Code of BusinessConduct
March 2024

© 2024 Keywords Studios Plc - Private and Confidential

Studios plc
00 Keywords
Code of Business Conduct 2024

Table of contents
Letter from the CEO

01 Introduction & Guidance

Page 3

Our Impact

Links are provided to group policies accessible to studios on the Keywords internal communication tools.
For employees at other studios, please contact your manager or local HR team for a copy of the latest policy

02 Our People

Page 4-7

05

Pages 16-18

03

Page 8-10

Our Business Ethics

04

Page 11-15

What is the Code of Business Conduct?

4

Health & Safety8Anti-Bribery & Corruption

11

How to use the Code5

Equality and Dignity at Work

9

Competition & International Trade

12

Keywords Values – Leadership Principles

5

Grievance Process10

Accurate Books & Records

13

Ethical Dec ision-making

6

Personal Information

10

Client Confidentiality & Intellectual
Property

14

Whistleblowing Process

7

Information Security

14

Companies joining Keywords(Acquisitions)

15

Summary of Policies & Key
Contacts

08

Our Organisation

06

Pages 19-22

Personal Integrity

07

Pages 23-24

Pages 25-26

Environmental Statement

16

Company Assets

19

Conflicts of Interest

23

Communities/Charity Involvement

16

Technology & Social Media

20

Share Dealing & Insider Trading

23

Political Engagement

16

Fraud & Anti-Money Laundering

21

Human Rights & Modern Slavery

17

External Communication

22

Responsible Gaming18© 2024 Keywords Studios Plc - Private and Confidential

Gifts & Hospitality

24

01

Keywords Studios plc
Code of Business Conduct 2024

Letter from the CEO
commitment to being a responsible
business, the Board of Keywords has
appointed the Chief Operating Officer, Jon
Hauck, to oversee this area. This will help
to ensure that our business strategy, set
out by our Board and senior management,
remains aligned with our Responsible
Business pillars and expectations of our
key stakeholders, as outlined in this Codeof Business Conduct.

Dear Keywords,
Keywords conducts its business
responsibly, operating to the highest
standards of honesty, integrity and ethicalconduct. We take our wider corporate
responsibility seriously and are consciousof the role we play in our communities andour impact on the environment.
To fulfil this aim and as part of our© 2024 Keywords Studios Plc - Private and Confidential

We are very proud of the thousands of
Keywords colleagues across 26 countries,
for upholding the highest standards as weengage and grow with our colleagues, ourcustomers and our communities. We
recognise that we can always do more
and thus will continually seek to improveon our business conduct and ourcommitments to our environmental andsocial agenda.
This Code of Business Conduct,alongside our policies and procedures,sets out our company standards. It
outlines responsibilities to colleagues, tocustomers and to the company – how weshould act as individuals in connection
with our roles in Keywords. It is importantthat we understand what these
responsibilities are and ensure that ourteams act within both the spirit, and theletter of them at all times.
Continuing to nurture the right culture iscore to Keywords’ future sustainability. At
the heart of our culture are Leadership
Principles. I encourage all Keywords
teams to embrace these principles as wedo the very best we can for our projects,
our customers and all those with whom weinteract.

Bertrand Bodson
Chief Executive Officer
March 2024

02

Introduction and Guidance
What is the Code ofBusiness Conduct?
This Code of Business Conduct (the“Code”) provides the basic
foundations to guide our ethicalconduct at Keywords Studios plc andits subsidiaries (together “Keywords”
or the “Group”), setting the highest
standards of behaviour and respecting
the dignity of others. Any person
working within the Group's
environment is expected to follow theCode, which establishes the principles
of business conduct, linked to ourshared culture and values, which set
Keywords apart as a great company towork for and the leading provider ofcreative and technology-enabled
solutions to the global video games
and entertainment industries.

and ethical conduct, and our wider
responsibility for the Environmental,
Social and Governance impact of what
we do. In support of this, we expect all
managers to promote the Code andencourage active discussions withcolleagues.

We recognise the value of good
corporate governance in every part ofthe business and have adopted the
Quoted Companies Alliance Corporate
Governance Code.

