Ethical Policy

Updated November 2023

Introduction

This policy is not intended to address every instance in which we are called upon to observe and practice sound business ethics. However, it is meant to remind us that if we all strive to live and abide by basic ethical principles in the day-to-day conduct of our business, we will foster an environment of mutual trust and respect and continue to build on our countrywide reputation for integrity, which is the foundation of the company.

We believe that trust fosters long-term relationships, which are built through honesty, openness, and fair play. All aspects of our business must be based on the highest ethical standards. Our employees are key to our success, and we are all part of the Hexagon Leasing team, so we all must take responsibility for our own actions and conduct.

In addition, since managers are responsible for directing the actions of others and for setting an example for other employees, they should be familiar with this Company Ethics Policy and how it applies to them and to those under their supervision.

It should be remembered that no one has the authority to require or influence another employee to violate this code of conduct, and any attempt to do so may result in immediate disciplinary action, up to and including termination of employment.

Good judgment is a fundamental basis of everything Hexagon Leasing does as a company and understanding our ethical and legal parameters can only strengthen that judgment. Instances where the law does not explicitly address an ethical matter require us to use good judgment, adhere to the spirit of the law, and follow the principles of honesty, integrity, and common sense. To be clear, if the law is stricter than the Company Ethics Policy, then we should follow local law. If the Company Ethics Policy is stricter than local law, then we should follow the Policy.

This Hexagon Leasing Ethics Policy is supported by the whole Board of Directors and shall be reviewed from time to time. The policy applies to every employee of the company.

Should anyone have any questions about how these principles affect you or if you observe what you believe to be inappropriate, unethical, or unlawful conditions at any time, please contact your line manager or the Head of Human Resources. If you have any queries or concerns that you would rather not raise at a local level, then please contact the Head of Department or any Officer of the company.

This policy does not form part of an employee’s employment contract, and Hexagon Leasing may update it at any time. The Company also reserves the right to depart in full, or in part, from the full procedure set out in the policy, depending on any individual employee’s circumstances.

Scope

This policy applies to all employees, contractors, customers, and visitors while on company property or engaged in company-related activities.

Summary

Hexagon Leasing expects that all its business is conducted in compliance with the highest ethical standards of business practice. We apply these standards to all dealings with employees, customers, and suppliers.

This Ethics Policy has been approved by the Board of Directors of Hexagon Leasing, as set out below. Our Company Ethics Policy has been developed to ensure that our business is conducted in adherence to the highest ethical and legal principles and sets standards of professionalism and integrity for all employees and operations.

The following is a summary:

1. All employees have the right to expect and the responsibility to ensure that Hexagon Leasing’s business is conducted with high ethical standards and legal principles.
2. Our policy is to operate within applicable law.
3. Discrimination or harassment of any kind will not be tolerated.
4. As a matter of policy, we do not make political donations.
5. No bribes shall be given or received.
6. Conflicts of interest must be avoided.
7. We aim to be a responsible partner within our local communities.
8. Employees are encouraged and supported to report, in confidence, any suspected wrongdoing.

Our internal control process includes the review of appropriate ethical behaviour.

Employment, Discrimination and Harassment

Considering local practice and the operational requirements of the business, it is our goal to offer unambiguous and fair terms of employment and to provide employees with appropriate opportunities to develop their skills and progress in their careers. It is our intention to honour all applicable terms and conditions of employment.

The Company recognises its duty and the benefits of providing working conditions, which promote good health, safety, and environmental practices – copies of Company guidelines in respect of these matters are available from department management. Employees are encouraged to report immediately any health, safety, or environmental concerns to their line manager to protect the welfare of themselves and colleagues.

Employees are encouraged to recognise their duty to act in a responsible manner in the workplace, having due regard for the health, safety, and general welfare of their colleagues.

We consider that the diverse backgrounds and nationalities of Hexagon Leasing employees form the strength of the business. All employees regardless of their colour, race, religion, marital status, sexual orientation, disability, or age will be treated fairly and honestly with both respect and dignity.

Harassment (including sexual, physical, mental, use of abusive language or offensive gestures) or bullying, in any form, will not be tolerated. Any employee who is proven to have acted in a discriminatory manner or to have indulged in bullying or harassment will be subject to disciplinary or grievance procedures and all employees are strongly encouraged to report such incidents.

