is criminal
behavior.
• Anti-competitive
arrangements are not always
written, they can be enteredorally, by signaling or bystaying silent when others
agree a course of action.
• Speed is important whenraising a specific concern
with our Legal team.
OUR CODE of BUSINESS ETHICS

29

How We Conduct Our Business

Trade
Compliance &Export Controls
Why? Our products, services
and business information areexported globally, doing thislegally is critical for our business.

Our commitments:
We will comply with all applicable
export control, sanctions, customs
laws and regulations.
We will ensure that controls, policies
and procedures are in place to support
the lawful export of our goods, services,
information and technologies.

30

OUR CODE of BUSINESS ETHICSYour role and responsibilities• Comply with applicable export
and import laws and regulations
when transporting goods, services,
software or technology within yourcountry or across national borders.
• Comply with national andinternational sanctions andembargoes and the company’s
destination specific policies when
doing business with entities in othercountries.
• Rigorously follow our Trade
Compliance policies and if in doubt
seek guidance before acting.
• Know what you are exporting,where it is going, the end use andwho the final user is.
• Ensure you are familiar and comply
with any restrictions that may
apply to the goods, information andservices that you are supplying or
acquiring, and know to who andwhere you are supplying them.

• Be aware of any restrictions that
may apply to you as an individual.
• Prepare in advance and ensure weaccurately complete the appropriate
documentation and maintainrecords.
• Make sure that all duties, levies andtax obligations are satisfied, theterms and conditions of import orexport authorisations are complied
with, and all necessary import andexport declarations are made to therelevant authorities at the port ofexit and/or entry.
• Be clear that our Trade Complianceresponsibilities extend to agentsand other third parties who may be
acting on our behalf.

Where togo for help:• Speak to your Ethics & Compliance
Officer, Export Control Officer orLegal Counsel.
• Search the term “Trade
Compliance” on the Spectris or yourlocal operating company website
or hub.
• Check the Spectris Group Manual- if you do not have access to it
ask your HR, Legal or Ethics &Compliance contacts.

Alwaysremember• This can be a complex andchanging area, always seek
advice from your local Export
Control Officer if you are
unsure how to proceed.
• The consequences forbreaking export controls or
supplying to a sanctioned
country or individual aresevere and can apply both toour business and individual
employees.
• Export controls can apply to
information as well as goods,
services and technology.
OUR CODE of BUSINESS ETHICS

31

How We Conduct Our Business

Environment
Why? Working in an environmentally sustainable way is good for all of us and is becominga requirement of many of our customers and from the communities where we work.

Our commitments:
We will comply with all environmental
laws and regulations that apply to ourbusiness.
We are striving to minimise the impactof what we do upon the environment
in which we operate .
We are focused on growing
sustainably while striving to take careof the environment across our business.
We will encourage our business
partners to do the same.

Your role andresponsibilities

Where togo for help:• Understand and follow allenvironmental policies that apply
to you.

• Speak to your HSE Manager, LegalCounsel, Ethics & Compliance Officer,
Line Manager or HR Manager.

• If you become aware of any
contravention of our policies stopand report immediately.

• Search the terms “Environmental
and Sustainability” on the Spectris
or your local operating company
website or hub.

• Be a clear voice for promoting
environmental sustainability inall that we do.

• Check the Spectris Group Manual - ifyou do not have access to it ask yourHR, Legal or Ethics & Compliancecontacts.

Alwaysremember• Working in a sustainable
manner makes sense notjust environmentally but
commercially.
• We all have a role to play inensuring the environmental
sustainability of ouroperations.

32

OUR CODE of BUSINESS ETHICSOUR CODE of BUSINESS ETHICS

33

How We Conduct Our Business

Product Quality & Safety

Where togo for help:

Why? Our customers demand high quality and safe
products and services.

Our commitments:
We will strive to ensure that throughout
their life cycle our products and services
meet the quality standards we have set.
We will always operate in a manner thatsafeguards the quality and safety ofour products and services.
We have a duty to our customers
to provide them with products andservices that match the promises wehave made.

• Speak to your Quality, Product orService Manager, Legal Counsel,
Ethics & Compliance Officer, LineManager or HR Manager.

Your role andresponsibilities• Search the terms “Quality, ProductQuality or Service Quality” on theSpectris or your local operatingcompany website or hub.