We are committed to conducting ourbusiness responsibly, operating to thehighest standards of honesty, integrity© 2024 Keywords Studios Plc - Private and Confidential

Keywords Studios plc
Code of Business Conduct 2024

02

Introduction and Guidance
How to use the Code
The Code is intended as a practical tool
we can apply in our everyday working life.
The sections and topics explain the key
information to be aware of, some practicalsteps to follow, and where to get further
guidance. It is not possible to cover all
situations in the Code, so on the following
page there is guidance on how to deal
with ethical decisions for anything not
specifically covered in this Code, andwhere we can report our concerns throughthe Group’s whistleblowing process.
The Code does not replace detailed
policies and guidelines but is astatement of our principles in a numberof important areas. Where there are
local laws, we should follow whichever
sets the highest standard of behaviour.

© 2024 Keywords Studios Plc - Private and Confidential

Keywords Studios plc
Code of Business Conduct 2024

02

Keywords Studios plc
Code of Business Conduct 2024

Introduction and Guidance
Ethical Decision-making
Ethical behaviour and decision-making
requires colleagues to make judgements
and accept personal responsibility beyond
legal requirements. When faced with adilemma or difficult decision in business,on a topic not specifically covered in
the Code, ask the following questions:

Is it illegal orunethical?

Does it go against
this Code, ourLeadership
Principles or Group
policies?

Is it unfair or
harmful to others?

Would it adversely
affect the Group if
everyone did it?

Would you be
uncomfortable if it
was publicly
reported?

If the answer is“Yes” to any ofthese questions,then you should notproceed.

If it is unclear whether an action breaches
the Code, or if you find yourself in adifficult situation, where possible, please
gather the relevant information you have,and consult with your manager, or local/
regional HR team to identify the best
course of action.
In any fast-growing business, things cango wrong. When mistakes are made, theyshould be dealt with transparently, and as
an opportunity to improve such that every
year we are better than before. Whatcannot be tolerated is a failure or
prolonged delay to disclose something thathas gone wrong for whatever reason.

© 2024 Keywords Studios Plc - Private and Confidential

02

Introduction and GuidanceWhistleblowing Process
The Group is committed to the highest
levels of integrity and accountability andfosters an environment where employees
feel confident and supported by the Groupin speaking up and shining a light on
unethical behaviour. In 2022, we
implemented a new whistleblowing portal
which allows colleagues and third parties
to anonymously raise any concerns about
possible irregularities, such as violation of
the law, this Code or company policies,
should they wish to. Our Protected
Disclosures (Whistleblowing) Policy isintended to enable employees to raise
concerns beyond their normal reportinglines should they feel this is necessary.
Under this policy, an employee can makea disclosure without fear of reprisal or
threat of less favourable treatment,
subsequent discrimination or
disadvantage, as long as it is made ingood faith.

Employees have an important role inidentifying and reporting concerns about
wrongdoing that have come to theirattention in connection with theiremployment. Keywords will investigate
genuine and reasonable concerns
expressed by its staff relating to perceived
wrongdoing in the Group and will ensurethat employees can do so in confidence
and will not be discriminated against nor
suffer detriment as a result of raising a
concern.

Keywords has appointed a senior
executive to maintain day-to-day
operation of this policy and to respond toall concerns raised under the internal
disclosure procedure.
For more information, review the
Keywords Protected Disclosures(Whistleblowing) Policy, available fromyour local Studio or Intranet. The
whistleblowing platform can be accessedathttps://keywordsstudios.integrityline.com/fr
ontpage.

© 2024 Keywords Studios Plc - Private and Confidential

See the last page for contact
details as to how and where toreport any concerns.

Keywords Studios plc
Code of Business Conduct 2024

03

Our People
Health & Safety
At Keywords, we aim to provide anenvironment, which is safe, and one thatallows employees the opportunity todevelop their skills and maximise theirpersonal potential.
The Group does not believe that any task
is so urgent as to merit compromising thehealth and safety of our employees,
contractors or visitors. In compliance withlocal regulations, the Group will
endeavour to provide a safe place of work
for all employees and will provide any
information, training and supervisionnecessary to protect employees.
We seek to offer progressive andproactive support when it comes to mental
health and wellbeing to prevent ill-healthand to foster a working environment thatallows our people to feel and perform attheir best. We encourage our employees
to take reasonable care of their own andother people’s welfare and to report any
situation that may pose a

Our drive and talent make Keywords thebusiness that it is today, and it isessential for us that we continue tosupport our unique and diverse culture,
which includes welcoming new faces
and ensuring they feel just as supported
and welcomed as their more establishedcolleagues.
threat to the wellbeing of any other person
to their appropriate manager.