It is our policy to respect the human rights of all employees, including:

1. Ensuring employees have the freedom to associate without fear of discrimination against the exercise of such freedoms; and
2. Appropriate restrictions on the access and use of personal employee information to respect the rights of privacy.

Conduct and Behaviour Standards

All employees are expected to contribute to the success of Hexagon Leasing by performing their jobs as required and conducting themselves in a professional manner consistent with the company’s business philosophy, values, and standards of business conduct.

Unacceptable conduct that is considered detrimental to the company’s best interests may result in immediate disciplinary action, up to and including termination of employment. Misuse of Hexagon Leasing property, including the company’s equipment, supplies, e-mail, intranet, and computer and voicemail systems can constitute unethical conduct. These tools and resources are intended to assist employees in conducting legitimate company business, and any other use of such property is discouraged.

Any of the following conduct by any employee must be reported immediately to the Department Head. If the Department Head is alleged to be involved in the conduct, then the report shall be conveyed to the Chief Executive Officer.

1. Violation of the company’s revenue recognition policies and procedures, or any other company policies or procedures designed to ensure full, fair, accurate, timely and understandable disclosure of company information as required by law.
2. Failure to fully, fairly, accurately, understandably, and timely disclose to the appropriate individual(s) within the company all information that relates to the company’s business, operations or financial condition that may need to be reported or disclosed to any applicable governmental law, rule, or regulation.Failure to fully, fairly, accurately, understandably, and timely disclose to the appropriate individual(s) within the company all information that relates to the company’s business, operations or financial condition that may need to be reported or disclosed to any applicable governmental law, rule, or regulation.
3. Misrepresentation, concealment, falsification or destruction of any documents or other information relating to the company’s business, operations, or financial condition that may be required to be reported, disclosed, or used to prepare documents required to be reported or disclosed pursuant to any applicable governmental law, rule, or regulation.
4. Any other activity or conduct that could cause an individual, the company or any of its officers or directors to violate any applicable governmental law, rule or regulation relating to full, fair, accurate, timely and understandable disclosure of information required to be disclosed to any third person.

Compliance with the Law

At all times, it is our policy to stay within the laws, rules, and regulations of the United Kingdom. It is our policy to cooperate fully with relevant public authorities and regulatory bodies as appropriate.

The senior management team is responsible for ensuring that legislation is complied with and that requirements are appropriately communicated to their staff.All employees have the right and the responsibility to resolve doubts or uncertainties about ethical questions or compliance with the law. To resolve any ethical or legal issue, an employee should first contact his or her immediate manager or supervisor for guidance prior to taking any action. (Guidance can also be found within the company’s Employee Handbook). We also strongly encourage an ‘open door’ policy to bring any such queries, if necessary, to a higher level of management.Control procedures must exist so that all declarations accurately represent local data and, where applicable, that of the Company.In certain areas, the relationship with affiliates may preclude companies from tendering certain contracts or making certain types of grant applications. Care must be taken to avoid infringing these rules.

Ethics in the Marketplace and Treating Customers and Suppliers Fairly

The truth, properly told and presented, should be the objective of all promotional activity. Customers always shall be treated fairly, and with respect and competition with peer companies should be fair and ethical. The following lists some of the major issues regarding ethics and fairness in the marketplace:

1. Nothing is to be gained through misrepresentation, exaggerated claims, or other forms of false advertising or representation. Our products and services must stand on their own merits and their quality.
2. Customers should be given factual information about prices, schedules, services, and other terms of business. Suppliers, subcontractors, advisors, or representatives also deserve to be treated fairly, honestly and in accordance with agreed terms.
3. From time to time, customers, suppliers, advisors, or representatives may divulge confidential information to you. It is our duty to respect these confidences in accordance with applicable contractual and legal requirements.
4. Any complaints from customers, suppliers, subcontractors, advisors, or representatives should be recorded and dealt with promptly and fairly.
5. It is not Company policy to knowingly infringe on the copyright, trademarks, patents, or other properly registered intellectual property of others.
6. Management should have due regard as to how contracts or arrangements with new suppliers, et al. will reflect on the reputation and ethics of Hexagon Leasing.

