Intelecy – Code of Conduct & Compliance Programme

Last updated May 11, 2024

Introduction

Intelecy is committed to conducting business in accordance with high ethical standards and applicable laws and regulations. We will conduct our business in a safe manner that creates trust among our employees, owners and business partners.

Our compliance programme comprises our guidelines and procedures that are used in our daily operations to ensure that we act in accordance with applicable regulations, and which are communicated to our employees and partners through various training and communication measures.

The compliance programme is adapted to the way we are organised and work, and the risk environment in which we operate at any given time.

Scope and objectives

We endorse and commit to comply with internationally recognized human rights principles, including but not limited to:

The OECD Guidelines for Multinational Enterprises.
The United Nations Guiding Principles on Business and Human Rights.
The eight fundamental ILO conventions.
The International Bill of Human Rights.
Relevant local legislation pertaining to human rights and labour laws.

The compliance programme must be actively followed in our daily operations and is an integral part of our business.

We shall act in an ethically responsible manner and aim to

Ensure that ethical principles are an integral part of our operation
Act in accordance with all applicable laws, regulations and industry standards
Ensure that everyone who works with and for us lives up to our high ethical standards
Ensure that we work continuously to ensure the sustainable operation of our business

The core of our compliance programme

Our compliance programme has the following core components:

Anchoring with the board of directors and management.
Relevant policies and procedures.
Due diligence of suppliers.
Training and communication of the compliance programme to employees and partners.
Internal controls and evaluation.

Anchoring with the board of directors and management

Our compliance programme, including our ethical guidelines and procedures, is anchored with the board of directors and management. The board of directors is ultimately responsible for ensuring that Intelecy acts in compliance with our commitments under our compliance programme. The CEO is responsible for implementation and monitoring of the policy, including revising and updating this policy when required.

Relevant Policies

Intelecy has developed a set of policies and procedures that are customised to our business and risk profile. The need for updates and development of new policies is assessed on an ongoing basis, and adjustments are made as required.

Relevant documents:

Code of Conduct
Supplier Screening Policy
Fair Competition Policy
Anti-bribery and Anti-corruption Policy
Tax Policy
Whistleblowing Policy

Screening of suppliers

We screen all new suppliers to identify any risk elements.

Relevant documents: Supplier Screening Policy, Supplier Overview, Action Plan

Due diligence and risk assesment

We carry out human rights due diligence assessments to identify and mitigate possible adverse impacts of our business operations.

Relevant documents: Human Rights Due Diligence Report

Mapping
We conduct risk-based audits and reviews of our business and supply chain on a regular basis to identify and assess actual and potential adverse impacts on human rights that we have caused or contributed toward, or that are directly linked with the enterprise's operations, products or services via the supply chain or business partners. Through our supplier screening procedure new suppliers and business partners are assessed in equal manners.

Mitigation measures
Based on our mapping procedure, we will implement suitable measures to cease, prevent or mitigate any identified actual or potential adverse impacts.

Monitoring
Implemented mitigation measures are monitored to track the results from the mitigation measure and to amend the chosen measure if found necessary.

Communication
We communicate with affected stakeholders and rights- holders regarding how identified adverse impacts are addressed, hereunder by account for our human right's due diligence on a regular basis.

Remediation
We provide for or co-operate in remediation and compensation where this is required.

Training and communication

As part of the onboarding training programme, all employees shall confirm that that they have read and understood the relevant policies, to ensure all our employees comply with standards that apply to Intelecy.

To reduce the risk for non-compliance within Intelecy, our employees will, thereafter, regularly and as needed, conduct a refresher training based on new regulations, operational or market changes that alter the risk profile for our business. This training may consist of workshops, e-learning courses, webinars, and other digital or face-to-face sessions.

Internal control and evaluation

Internal control and evaluation is carried out regularly. The purpose of the review is to gain an overview of the effect of the compliance programme, assess whether the measures implemented are working as intended, and whether there are any changes in our business or regulatory environment.