• Comply with both the letter andspirit of all relevant product quality
and safety laws and regulations.
• Report any quality or safetyconcerns as soon as you becomeaware.
• Follow product quality and testingplans carefully and withoutcompromise.
• Work together to continuously
improve our products, services,
processes and procedures.

Alwaysremember• Check the Spectris Group Manual if you do not have access to it ask
your HR, Legal or Ethics & Compliancecontacts.

• Product quality and safety
is something we are all
responsible for.
• Safety, assurance and testingprocedures must always beadhered to.
• If in doubt speak to somebody.

34

OUR CODE of BUSINESS ETHICSOUR CODE of BUSINESS ETHICS

35

How We Conduct Our BusinessCommunication
Why? Our reputation matters, we all have arole in what and how we communicate andto behave in a manner that reflects well on
our brand.

Our commitments:
We will strive to ensure that public communications areaccurate, clear and responsible.
We will work with the media to assist them in understanding
our business.
We will be honest and truthful in all our sales, marketing
and advertising activities.
Spectris Group will keep all our shareholders well informedby providing information they can access easily.

Your role and responsibilities• Do not speak to members of the media or the investmentcommunity about our business without prior authorisation.
• Use care and good judgment when speaking about ourbusiness, employees and business partners, even when
not in the workplace.
• Never quote or reference business partners without theirprior consent.
• Never use social media to post or display information
about the company and its stakeholders that is vulgar,
obscene, threatening, intimidating, harassing, libelous,
discriminatory or inaccurate.
• Ensure that your personal social media activities andcomments could never be interpreted as representing
our business.
• Direct any media enquiries to your local external
communications manager.

Where to go for help:• Speak to your Marketing Communications
Manager, Legal Counsel, Ethics & Compliance
Officer, or HR Manager.
• Search the term “Communication” on the Spectris
or your local operating company website or hub.
• Check the Spectris Group Manual - if you do nothave access to it ask your HR, Legal or Ethics &Compliance contacts.

Alwaysremember• Our communication
principles covers all aspectsof sharing information fromsocial media through totalking to the press.
• Referring to work on social
media channels is not a
private communication.

36

OUR CODE of BUSINESS ETHICSOUR CODE of BUSINESS ETHICS

37

Fair Treatmentof Employees

38

OUR CODE of BUSINESS ETHICS

40 Health, Safety & Wellbeing
42 Working Culture & Employment Practices
44 Data Privacy
46 Conflicts of Interest
48 Human Rights & Modern Slavery

OUR CODE of BUSINESS ETHICS

39

Fair Treatment of Employees

Health, Safety & Wellbeing
Why? Everybody has the right to a healthy and safe working environment.

Our commitments:
Health, safety and wellbeing of ourpeople is our first priority. We will
constantly strive toward zero harmfrom our business actions.
We set and expect high standards
for protecting the health, safety andwellbeing of ourselves and others.
We demand the same from all weinteract with.

Your role andresponsibilities• Follow all Health, Safety andWellbeing policies covering your roleand location(s) and make sure you
have completed the competence
training required for your role.

• Speak to your HSE Manager, LegalCounsel, Ethics & Compliance Officer,
Line Manager or HR Manager.

• Ensure that we never put ourselves
or others at risk from our actions orinactions.

• Search the terms “Health & Safety
and Wellbeing” on the Spectris
or your local operating company
website or hub.

• Report without delay if you see orsuspect unsafe working practices.

OUR CODE of BUSINESS ETHICS

Where to go
for help:• Take personal accountability to help
protect and enhance health, safety
and wellbeing.

• Stop work and intervene if you
believe there is an unsafe situation.

40• Actively support learning fromhealth and safety incidents,
near misses, and unsafe acts
or conditions.

• Check the Spectris Group Manual if you do not have access to it
ask your HR, Legal or Ethics &Compliance contacts.

Alwaysremember• Health, safety and wellbeing
is our individual and collective
responsibility.
• This applies to our physicalhealth, mental health andwellbeing.
OUR CODE of BUSINESS ETHICS

41

Working Culture &Employment Practices
Why? Our working culture is our mostimportant growth driver.

Our commitments:
We continually aim to create a respectful working culturethat is genuinely open and inclusive and free from any kind ofbullying, harassment or discrimination; this is fundamental to
our commercial success.
We will continually assess our operations to promote adiversity of background, experience and thought within our
teams; this is critical to our growth. We will only hire, retain
and promote colleagues on the basis of merit and will not
tolerate any form of discrimination in our decision-making.
We strive to provide fair opportunity and reward for allcolleagues in line with our policies and living our Values.