Bribes or other Payments to Influence Business Transactions

The giving or receiving of any such payment is indefensible. No bribes of any sort may be paid to or accepted from customers, advisors, or representatives. It is not permitted to establish accounts or internal budgets for the purpose of facilitating bribes or influencing transactions (slush funds).

The following general guidelines should be followed:

1. NEVER discuss or offer employment or business opportunities to contracting officers or officials who may influence an official act or decision affecting Hexagon Leasing or its business.
2. NEVER offer or give gifts or favours to anyone in connection with any contracting activity, including “kickbacks” to any customer who is a prime contractor.
3. NEVER offer or give bribes or other questionable or irregular payments (whether in the form of cash, goods, or other property) if you know, or have reason to believe, that such payments will be used to influence decisions involving Hexagon Leasing. This rule applies even if such payments are considered customary.

Gift and Entertainment

Special care must be taken in accepting or giving gifts and entertainment. These are not permitted if it would create a real or perceived conflict of interest. The exchange of social courtesies is acceptable when there is a clear business purpose, and they remain within good taste. Neither the receipt nor the giving of excessive entertainment, substantial gifts or favours is acceptable.

Provided they are:

1. Consistent with Hexagon Leasing business practices.
2. Do not violate applicable laws, and
3. Public disclosure would not embarrass Hexagon Leasing.

The following are examples of gifts or favoured treatment that may be accepted or given by Hexagon Leasing employees:

1. Coffee mugs, pens, calendars, paperweights, clothing, or items of similar value displaying a company logo.
2. Modest refreshments or meals.
3. The provision of reasonable travel facilities.
4. Modest hospitality, e.g., a music concert, a theatre show, an industry, or a sports event.
5. Modest gifts (such as a bottle of wine, a food hamper, etc.) given to mark an event such as Christmas or Thanksgiving, etc.

Employees should politely refuse excessive gifts/entertainment, explaining to the offeror that Company policy prohibits the receipt of such gifts/entertainment. The giving of gifts/entertainment must be properly authorised and accounted for. If you are in doubt as to whether gifts and entertainment are appropriate, you should raise your concerns with local management prior to accepting or giving any such gift or entertainment.

Further details can be found within our Anti-bribery policy.

Conflicts of Interest

Whether it is actual or apparent, conflicts of interest must be avoided. Actions taken by employees should be objective and based on the best interests of the Company.

There are too many instances where such conflicts may arise to list, but the following list may prove helpful:

1. Accepting personal payments from suppliers et al., which may influence your business decision.
2. Employees shall not directly or indirectly work or consult for a competitor or engage in activity that is competitive with Hexagon Leasing’s business interests (including working for a Hexagon Leasing vendor). It is never acceptable for an employee to utilise Hexagon Leasing customer lists or contacts to market their own or third-party goods and services, even if they are not competing with Hexagon Leasing products or services.
3. Potential conflicts between personal and professional relationships.
4. You should declare to your line manager any interest you or a close member of your family may have in a business that Hexagon Leasing is, or may have, dealings with (ignoring a shareholding in a major company, so long as such investment does not create a conflict of interest).
5. Prior written approval must be obtained from the Chief Executive Officer (with notification to your line manager) prior to employees accepting a second job, consultancy, etc., to ensure this will not conflict with the other interests of Hexagon Leasing.
6. Undertaking any private work which might generate intellectual property is prohibited since it can be difficult to distinguish this from Company work.

If you do suspect you have a conflict of interest, whether actual or potential, please raise your concerns immediately with line management. You should take no part nor seek to influence a business decision which may result in a conflict of interest arising.

Hexagon Leasing Proprietary Information

Trade secrets, technology, ideas, customer lists, unannounced financial data, marketing and pricing strategies, and business plans are, among others, Hexagon Leasing’s most valuable business assets and protecting their confidential and proprietary nature is the ethical duty of every Hexagon Leasing employee. This information must not be disclosed to anyone without proper authorisation. By law, our trade secrets are our property, and we all have obligations to protect that property. In the course of your employment, you may be given or come into contact with information that is commercially sensitive, or which is provided for your information so that you may gain a better understanding of the business, for example at staff briefing meetings. This type of information must not be divulged outside the organisation via any route (e.g., verbal, oral, internet chat room or to the media). Breach of this obligation may result in disciplinary proceedings. When in doubt, contact the Company Secretary.