In keeping with the standards expected of
the Group, employees must not attend theoffice while under the influence of alcohol,
illegal drugs or other substances that
could compromise safety or performance.
Failure to observe these requirements will
be dealt with as a disciplinary matter inaccordance with the disciplinary
procedures.

© 2024 Keywords Studios Plc - Private and Confidential

Keywords Studios plc
Code of Business Conduct 2024

03

Keywords Studios plc
Code of Business Conduct 2024

Our People
Diversity, Equity, Inclusion& Belonging

status, family status, sexual orientation,
disability or membership of any ethnic
community.

The Group endeavours toensure that:At the date of this Code, Keywords iscomprised of a team of ~13,000
employees spread over 75+ studios
serving a global games community.

✓ Criteria in selection, promotion,
development and appraisal will bebased on the person’s merit and theirability to accomplish the work.

Diversity is a key feature of our identity,
and we are committed to building a morediverse and inclusive Group, withequitable practices and processes, where
our people can feel proud to belong.

✓ The working environment is freefrom any harassment andintimidation of any kind, including
sexual or racial harassment.

✓ All employees are treated fairly.
We are passionate about our role in theindustry and committed to excelling in thiscompetitive environment. The Group iscommitted to providing all employees withan environment free from bullying andharassment.

✓ All conditions of employment andjob requirements will reflect ourcommitment to an equal
opportunities policy.

✓ All staff involved in the recruitment
process will be made aware ofapplicable equal opportunities
legislation and of Keywords’
commitment to its requirements.

We operate on a basis of mutual respect,
and we strongly promote equal
opportunities for all our employees. No job
applicant or current employee isdiscriminated against for reason of theirage, race, religious belief, gender, marital© 2024 Keywords Studios Plc - Private and Confidential

03

Our People
Grievance Processapplicable data protection legislation.

In any company, employees may haveproblems or concerns about their work,
working conditions or working
relationships. It is in everyone’s bestinterest to ensure that these problems andconcerns are not allowed to fester anddevelop into major problems addressthese promptly to prevent them fromescalating into significant challenges. The
Keywords Grievance Policy &Procedure provides a mechanism for
dealing with problems and concerns as
quickly and as fairly as possible and at
every level throughout the Group.

This framework is constantly updated totake into account other applicable privacy
regulations, and it applies to all of its
subsidiaries regardless of geographicallocation or service line.

Personal information

Keywords needs to collect a range of
information about its clients and agencies.
This information is provided uponestablishment of the business relationshipand is updated as necessary throughout
the duration of the business relationship.

Personnel records are maintained for all
Keywords employees. Personal
information obtained by the Group andheld in an employee's personnel record isheld in confidence. The Group iscollecting the information provided as partof your employment and it will beprocessed in accordance with the

We regard the lawful and correct
processing of personal information by thecompany as essential to successful
operations and for maintaining confidence
between our clients and ourselves. We
therefore make every effort to ensure that
personal information is treated lawfully
and correctly.

Find out more
For any queries regarding theprocessing of personal data contact
privacy@keywordsstudios.com© 2024 Keywords Studios Plc - Private and Confidential

Keywords Studios plc
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04

Our Business Ethics
Anti-bribery & Corruption
Keywords is committed to the highest
standards of ethical conduct and integrityin its business activities throughout theworld, and will not tolerate any form ofbribery by, or of, its employees, agents or
consultants or any person or body acting
on its behalf.
The prevention, detection and reporting ofbribery or corruption is the responsibility of
all employees. Senior Management iscommitted to implementing effective
measures to prevent, monitor andeliminate the risk of bribery or corruption
as a result of any management orbusiness practices, as described in moredetail in our Anti-Bribery and Corruption
Policy.
Keywords will abide by all applicable antibribery laws, including the Irish Criminal
Justice (Corruption Offences) Act 2018,
U.S. Foreign Corrupt Practices Act of
1977, the U.K. Bribery Act 2010, and theapplicable local laws in every country inwhich we carry on business. A violation ofanti-bribery and/ or anti-corruption laws
can lead to severe civil and criminal
penalties. It is vital that we not only
understand and appreciate the importanceof this policy, but also comply with it in ourdaily work.