CODE OF CONDUCT

Introduction

Intelecy AS, reg.no. 918 527 419 ("Intelecy") operation within the business of Industrial AI and development of an AI platform for process manufacturing.

Intelecy wants to contribute to a sustainable community and acknowledge that we play a part in contributing to the UN's goals on sustainability being reached. We commit to safeguard the environment and to promote respect for human rights, hereunder workers' rights and consumers rights. Our responsibility extends beyond our own circumstances and also applies in relation to our suppliers and other business partners, and we will promote responsible business conduct. We aim to conduct human rights due diligence and maintain transparency about our business operations and any potential adverse impacts as necessary and engage with relevant stakeholders.

We strive to achieve both environmental- and social sustainability by contributing to sustainable operations ourselves, by placing demands on our suppliers and other business partners, and by helping consumers make wise, sustainable choices. Our code of conduct ("Code of Conduct") clarifies the requirements we set for our employees, contractors, suppliers, subcontractors and other business partners. Our suppliers and business partners shall adhere to our Code of Conduct, and our suppliers and business partners are responsible to inform their subcontractors about our Code of Conduct and to ensure that the Code of Conduct is respected throughout the supply chain.

We evaluate our Code of Conduct on a regular basis and make necessary improvements. Through dialogue and cooperation with relevant stakeholders, hereunder our suppliers and business partners, we work to ensure that our Code of Conduct is complied with by us and our partners, and that we conduct our business in a responsible manner.

Legal requirements and human rights

We, our workers, contractors, suppliers and other business partners shall comply with all national laws in the countries in which they operate and respect and comply with the requirements set out in this Code of Conduct.

The following principles shall be complied with:

The OECD Guidelines for Multinational Enterprises.

The United Nations Guiding Principles on Business and Human Rights.

The International Bill of Human Rights.

The eight fundamental ILO conventions and other relevant conventions, such as:

Forced labor/slavery (No. 29 and 105),
Union organization and collective bargaining (No. 87, 98, 135 and 154),
Child labor and children's rights (No. 138, 182 and 79, and recommendation no. 146),
Discrimination (No. 100 and 111),
Health, environment and safety (No. 155 and recommendation no. 164),
Wages (No. 131),
Working hours (No. 14),

as these provisions exist at all times, are summarized and supplemented in the following points in this Code of Conduct.

Decent working conditions

Fundamental rights
Any obligations to the workers according to international conventions and/or national rules and regulations regarding regular employment shall not be circumvented by use of short-term engagements (such as the use of contract workers, temporary workers and day workers), subcontractors or other employment relationships.

All employees shall be treated with respect and dignity. Physical abuse or punishment, or the threat of physical abuse is prohibited. The same applies to sexual or other abuse, and various forms of humiliation.

All employees are entitled to a written employment agreement, in English, the agreed business language within Intelecy, stating the terms and conditions of the employment. The employer is responsible for ensuring that all employees are aware of and understand their rights and obligations of the employment.

Apprenticeship programs must be clearly defined with regard to duration and content.

No forms of forced labor
No forms of forced labour, slave labor or involuntary labor are accepted at our suppliers, subcontractors and business partners.

Migrant workers shall have the same rights as local employees. Suppliers, subcontractors and business partners shall not require the workers to deliver a deposit or identity papers to the employer and the workers shall be free to terminate the employment with reasonable notice.

Freedom of association and the right to collective bargaining
All workers shall, without exception, have the right to join or establish trade unions of their own choice, and to bargain collectively. No workers shall be discriminated against if they exercise their right to organize or bargain collectively.

Trade union representatives shall not be discriminated against or prevented in other ways from carrying out their trade union duties.
If these rights are limited by law, suppliers, subcontractors and business partners shall facilitate, and in no case hinder, parallel mechanisms for free and independent organization and negotiation.

Child labor is not accepted
Children under the age of 15 (14 or 16 in certain countries) shall not be employed to perform work that may be detrimental to their education.