Your role and responsibilities

Where to go for help:• All job role decisions will be made based on merit,
ability and demonstration of our Values.

• Speak to your HR Manager, Legal Counsel, Ethics& Compliance Officer or Line Manager.

• If you observe bullying, discrimination, or inappropriate
behaviours you must speak up even if this is difficult.

• Search the terms “Working Culture and Employment
Practices” on the Spectris or your local operating company
website or hub.

• Listen carefully to all genuine concerns and never tolerate
any form of retaliation.
• Respect differences and accept responsibility forcontributing to a workplace that is genuinely inclusive.

• Check the Spectris Group Manual - if you do not have accessto it ask your HR, Legal or Ethics & Compliance contacts.

• Whatever your role or position, take the opportunity tolead by example.

Alwaysremember• We treat each other with
fairness and respect.
• Bullying, harassment anddiscrimination have no placein our working culture.
• We speak up about concerns.
• We are all setting an example
everyday.

42

OUR CODE of BUSINESS ETHICSOUR CODE of BUSINESS ETHICS

43

Fair Treatment of Employees

Data Privacy
Why? It is our responsibility
to treat any personal data in
our possession with a dutyof care.

Our commitments:
We comply with applicable privacy laws
and our Binding Corporate Rules.
We only process personal data for
legitimate business purposes.
We are transparent and accountablein how we gather and use data.
We keep personal data confidential
and secure and report and notify
incidents.
We safeguard personal data before
disclosing it to third parties andtransferring it abroad.
We respect the privacy rights ofindividuals.

44

OUR CODE of BUSINESS ETHICSYour role andresponsibilities• Familiarise yourself with our Global
Data Protection Policy (including
our Binding Corporate Rules) and
act in accordance with it and our
privacy commitments.
• Do not process personal data inbreach of the terms of our Global
Data Protection Policy.
• Report as soon as possible if you
know of, or suspect, a breach of the
Global Data Protection Policy.

Where to go
for help:

Alwaysremember• Speak to your Data Protection
Manager, HR Manager, Legal Counsel
or Ethics & Compliance Officer.

• If you are processing personaldata, you are responsible forlooking after that personal data.

• Search the terms “Data Protection”
on the Spectris or your local operatingcompany website or hub.

• Personal data should not be
kept longer than needed forthe purpose for which it wascollected.

• Check the Spectris Group Manual – ifyou do not have access to it ask yourHR, Legal or Ethics & Compliancecontacts.

• Seek help from your BusinessPrivacy Lead if you are in doubt or
have any questions in relation topersonal data.

OUR CODE of BUSINESS ETHICS

45

Fair Treatment of Employees

Conflicts
of Interest
Why? We must not let any
personal interests impact
the quality of our decisionmaking for our business.

Our commitments:• We avoid conflicts of interest in ourbusiness dealings, but where theyoccur, we deal with them.
• Regardless of anyone’s role orposition, all conflicts, or potential
conflicts, shall be disclosed andreviewed in advance of any
decisions that could impact ourbusiness interests.
• We will seek to manage conflictsof interest through disclosure andremoval from connected decisionmaking, where appropriate.
46

OUR CODE of BUSINESS ETHICSYour role and responsibilities• Make all your business decisions in
the best interests of our business.
• Avoid any relationship, influence or
activity that may impair your ability
to make objective decisions when
performing your role.
• Declare and discuss any conflictsof interest, or potential conflicts,
to your manager and record as per
local and Group policies.
• Be aware that conflicts can come inmany different forms, for example:• Financial or family interests incompetitors, customers, suppliers orother business partners• Using the company’s assets for
personal gain
• Exploiting opportunities discovered
during your work for personal gain
rather than in the best interests ofour business• Hiring, managing or supervising a
relative or relationship partner• Awarding business to yourself,
a relative, relationship partner orclose associate• Dealing in Spectris shares using
non-public or inside information.
• Without prior approval, neverprovide any services in a personal
capacity to any actual or potential
competitor, supplier, customer orother business partner.
• Never use any non-public
information about our business orother companies we are dealing
with for buying or selling shares,
other securities or financial
instruments for personal gain,or pass on such information tosomeone else.
• Remember that even theappearance of a conflict of interest
can cause others to judge us
negatively. If you ever have a doubt,
seek guidance.