The prevention, detection and reporting ofbribery or corruption is the responsibility of
all employees. If any of us become aware,or suspect, that an activity that is
proposed or has taken place could be
regarded as a bribe or corrupt, then we,
individually, have a duty to immediately
report this to our line manager or makeuse of the Group’s Protected
Disclosures (Whistleblowing) Policy.
Keywords will investigate thoroughly any
actual or suspected breach of this policyor the spirit of this policy. Employees
found to be in breach of this policy may besubject to disciplinary action, which may
ultimately result in their dismissal.

© 2024 Keywords Studios Plc - Private and Confidential

Keywords Studios plc
Code of Business Conduct 2024

04

Our Business Ethics
Competition &International Trade
Competition and Antitrust
Everyone benefits from a free and faircompetitive market. Keywords conducts
fair and lawful business practices in all
countries where we operate. We compete
fairly to win contracts on the quality of ourservice offering, and we do not engage in
conduct that gives rise to unfair
competition.
In compliance with local laws prohibiting
anti-competitive behaviours, we do not
engage in activity that might restrict
competition or the market such as pricefixing, market sharing or bid rigging withcompetitors. Market information iscollected appropriately through public
communications and filings, industry
surveys and appropriate interaction withcustomers and competitors.
International Trade
Keywords complies with applicable tradecontrol laws and regulations, including

import and export control laws. Export
controls govern many types of exchanges
of information across national borders,
including email transmissions and web
access to servers.

The Group takes a balanced approach tothe management of its tax affairs and ourapproach to manage tax issues is toensure that:•

We comply with all applicable laws,
disclosure requirements andregulations in the territories in which
we do business;•

All tax positions adopted are
adequately and fairly disclosed in tax
filings;•

We have an open and transparent
working relationship with relevant tax
authorities around the world andwhere disputes arise with tax
authorities, we seek to reach aresolution as soon as possible in an
open and constructive manner.

© 2024 Keywords Studios Plc - Private and Confidential

Common rules and guidance regarding
international taxation is outlined in our
Anti-tax evasion Policy.
Sanctions
Keywords are committed to complying
with the economic and trade sanctions
laws and regulations. Our Sanctions
Policy applies to the entire Group andKeywords pro-actively manages
compliance with sanctions laws andregulations, including internal training andcustomer screening.

Keywords Studios plc
Code of Business Conduct 2024

04

Our Business Ethics
Accurate Books & Records
In accordance with the Alternative
Investment Market (AIM) Rules for
Companies published by the London
Stock Exchange, together with applicableaccounting and ESG principles andstandards, it is essential that the Group
records and reports all information
relevant to its business accurately andhonestly. This includes our annual report,monthly management accounts, sales
figures, contracts and personal expense
claims, as well as non-financial
information such as health and safety.
The Group’s financial records are relied
upon by management, directors, investors
and the public to make informed decisions
about our business and may also be
provided to regulatory and government
authorities.

our business, is balanced andunderstandable, and is not in any way
misleading.
All Keywords employees have a role inmaking sure that Keywords’ money isappropriately spent, our financial records
are complete and accurate, and internal
controls are honoured. This matters every
time we hire a vendor, expense
something, enter a timesheet, sign a new
business contract or enter into deals on
the Group’s behalf.
Our Signatory Authority Policy sets out
our approach to managing authority tosign contracts or any other engagementon the behalf of any entity within theGroup.

We must comply with all applicable laws,
regulations and accounting standards andensure the financial information we
produce provides a true and fair view of© 2024 Keywords Studios Plc - Private and Confidential

Keywords Studios plc
Code of Business Conduct 2024

04

Keywords Studios plc
Code of Business Conduct 2024

Our Business Ethics
Client Confidentiality &Intellectual Property (IP)Find out more

We are fortunate to be able to count mostof the top global games and entertainment
companies as our customers. These
companies expect the highest level ofservice and confidentiality. At the heart ofour culture is our commitment to quality,
reliability and integrating with our clients’processes promoting long-term customer
relationships.

To get more information on Keywords’
Information Security policies andframework, contact the Global
Information Security team at

Having a secure environment is critical to allow Keywords to operate
and grow efficiently. All Keywords employees and teams have a
responsibility to ensure that Keywords systems and information stays
secure, by taking the following steps:

infosec@keywordsstudios.com✓ Protect your work-related accounts and passwords, keep yoursecurity cards safe, and never allow unauthorized people to use
or access them.

Information security✓ Whenever you leave your computer unattended, make sure tolock your system. You are responsible for activities performed
under that identity.