Children under the age of 18 shall not be employed to perform work that endangers health or safety, including night shifts.

Recruitment of child as workers in violation of the above clauses is unacceptable. If such child labor is already taking place, efforts must be made to phase out such child labor as soon as possible. At the same time, arrangements must be made to ensure that the children are given the opportunity for livelihood and education until the child is no longer of compulsory school age.

No forms of discrimination
There shall be no discrimination in the workplace based on ethnicity, religion, age, disability, gender, marital status, sexual orientation, trade union membership or political affiliation.

Protection against sexually intrusive, threatening, insulting or exploitative behavior and against discrimination or dismissal on unfair grounds, e.g., marriage, pregnancy or parenthood, shall be established.

Wages
Wages shall be paid regularly, punctually and must be in proportion to the experience, qualifications and effort of the employee, and must at least be in line with national minimum wages or the industry standard wages, and always sufficient to cover fundamental human needs.

Wages and payment of wages shall be agreed in writing before work starts. The agreement must be comprehensible to the worker.
Deductions from wages as a disciplinary reaction shall not be permitted.

Employees must be granted and compensated correctly for any type of paid leave to which they are entitled. E.g., holiday, parental leave and sick leave.

Working hours
Working hours shall be in line with national laws or industry standards, and not exceed working hours in accordance with applicable international conventions.

The workers shall have at least 1 day off per week.

Overtime shall be limited, and fairly compensated for in accordance with local laws. A maximum of 12 hours per week is recommended. The workers must always receive overtime pay, at least in line with current laws.

Health, environment and safety
Efforts shall be made to provide the workers with a safe and healthy work environment. Necessary measures shall be in place to minimize and prevent accidents and health detriment, because of or related to conditions at the workplace. Dangerous and unsafe equipment and buildings are not accepted.

All escape routes at the workplace shall be clearly indicated, well-lit and shall not be blocked. Evacuation by the escape routes shall be possible during all working hours. All workers at the workplace shall have executed regular fire drills and drills concerning other emergencies. Evacuation plans, fire protection equipment and first aid kits shall be easily available at the workplace.
All workers shall have access to clean sanitary facilities and clean drinking water. If relevant, options for safe storage of food in terms of health shall be implemented.

If the employer provides accommodation, the accommodation shall be clean, safe, and sufficiently ventilated and with access to clean sanitary facilities and clean drinking water.

Environment and use of local resources

Environment
Any national and international legislation concerning environment shall be complied with. We and our suppliers, subcontractors and other business partners shall hold the required permits and licenses in order to conduct their business and efforts must be made to obtain ISO certifications, or similar certifications, relevant for the business being conducted.

Loss of biological diversity, long-term damage to ecosystems, pollution of the atmosphere that has consequences for the climate, damage to marine ecosystems and soil derogation caused by the use of chemicals shall be prevented.

Dangerous chemicals and other substances shall be administered in a responsible manner, including being labeled and stored in a safe manner. Safety data sheets shall be accessible at the workplace at a local language and instructions in the safety data sheet shall be complied with.

All waste shall be recycled as far as is practically possible, and non-renewable resources shall be phased out. The local production site shall not be exploited ruthlessly, and care must be taken so that it is not damaged by pollution. It is expected that suppliers and business partners choose modern and efficient technology that reduces the emission of greenhouse gases and other emissions from products and services.

The use of water shall be as efficient as possible, and water shall be reused to the extent possible. Overuse and contamination of subsoil water shall be avoided.

Marginalized population groups
Production, and use of raw materials for production, shall not contribute to the destruction of resources or the basis of income for marginalized population groups, for example by occupation of large parts of land or other natural resources that these population groups depend on.

Bribery and corruption

A high ethical standard and overall good business practice shall be maintained. Any and all applicable laws shall be complied with, and a mere following of the minimum conditions of the law is not sufficient in order to maintain high ethical standards. No goods which may be considered unacceptable rewards for obtaining, retaining or managing business activities shall be received or offered. Such benefits can be, for example, cash, goods, travel or services of any kind.