Where togo for help:• Speak to your Ethics & Compliance
Officer, Legal Counsel, Line Manager
or HR Manager.
• Search the terms “Conflict ofInterest” on the Spectris or your local
operating company website or hub.
• Check the Spectris Group Manual if you do not have access to it
ask your HR, Legal or Ethics &Compliance contacts.

Alwaysremember• A conflict of interest is notnecessarily a violation of ourpolicy. Failure to disclose it,always is.
• Transparency and openness
in our decision-making helps
to avoid the perception of aconflict of interest.
• If in doubt, then disclose to
your manager.
OUR CODE of BUSINESS ETHICS

47

Fair Treatment of Employees

Human Rights & Modern Slavery
Why? It is the right thing to do. A sustainable businessmust protect human rights and prevent modern slavery.

Our commitments:
We strive to conduct our business ina way that respects the human rights
and dignity of people.
We adhere to all laws relating to humanrights and modern slavery.
We are committed to preventing
modern slavery, child labour and humantrafficking across all our corporate
activities and working to ensure that
our supply chains are free from thesepractices.

Your role andresponsibilities• Be vigilant to ensure that all
employees and anyone who works
with us does so free from slavery
and is safe from abuse.

Where to go
for help:• Speak to your HR or Supply Chain
Manager, Legal Counsel or Ethics& Compliance Officer.

• Support all necessary human rights
due diligence for any business
partner you are looking to engage.

• Search the terms “Human Rights
and Modern Slavery” on the Spectris
or your local operating company
website or hub.

• If you suspect that anyone’s
human rights are being abused inconnection with our business you
must speak up.

• Check the Spectris Group Manual if you do not have access to it
ask your HR, Legal or Ethics &Compliance contacts.

Alwaysremember• We have a responsibility, both
legally and morally, to ensurethat people working for us
directly or indirectly do sofreely and safely.
• Modern slavery is real and wemust play our part in actively
working to ensure that it does
not touch any elements of our
supply chain.

48

OUR CODE of BUSINESS ETHICSOUR CODE of BUSINESS ETHICS

49

Financial Integrity& Protecting Our
Assets50

OUR CODE of BUSINESS ETHICS

52

Intellectual Property

54	Use & Safeguarding of Company Assets
56 Information Security
58	Accuracy & Integrity of Business Records

OUR CODE of BUSINESS ETHICS

51

Financial Integrity & Protecting Our Assets

Intellectual Property
Why? It is essential that we protect ourinnovations and intellectual assets andrecognise and respect those of others.

Our commitments:
We must respect and protect the intellectual property andinnovations we hold and create across our business.
We safeguard all our valuable information and remainaware of external threats that may seek to exploit or steal thisfrom us.
We will respect the intellectual property and valuable
information of others and only use it and store it with thecorrect authorisation.

Your role and responsibilities• Ensure your intellectual property lead (IP Tsar) is aware of
any new innovations or brands we develop so these can beappropriately protected.
• Treat our intellectual property and valuable information
as the vital assets that they are.
• If you have any doubts check with Legal before sharing
or collaborating on aspects of our intellectual property
with external parties.
• Contribute to developing new innovations andenhancements that can strengthen our commercial
position.
• If you are in receipt of 3rd party intellectual property,
protect and respect it.

Where to go for help:• Speak to your Legal Counsel or IP Tsar.
• Search the terms “Intellectual Property “ on the Spectris or
your local operating company website or hub.
• Check the Spectris Group Manual - if you do not have accessto it ask your HR, Legal or Ethics & Compliance contacts.

Alwaysremember• Care for our intellectual assets
just as you would our financial
or other assets.
• Follow our policies andcontrols to appropriately
identify and protect ourinnovations and confidential
information.
• Respect the IP of others andonly use with their consent.

52

OUR CODE of BUSINESS ETHICSOUR CODE of BUSINESS ETHICS

53

Financial Integrity & Protecting Our Assets

Use & Safeguarding ofCompany Assets
Why? Our assets enable us to operate safely
and efficiently and grow our business.

Our commitments:

Your role and responsibilities• Act appropriately to protect company assets andonly use them for our business purposes.
• Never use company assets for personal use or gain
without the appropriate authorisation.
• Maintain company assets with care, avoid waste
and protect them from theft or damage.
• Only use company assets for the business purpose
for which they were designed.