Our business is the provision of
professional services to our clients. In allcases, the protection of our clients’ IP andconfidential information is paramount.
For these reasons, we have a numberof security measures in place. Most
importantly, however, every Keywords
employee is expected to reciprocate thetrust the Group and our clients place in us
as individuals by not discussing the
projects they work on with anyone outsideof the project team, in accordance with
the non-disclosure agreement which they
have signed with Keywords.

✓ Be mindful when receiving emails or phone calls, question theauthenticity of requests. Fraudsters are using these mediums
heavily nowadays. When unsure, contact your local Information
Technology team.
✓ Ensure company security controls (like anti-virus, firewalls, etc)
are effective and that equipment is up to date with the latest
security patches. Modification of controls to reduce security is notallowed. Report any anomaly quickly.

Timely and accurate reporting is key to preventing lastingdamage to the Group. Any suspected security incidents should
be reported to your helpdesk, who will route the information to
the security team.
© 2024 Keywords Studios Plc - Private and Confidential

04

Our Business Ethics
Companies joining
Keywords (Acquisitions)
We are a highly acquisitive business andapply strict financial and non-financial
criteria when evaluating acquisition
targets, including reviewing ESG areas
such as DEIB, environmental
initiatives, and their culture.
Before acquiring a new studio, we conduct
a thorough due diligence process andprepare a detailed acquisition report tosupport decision-making. We implement acomprehensive integration process postacquisition, formalised by an agreed
integration plan tailored to the relevantbusiness. This plan is designed to ensure
the seamless integration of the newstudio, with a particular focus on fosteringa sense of belonging among its staff fromday one, with a view to making them an
integral part of Keywords.

© 2024 Keywords Studios Plc - Private and Confidential

Keywords Studios plc
Code of Business Conduct 2024

05

Our Impact
Environmental
Statement

Communities /Charity Involvement

Keywords is committed tominimising its impact on theenvironment. The video-gameindustry has a relatively low
carbon footprint compared toother “harder to abate” sectors.
Our largest considerations are
our energy consumption andbusiness travel. Sustainability isa core focus for Keywords, as it
is for all of our studios across all
our territories.

We encourage community
involvement and supporting goodcauses throughout our local
studios. We want to do more to
support good causes through our
Keywords Cares program bymatching funds raised forcommunity outreach andcharitable initiatives by our local
teams around the world.

Keywords has taken steps toaddress its climate impact byextending the activities of its
Sustainable Studios programme,with studios encouraged tominimise energy usage, reduceand recycle waste, and to use
the most efficient communicationand collaboration tools toeliminate unnecessary travel.

Areas where we can have apositive impact include our work
environments, our wellbeing,game industry non-profit
programmes, educational
initiatives and community
outreach.
Our Charitable Giving Policy
aims to focus on causes alignedwith our business that will help
build partnerships at a local level
and create a strong sense ofcommunity spirit. Individuals andstudios across the Group are

empowered to take action bycharitable giving or sponsorshipto have direct and positive
impact on our local communities
as well as the global gaming
community.

Political Engagement
To avoid the appearance ofimpropriety or to prevent conflictsof interest, we do not makecorporate political contributions(both monetary and in-kind) topolitical candidates, politicalparties or party committees onbehalf of Keywords.
There is a place for proper
lobbying where the intention is to
openly convey the Group’s views
and concerns to policymakers.
Where such activity takes place,
it is in accordance with local laws
and regulations, and only
conducted by designatedpersonnel authorised torepresent the Group.

© 2024 Keywords Studios Plc - Private and Confidential

We participate in local industry
associations where appropriate
to our business. Membership istransparent, meetings areminuted, and no company or
customer sensitive information is
discussed. Participation in local
industry associations might
involve Board membership.
Employees are encouraged tomaintain professionalism andrespect for diverse perspectives,
including political beliefs. While
engaging in political discourse,
whether within the workplace orexternal forums, employees are
expected to uphold the values ofcivility, tolerance, and inclusivity.
When expressing political views,
employees must make it clearthat their views are their own andnot those of the Group.