Taxation

All laws and regulations relevant to taxes in jurisdictions in which we operate shall be complied with. We do not condone, engage in or support tax evasion, or the facilitation thereof. We refrain from practices that are considered aggressive tax planning or that aim to exploit gaps and mismatches in tax rules and regulations.

All tax reporting shall be based on transparency and accuracy. We shall collaborate with tax authorities and provide all requested information.

Fair Competition

Competition shall be free, fair and open. Applicable antitrust and competition laws shall be complied with. Anti-competitive agreements shall not be entered into, including price-fixing, customer or market allocation, bid-rigging, or any other actions that could hinder free and fair competition. Commercially sensitive information shall not be discussed or shared with competitors. Market power shall not be used to exclude competitors or exploit customers and suppliers, and illegal restrictions to exploit customers or suppliers shall not be imposed. Competition authorities shall be provided with requested information in a collaborate manner.

Whistleblowing

All workers have a right to notify censurable condition at Intelecy, suppliers or business partners undertaking. Workers hired from temporary-work agencies also have a right to notify censurable conditions at the hirer's undertaking. Censurable conditions mean conditions that are in contravention of national legislation, international conventions, internal guidelines at the undertaking or ethical norms on which there is broad agreement in society. This may be e.g., conditions posing danger to life or health, corruption, discrimination, unsatisfactory working environment, etc.

All suppliers, sub suppliers and business partners shall have internal guidelines and routines for procedures for whistleblowing and the processing of a received notification, including that the notification shall be adequately investigated within a reasonable time and that, if necessary, suitable measures are taken to rectify the situation the notice regards. The whistleblower shall receive feedback within a reasonable time regarding how the notification was processed.

Retaliation against a whistleblower must not occur. Retaliation means any unfavourable act, practice or omission that is a consequence of or a reaction to the whistleblower having notified.

International trade restrictions

Countries can impose various economic sanctions restrictions targeting business dealings with specific countries, economic sectors, entities or individuals of concern. Export controls on the export or in-country transfer of certain restricted items, technology and software are also common. We will comply with all applicable economic sanctions as well as export and import control laws. We will assess whether government authorization is required before engaging in activities involving restricted items, sanctioned parties or countries and will obtain and comply with all required authorizations. We shall never make transactions with companies or persons that are under embargo.

Personal data protection

Personal data protection laws protect the integrity and confidentiality of a person’s privacy through the processing of personal. We are committed to protecting the data privacy rights of everyone working for us and we will only use personal data for lawful and appropriate purposes. We will maintain appropriate technical and organizational measures to properly process and protect personal data.

Animal welfare

All animals utilized in the production of products shall be treated with respect, dignity and in line with the five recommendations for animal welfare as set out by the World Organization for Animal Health:

Freedom from hunger, malnutrition and thirst;
Freedom from physical discomfort;
Freedom from pain, disease and injury;
Freedom to exercise normal conduct; and
Freedom from fear and stress.

Animal testing is not accepted.

Transparancy and follow-ups

Transparency and cooperation

Intelecy shall operate in transparent manner and expects that all suppliers, subcontractors and any other business partners respect our Code of Conduct and acts in a manner allowing us to monitor our compliance with the Code of Conduct and other legal duties.

Suppliers and business partners shall at our request provide the information necessary for us to meet our obligations according to international conventions and Norwegian laws, including carrying out human right's due diligence. Refusal of a request for information must be justified. We will not request information beyond what is necessary to meet our obligations.

Follow-up measures
Failure to comply with this Code of Conduct, including lack of response to repeated inquiries from us and/or any third party set out to perform the audit and lack of providing information about conditions with business partners, suppliers and/or subcontractors, may constitute a significant breach of agreement with Intelecy and may lead to termination of the agreement in question.