In addition, no employee must ever attempt to obtain or use another company’s proprietary information for Hexagon Leasing’s benefit or otherwise in violation of law or any applicable agreement. 

Information Security

Information is vital to Hexagon Leasing’s continuing success. Inadequate protection or misuse of Hexagon Leasing’s information assets could give the company’s competition an unfair advantage, diminish the quality of our products and services, increase the risk of litigation, or otherwise harm the company. All Hexagon Leasing employees share a responsibility to our customers, shareholders, and each other to protect Hexagon Leasing, customer, and vendor information assets from unauthorised access, use, modification, destruction, theft, or disclosure and must treat such assets in accordance with any information handling policies issued by Hexagon Leasing. 

In addition, no employee must ever attempt to obtain or use another company’s proprietary information for Hexagon Leasing’s benefit or otherwise in violation of law or any applicable agreement.

Information Security

Information is vital to Hexagon Leasing’s continuing success. Inadequate protection or misuse of Hexagon Leasing’s information assets could give the company’s competition an unfair advantage, diminish the quality of our products and services, increase the risk of litigation, or otherwise harm the company. All Hexagon Leasing employees share a responsibility to our customers, shareholders, and each other to protect Hexagon Leasing, customer, and vendor information assets from unauthorised access, use, modification, destruction, theft, or disclosure and must treat such assets in accordance with any information handling policies issued by Hexagon Leasing.

Communication with the Financial Community and/or Media

Employees who are contacted by a member of the financial community or media are not authorised to provide information regarding Hexagon Leasing or its business without prior approval. Financial calls should be referred to the Chief Executive Officer or the Chief Financial Officer: calls from industry analysts or the media should be referred to the Chief Executive Officer.

Whistle Blowing

All employees have the right and the responsibility to question possible wrongdoings and are encouraged to remain vigilant against such possible actions. If an employee suspects wrongdoing (whether or not the suspected act has actually occurred), he/she should immediately report the matter to their line management, or if this is not possible, to a higher level of local management. Line/local management should be able to advise if the action in question is in fact a wrongdoing. If the employee feels that he/she cannot report the suspected wrongdoing at a local level, the employee should report it immediately to the Head of Department, who is authorised directly by the Board of Directors to investigate any such matters. Employees who report the suspected wrongdoing to the Head of Department may do so in confidence and may report the suspected wrongdoing anonymously if they do so via a letter. (Envelopes should be marked “Strictly Private and Confidential”).

The Company does not view an employee who has ‘blown the whistle’ as a troublemaker, but rather as a witness to an event. You will not suffer discrimination or persecution for raising concerns in good faith, even if the concern is not proved and, if possible, you will be informed of the outcome. Discrimination and persecution of employees who raise genuine concerns will not be tolerated under any circumstances and support will be provided to whistle blowers as appropriate.

Examples of suspected incidences, that may be potential or actual, which employees may feel require reporting include, but are not limited to: 

1. Violation of health, safety and environmental procedures or legislation.
2. Discrimination or other unwarranted detrimental treatment of employees (e.g., bullying, harassment).
3. Misappropriation of funds.
4. Conflicts of interest.
5. Bribery, fraud, or other forms of corruption.
6. Manipulation of accounts.
7. The deliberate provision of misleading information or falsification of records.
8. Suspected criminal activities or civil violations.
9. Misuse of Company property, for example, the use of Company property for personal gain.
10. Breaches of copyright, patents, and intellectual property, including breaches of software
    copyright licenses.
11. Breach of any Company guidelines or policies, including this Company’s Ethics Policy.

Disciplinary Action

Any employee who violates our ethical standards is subject to disciplinary action which can include verbal warning, written warning, suspension, or termination of employment. 

Non-Compliance

Any infringement of these rules by an employee may result in appropriate disciplinary action, which will be dealt with in accordance with the Hexagon Leasing Disciplinary Procedure.

Maintaining this Policy

Hexagon Leasing will monitor the effectiveness of this policy and its general compliance within the Company. This policy will be kept up to date and amended accordingly to reflect any changes in response to revised legislation and applicable standards and guidelines.