Keywords Studios plc
Code of Business Conduct 2024

05

Our Impact
Human Rights & Preventionof Modern Slavery
At Keywords, we do not tolerate any formof modern slavery or human trafficking inany part of our business. We operate tointernational standards and principles
including the International Bill of Human
Rights, the UN’s Guiding Principles on
Business and Human Rights, theInternational Labour Organization’s
Declaration on Fundamental Principles
and Rights at Work and the Children’s
Rights and Business Principles.
Keywords acknowledges this global
responsibility and is committed to drivingout acts of modern slavery and humantrafficking from within its own business andsupply chains. Keywords acknowledges its
responsibility under applicable modern
slavery legislation and will strive fortransparency within the organisation toensure consistent awareness of thatlegislation.
As outlined on our Prevention of Modern

Slavery Statement, Keywords will makereasonable endeavours to ensure all
employees and agents within our supply
chains are not subject to any form offorced, compulsory/bonded labour orhuman trafficking. Adequate resources will
be made available to ensure slavery andhuman trafficking are not taking place
within our organisation or, to the best of
our knowledge, within our supply chains.
As part of our due diligence efforts to
identify and mitigate risk, we will assess
our supply chains and our agency labour
providers. An approved supplier must
adhere to the Supplier Code of Conduct
provisions while providing services to
Keywords Studios, which cover:•Forced involuntary labour;•

Document retention;•

Humane treatment;•

Workers equality;•

Freedom of movement and personal
freedoms; and•Works hours and wages.

© 2024 Keywords Studios Plc - Private and Confidential

Keywords Studios plc
Code of Business Conduct 2024

05

Our Impact
Responsible gaming

Safe and Pleasant Gaming

Offering a safe and positive gaming
environment is a priority for the video
games industry, which includes
safeguarding and supporting vulnerable
players, preventing toxic behaviours inonline communities, safeguarding minors
and their families, mitigating problem
gaming and protecting personal data.

In our Player Engagement service line, for example, among theservices offered to our clients, we include the following solutions to help
guarantee a safe and pleasant environment:✓ Mandatory GDPR and California Consumer Protection Act(CCPA) training for employees to ensure proper handling of
personal information in all circumstances and assist players with
their privacy-related requests;✓ Monitoring and moderation of online communities, by a
combination of technology and employees familiar with the gameand its player base, to prevent toxic behaviour and reportmisconduct;✓ Enforcement of Children’s Online Privacy Protection rule
(COPPA) guidelines for titles aimed towards minors under the ageof 13;✓ Handling of real-life threats/emergency situations by anexperienced team ready to respond 24/7 and able to report tolocal authorities when necessary; and✓ Moderate user generated content, removing offensive materials.

© 2024 Keywords Studios Plc - Private and Confidential

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Code of Business Conduct 2024

06

Our Organisation
Company Assets
Keywords’ company assets are provided
for business use and we must guard
against waste and abuse. Assets
include the studios we work in, thebrand we represent, the technology thatconnects us, the ideas we exchange,
the intellectual property we work on andthe devices we use to do our jobs.

inflammatory, defamatory, harassing,disruptive communications, spammingor hostile and intimidating exchanges
are prohibited.

With the exception of material clearly
owned by third parties, including by ourclients, Keywords is the legal owner of all
business information stored on or passing
through its systems.

Group devices such as laptops andmobile phones remain the property of
Keywords. The Group reserves the rightto monitor messages and data to ensure
its business purpose. Acceptable use
guidance in relation to email andcompany devices can be found in the
General Information Security Policy.

In general, outbound communications
must reflect well on Keywords’
reputation and public image.
Profanities, obscenities, derogatory
remarks should not be used, and may
create legal problems. Likewise, in
keeping with our dignity at work policy,© 2024 Keywords Studios Plc - Private and Confidential

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Keywords Studios plc
Code of Business Conduct 2024

Our Organisation
Technology & Social
Media
Keywords is operating in an industry thatis not only fast growing but also a leading
technological innovator in interactive
technology. The global market for video
games is fast moving and continually
evolving. New gaming platforms, genres,
monetisation models, distribution
channels, and audiences keep coming.
Not only this, but all manner of content
providers are seeking to make theircontent more impactful and engaging. The
emergence of AI as a potential creative
collaborator and performance enhancer isanother example of how the industry will
evolve over time to utilise the latest intechnologies.