If case of any breach of this Code of Conduct and/or the principled mentioned in 0, the supplier or business partner shall immediately inform us with the purpose of designing a plan for remediation. Remedial action must take place within a reasonable time. Lack of cooperation and/or repeated violations or deviations from this Code of Conduct and/or the above mentioned principles may result in termination of the agreement.

SUPPLIER SCREENING POLICY

Background

Intelecy aims to embody principles of sustainability, ethical business practices and respect for fundamental human rights in its business operations. This applies, among other things, in connection with our own procurements. Therefore, we carry out due diligence assessments with regard to potential and actual negative impacts on human rights and decent working conditions associated with our business operations.

Against this background, Intelecy has established this supplier screening policy, which is intended to help us make conscious choices when selecting new suppliers and obtain the necessary information about our suppliers when purchasing products and services, in order to support our ongoing work with due diligence.

When this policy applies

This supplier screening applies when Intelecy enters into agreements with new suppliers for the purchase of goods and/or services for a sum (spread over one calendar year) of NOK 500 000 or more, or if special reasons indicate that particular care should be taken in respect to any given purchase or agreement. The procedure applies to anyone authorised to make purchases on behalf of Intelecy but does not apply to reimbursement of individual expenses for employees.

Contact Person
Questions related to procurements and/or this supplier screening policy should be directed to:
Camilla Gjetvik
CEO
camilla.gjetvik@intelecy.com

Mapping and risk assessment

When Intelecy engages a new supplier covered by this policy, cf. section 2, an initial review of the supplier, the product or service to be purchased, and the industry to which the product or service is related should be carried out.

Information from this investigation will be entered into a separate overview of all suppliers to Intelecy, which will be used to structure information and perform risk assessments of all business partners (the "Supplier Overview") as further explained in section 0. The Supplier Overview provides information for our human rights’ due diligence reports.

The scope and level of detail of this initial review should be adapted to the size of the purchase in question and the risk that the product or service contributes to with regards to negative impacts on human rights, decent working conditions and the environment. However, the Supplier Overview should as a minimum include:

Name and registration number/date of birth of the supplier or business partner.

Contact details of the supplier.
Turnover.
Place of business/country of the supplier.
Relevant industry.
Product and/or service supplied.
Risk category/priority.

Risk category means a classification system that indicates whether there is a low, medium or high risk related to the supplier or business partner in question, see section 4.3.

Any other factors of significance for risk classification may be included in the overview.

The Supplier Overview is available at Intelecy’s internal Governance file.

Supplier assessment
The assessment of the specific supplier should include:

The company should be checked in the Norwegian business register (Nw. "Foretaksregisteret" / "Brønnøysundregistrene"), or equivalent foreign company register. The following should be checked:
- the supplier is registered,
- where the supplier is domiciled, and
- whether the supplier is registered for VAT (if a Norwegian company).
Check the supplier on proff.no or similar to determine turnover and number of employees. Based on this information, it is possible to assess whether the supplier is covered by the Norwegian Transparency Act (Nw. "Åpenhetsloven") or other regulations that require reporting related to sustainability and/or corporate social responsibility.
Check the supplier's website to see if the supplier has published a statement in accordance with the Transparency Act, sustainability report and/or corporate social responsibility report, or can otherwise show that they have emphasised sustainability in the organisation of their business, for example through membership of industry collaborations or initiatives such as Ethical Trade Norway (Nw. "Etisk Handel Norge") and UN Global Compact.
If it is assumed that there is a particularly high risk associated with the supplier, a search for the supplier shall be made in Google or another search engine to identify potential news articles, etc. that may shed light on the supplier's integrity and business practices.

Assessment of product, service, industry, etc.
Included as Appendix 1 to this policy is an overview of typical risks that may generally be related to some common types of purchases.

If we are already familiar with the general risks associated with the product, service, industry and location/production site, it is sufficient to supplement this with an investigation of the specific supplier(s) being considered.