Our technologies, intellectual property, commerciallysensitive information, financial and physical assets are vitalto our business and we protect them from unauthorised use
and disclosure.

• Only use company assets, including IT equipment,
for carrying out company business and do not try tocircumvent IT acceptable use and security controls.

We will work to obtain the best value from our assets byusing them properly and protecting them from mis-use.

• Disposal of any assets should be done in accordancewith local procedures and policies.

Where to go for help:• Speak to your Line Manager, LegalCounsel, Ethics & Compliance Officer or
HR Manager.
• Search the terms “Safeguarding
Company assets” on the Spectris or
your local operating company website
or hub.
• Check the Spectris Group Manual - ifyou do not have access to it ask your HR,
Legal or Ethics & Compliance contacts.

• Promptly report the misuse of any company assets.

Alwaysremember• Company assets include raw
materials, finished goods, tools,
facilities, property, equipment,
IT resources, intellectual
property and funds.
• Mis-use of assets can damage
the business in multiple ways.

54

OUR CODE of BUSINESS ETHICSOUR CODE of BUSINESS ETHICS

55

Financial Integrity & Protecting Our Assets

Information Security

Where togo for help:

Why? Information is at the heart of our business and we must protect it.

Our commitments:

Your role andresponsibilities

We are committed to handling business andpersonal information responsibly and incompliance with all applicable laws and customer
requirements.

• To prevent any inappropriate use of
information.

We strive to protect all information, systems,
applications, networks and devices across ourbusinesses from external threats looking to exploit
any weaknesses in our physical or digital security.

• Be vigilant toward phishing emails, false
websites and unsolicited calls asking for
personal or business details.

We do not tolerate the use of our businessinformation systems and assets to access, store,or transmit anything considered to be offensive,
obscene or inappropriate.
We have a duty to protect and make proper useof information belonging to others.

56

OUR CODE of BUSINESS ETHICS• Rigorously protect the information in your care.

• Never use our business information systems
and assets to access, store or transmit any
information considered to be offensive,
obscene or inappropriate.
• To ensure that you follow our procedures whenproviding information to a third party.
• To contact your local Security lead if you
have any concerns regarding the integrity orvulnerability of our business information.

• Speak to your Security Lead, IT
Manager, Legal Counsel, Ethics &Compliance Officer or HR Manager.
• Search the terms “Information
Security” or “Cyber Security” on
the Spectris hub.
• Check the Spectris Group Manual if you do not have access to it
ask your HR, Legal or Ethics &Compliance contacts.

Alwaysremember• If you lose or suspect you havelost business, personal, orother information this must bereported immediately.
• Respect and follow ourpersonal information controls
and procedures.
• Threats to our information are
real, always raise a concern if
you become suspicious.
OUR CODE of BUSINESS ETHICS

57

Financial Integrity & Protecting Our Assets

Accuracy & Integrityof Business Records
Why? Trust in our business is dependent
on the certainty of our financial conduct,
published information and the controlsthat help maintain this.

Our commitments:
We maintain accurate and complete records of all ourbusiness dealings.
We will follow all applicable regulations relating to tax,
duties and anti-money laundering.
We will maintain on a timely basis accurate and complete
records of our financial transactions, in accordance with
our policies, internal control framework and applicableprofessional standards.

Your role and responsibilities:

Where to go for help:• To accurately record all financial and other matters.

• Speak to your Finance Manager or Legal Counsel.

• Ensure that any irregularities are immediately notified.

• Search the terms “Finance” on the Spectris or your local
operating company website or hub.

• Preserve documents and records in accordance withapplicable legal requirements.
• Follow all customer due diligence controls touching
your activities.

• Check the Spectris Group Manual - if you do nothave access to it ask your HR, Legal or Ethics &Compliance contacts.

• Complete product inspection and testing documentation
truthfully and accurately.
• Record all hours worked accurately in accordance withlocal procedures.
• Demonstrate integrity in submitting all personal
expenditure in accordance with company policy.
• Never make a false or deliberately misleading entry in areport, record, expense claim or falsify any corporate record.

Alwaysremember• All our stakeholders dependon us to accurately recordand share financial and otherinformation.
• Failures in this area could leadto serious legal, financial andreputational impact.

58

OUR CODE of BUSINESS ETHICSOUR CODE of BUSINESS ETHICS

59

OUR CODE