With a team of over 13,000 talented
individuals and existing AI products, weare continually exploring and assessing
the emerging practical applications of AI
that can enhance workflows for our clientsand our teams. Our approach, however, isgrounded in ensuring the safe andresponsible use of AI over speed. We
understand the importance of going at apace that suits our customers. We
maintain strict guardrails to maintain
openness, transparency, and security
ensuring the protection of intellectual
property, and confidential information at
all times. The rapid evolution of AI
signifies that we are just at the beginningof a long-term transformation, and we are
fully prepared to support ourclients throughout this journey.
Social Media Policy
Employees represent Keywords as well asthemselves when using social media.
Therefore, it is important to ensure thatsocial networking profiles and all content
and information published or shared isappropriate and consistent with how an
employee wishes to present themselves intheir professional career. All employees
are prohibited from publishing information
on any social media sites where suchinformation could negatively affect
Keywords, its employees or clients. Never© 2024 Keywords Studios Plc - Private and Confidential

post confidential information about
Keywords or its clients online.

audience prefers formal, as long as ourgamer souls can shine through.

Employees should communicate
responsibly and adhere to the local
regulations and policies related to social
media usage. Failure to adhere to thosewill be dealt with in line with Keywords’
disciplinary procedures.

Our tone is down to earth, relatable andconversational. We do not treat Social
Media accounts like a marketing
megaphone and we avoid using thempurely for marketing goals. Our focus is on
our audience. We strive to share what
they love. We always reply. Fast. Honest.
Transparent.

It is the responsibility of the employee toexercise restraint and ensure that online
activities do not interfere with their job
performance.
Community Management
At times we may take on the role ofrepresenting our clients on social media tosupport live operations or community
management. We become integral
members of these communities and echo
the voice of our audience, actively
participating in discussions. Our aim is togenerate respect and trust by sharing
valuable insights and engaging content.
We enjoy being silly, if our audience loves
silly and we appreciate being formal if our06

Our Organisation
Fraud & Anti-Money
Laundering
Keywords does not tolerate fraud or theft
and requires all Keywords employees(and third parties with commercial/business relationships) to demonstratehigh standards of honesty and integrity intheir work at, or on behalf of, Group
companies consistent with the legal andethical standards in this Code.

Keywords does not engage or assist in
any money laundering or illegal financing
activities. We escalate any potential
suspicious transactions in an appropriatemanner and report activity to the relevant
authorities where appropriate. Keywords
must be vigilant in how funds are received
or sent. Keywords has a responsibility totransact only with legitimate business
partners.

Studio management is required toestablish and maintain sufficient controls
to ensure that potential fraud and theftrisks are properly identified, monitored
and mitigated. Keywords requires all
actual, suspected or attempted fraud
and/or theft to be reported as outlined in
the Anti-Fraud & Theft Policy.
Money laundering is the illegal process ofconcealing the origins of illegally obtained
money by passing it through a sequenceof transfers to make the funds appear
legitimate.

© 2024 Keywords Studios Plc - Private and Confidential

Keywords Studios plc
Code of Business Conduct 2024

06

Our Organisation
External
Communication
Keywords makes every effort tocommunicate regularly with investors via
announcements and face-to-face contact.
As a publicly listed company, we mustensure that price-sensitive information isreleased to the stock market before being
released to any other party.

reputational impact on the Group will behandled exclusively by the CEO, CFO,
COO, Director of Investor Relations andany appointed external PR agency.

Find out more
Enquiries from investors and the media
should be sent toinvestors@keywordsstudios.com

It is also important to protect our
reputation by being consistent andaccurate in our communications to the
public and other stakeholders. Only theCEO, CFO, COO and Director of Investor
Relations, or those other
employees specifically authorised to doso, may contact or respond to enquiries
from investors and analysts, the media,
the public or government/ regulatory
bodies.
All communications (to the media) inrelation to our financial performance,
acquisitions, major new contracts
or strategic plans which could have a© 2024 Keywords Studios Plc - Private and Confidential

Keywords Studios plc
Code of Business Conduct 2024

07

Keywords Studios plc
Code of Business Conduct 2024

Personal Integrity
Conflicts of Interest
Doing the right thing for Keywords isimportant. This means avoiding situations
that create – or appear to create – aconflict between your personal interest
and Keywords’ interest. Every decision we
make while at work must be objective andwith Keywords’ interest in mind.
Before acting on the Group’s behalf, wemust recognise and avoid potential
conflicts of interest, where a personal
interest may interfere with the businessdecision. Even the appearance of aconflict can damage the Group’s
reputation.
Outside interests should be disclosed toyour manager, such as any decision
involving family members or close friends,
any business relationship you have with
Keywords, and/ or any interests incompetitors or business partners of
Keywords. Where outside interests
represent a potential conflict, then before
any related action is taken, approvalshould be sought from your line manager,
General Counsel or CFO and any
recommendations or restrictions should
be followed.

for personal financial benefit, at any time.
Additional trading restrictions apply inperiods leading up to an announcement of
Keywords’ results.