If we are not aware of the general risks associated with the product, service, industry and location/production site, a more detailed investigation should be carried out. The investigation consists of searches in open sources, and aims to identify general risks associated with the type of product, service, industry and location/production site, such as:

Production in low-income countries that do not ensure adequate protection of human rights, labour rights and environmental considerations.
Individual raw materials that are associated with a known risk of human rights violations.
Industries with a high proportion of low-income employees or other groups who may be particularly vulnerable to exploitation by employers.

Some useful sources for the assessment:

The Norwegian Agency for Public and Financial Management (Nw. "Direktoratet for forvaltning og økonomistyring") pages on sustainable procurement, including in particular the high-risk list for human rights violations, which provides information on risks by categories of goods and services.
The UN Global Compact list of organisations that are members of UN Global Compact.
CSR Risk Check, Amnesty International annual report, Human Rights Watch annual report and Global Slavery Index for risks related to countries and industries.

Risk assessment – categorisation
Based on the information obtained in accordance with sections 0 and 0, a risk assessment of the supplier or business partner in question shall be carried out and categorised in the Supplier Overview according to a traffic light model, i.e., red (high risk) - yellow (medium risk) - green (low risk).

Relevant factors
The following factors should be taken into account in the categorisation:

Severity. Consideration must be given to whether actual violations of human rights, labour rights, environmental legislation, etc. have been identified, or whether there is a potential risk of such violations, as well as the severity of any violations. It is also important to consider the scale of potential breaches, i.e., how many people are affected.
Turnover: This applies to both the supplier's total turnover and the turnover derived from our purchases. Turnover is important both for our ability to influence the supplier, and for whether the supplier itself is subject to the Transparency Act and thus has to carry out due diligence assessments.
Whether the supplier has published a statement in line with the Transparency Act: This indicates a lower categorisation despite identified risks, as it implies that the supplier itself takes active measures to identify and monitor its suppliers.
Whether the supplier has implemented other measures: In addition to any disclosure in line with the Transparency Act, the supplier may have taken other measures to ensure human rights, decent labour conditions and sustainability in general. This could be, for example:
- Through membership in industry collaborations or initiatives such as Ethical Trade Norway (Nw. "Etisk Handel Norge") and UN Global Compact.
- By holding relevant certifications (e.g., ISO 26000, which deals with social responsibility, and ISO 14001, which deals with the environment).
- By having binding ethical guidelines for their suppliers, and by conducting their own sustainability reporting.

Categorisation

Below are examples of assessments and considerations in connection with the categorisation of suppliers and business partners. The overview is not exhaustive.

If the supplier or business partner is categorised as high risk ("red"), we should consider not entering into an agreement or cooperating with the supplier or business partner in question. Instead, other alternative suppliers should be considered. If this is not possible and we choose to enter into a cooperation with the supplier or business partner in question, additional measures must be implemented as mentioned in section 0.

Red category:
If actual violations of human rights, labour rights, environmental legislation, etc. have been identified, or there is a very high risk of violations, the violations are of a serious nature and/or of a major scale, and the supplier in question has not implemented any appropriate mitigation measures to mitigate and/or follow up on the violations.

Yellow category:
If actual or potential breaches of human rights, labour rights, environmental legislation, etc. have been identified, but the breach/potential breach is considered less serious, or other factors support a "yellow" categorisation (e.g., the supplier has already implemented relevant measures to follow up on the breach).

Green category:
No breaches or potential breaches have been identified, or only a low risk of breaches has been identified. In most cases, there will be some general risks associated with a product or service. This does not mean that there is necessarily a high risk associated with the purchase, or that additional measures need to be taken. The categorisation can therefore still be "green".

Meassures towards suppliers

General

All new suppliers covered by this policy shall be provided with a copy of our Code of Conduct ("CoC") in order to communicate our expectations for our suppliers' ethical business conduct. Our CoC is available at (Will be updated after approval from the Board).