Share Dealing & Insider
Trading

Any person who is required to comply with
the Share Dealing Code and the Share
Dealing Rules shall be notified by the
CFO, General Counsel, or another personon their behalf, and shall be required toacknowledge their understanding andcompliance with the Keywords’ Share
Dealing Code. Consent in accordancewith the Share Dealing Code is required
before anyone on Keywords’ insider list
may deal in Keywords’ securities (orsecurities of any other company in relation
to which they possess inside information,such as a trading partner or acquisition
target). Inside information should not bepassed to any other person, inside oroutside the Group. Similar restrictions
apply to persons closely associated withthose on the Keywords’ insider list.

Keywords’ securities/ shares were listedon the AIM of the London Stock Exchange
in July 2013 and, as a listed company, theGroup and its employees, directors andshareholders are subject to the UK Market
Abuse Regulations (EU Market Abuse
Regulation 596/2014, as retained in UK
law pursuant to the European Union(Withdrawal) Act 2018, as amended), theAIM Rules for Companies and the
Keywords’ Share Dealing Code and Share
Dealing Rules.

During the course of our work, we may
become “insiders” as we encounter inside
information that could affect Keywords
and/ or its share price. Special rules apply
to people in this position, and we must not
use non-public, price-sensitive information© 2024 Keywords Studios Plc - Private and Confidential

Find out more
Enquiries about trading Keywords
shares or inside information should besent to:cosec@keywordsstudios.com

07

Personal Integrity
Gifts & Hospitality
Keywords will provide per diem sums tocover expenses or will reimburse
expenses incurred for all approved
travelling, hotel and other business
related expenses wholly, exclusively andnecessarily incurred in relation to theperformance of your duties.

generally available to others, they mustnot be accepted without prior approval
from your manager.
Further guidance is in the Anti-Bribery &Corruption Policy.

Gifts, entertainment and hospitality are
only acceptable where they areappropriate, proportionate, are properly
recorded and provided they have been
approved by the appropriate level of
Keywords management. Excessive gifts,
entertainment and hospitality can be used
to exert improper influence on decision
makers.
The acceptance of gifts or favours fromclients lays the recipient open to anallegation that they have been placed
under a sense of obligation and thatin consequence their impartiality isimpaired. In principle, therefore, unlesssuch gifts or favours are trivial or are© 2024 Keywords Studios Plc - Private and Confidential

Keywords Studios plc
Code of Business Conduct 2024

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Keywords Studios plc
Code of Business Conduct 2024

Summary of Policies and Key Contacts
Key Policies

Key Contacts

Page References

Protected Disclosures (Whistleblowing) Policy

Protected Disclosure Manager – Joe Binnion
jbinnion@keywordsstudios.com+44 7806 360338
Keywords Studios, 4th Floor 110 High Holborn, London, WC1V 6JS, England

Introduction

7

General Counsel – Andrew Kennedy
akennedy@keywordsstudios.com+353 86 701 3665
Keywords Studios, Whelan House, South County Business Park, Leopardstown, Dublin 18,
D18 T9P8, Ireland

Introduction

7

Grievance Policy

Line manager and/or local HR manager

Our People

10

Data Protection Policy

privacy@keywordsstudios.com

Our People

10

Anti-Bribery & Corruption Policy including:• Gifts & Hospitality

Line manager or CEO

Our Business Ethics
Personal Integrity

1123

Anti-tax Evasion Policy

legal@keywordsstudios.com

Our Business Ethics

12

Prevention of Modern Slavery Statement

Department line manager or HR Director

Our Impact

17

Supplier Code of Conduct

legal@keywordsstudios.com

Our Impact

17

Share Dealing Codecosec@keywordsstudios.com

Personal Integrity

24

Sanctions Policy

legal@keywordsstudios.com

Competition & International Trade

12

Signatory Authority Policy

cosec@keywordsstudios.com

Our Business Ethics

13

Charitable Giving Policy

Local HR manager

Our Impact

16© 2024 Keywords Studios Plc - Private and Confidential

Keywords Studios plc
Whelan House South County Business Park
Dublin 18, Irelandwww.keywordsstudios.com
cobc@keywordsstudios.com© 2024 Keywords Studios Plc - Private and Confidential