If the supplier, based on the initial assessment, is categorised as medium to high risk ("yellow" or "red"), the supplier should, as a general rule, also sign and thereby commit to our CoC, unless the supplier already has its own ethical guidelines that the supplier follows.

Other conditions and follow-up measures
Based on the risk assessment, it may be appropriate to impose conditions related to the purchase, implement follow-up measures to stop, prevent or mitigate identified risks, or choose not to proceed with the supplier.

If the investigations have identified high risk, but an agreement with the supplier is nonetheless entered into, the relevant violation should be followed up through dialogue with the supplier. The CFO is responsible for following up on this.

As a first step, the follow-up consists of informing the supplier of the breach and requesting that it be rectified. If there is a particularly high risk, it may be explicitly demanded that breaches are followed up, or that the supplier adapts its delivery to us to reduce risk, e.g., by not using certain subcontractors with known issues.

If the issues are not remedied within a set deadline, and the supplier is not willing to take any steps to remedy the situation, terminating the cooperation with the supplier should be considered an option. If there are no relevant alternative suppliers, the cooperation may continue, but we should nevertheless regularly (at least annually) attempt to achieve positive changes. This can be done, for example, through continued attempts to establish contact and dialogue with the supplier about the identified problems and possible solutions.

In the case of large suppliers where our influence is limited, it may also be considered whether it is possible to achieve greater influence and/or change by collaborating with other customers of the supplier, industry organisations or other relevant actors.

Documentation

All documentation related to fulfilment of this procedure shall be stored in Intelecy’s internal Governance file.
The documentation is used as a basis for, and followed up through, our due diligence assessments.

APPENDIX 1 – TYPICAL RISK FACTORS

Product/service	Typical risk	Example
Craftsman/carpentry/plumbing services etc.	Violation of labour rights	Illegal overtime. Deviation from the law's principle of permanent employment. Low wages. Social dumping.
Cleaning services	Violation of labour rights	Illegal overtime. Deviation from the law's principle of permanent employment. Low wages. Social dumping.
IT services (including hardware)	Violation of privacy rights Violation of labour rights	IT/consultancy: Gender discrimination; Illegal overtime. Software: Violation of privacy rights Hardware manufacturing: Forced labour; Child labour General: Pollution/environmental impact (e.g., environmental damage when extracting minerals/metals; pollution from data centres powered by fossil fuels)
Food/restaurant/catering	All stages: Violation of labour rights Raw materials, transport, packaging: Environmental impact Some raw materials (e.g. palm oil, cocoa, coffee, avocado): Human rights violations	Illegal overtime. Sexual harassment. Deviation from the law's principle of permanent employment. Low wages. Deforestation, destruction of nature, infringement of indigenous rights in connection with expansion of agricultural land. Social dumping and child labour in connection with agricultural work
Office supplies	Raw material extraction and component production: Human and labour rights violations; environmental impact Assembly - depending on country of production: Human rights and labour rights violations	Forced labour. Social dumping. Child labour. Pollution in connection with extraction and production, especially metals and chemicals.
Office furniture, textile products	Environmental impact Depending on country of production: Violation of human rights and labour rights	Low wages. Social dumping. Child labour (especially textiles). Pollution, especially in connection with tinting of leather and dyeing of textiles. Environmental impact and infringement of indigenous peoples' rights in relation to deforestation, especially tropical timber.
Travel, transport	Environmental impact Hospitality: Violation of labour rights	Greenhouse gas emissions from transport. Illegal overtime. Deviation from the law's principle of permanent employment. Low wages.

FAIR COMMITMENT POLICY

This policy commits us to conduct our business in a manner consistent with all applicable competition laws and regulations, taking into account the competition laws of all jurisdictions in which our activities may have anti-competitive effects.

Our commitment

Intelecy's commitment to refrain from any anti-competitive behavior entails, but is not limited to, refraining from fixing prices, bid-rigging, establishing output restrictions, and dividing markets. Another key commitment is refraining from entering into or carrying out anti-competitive agreements with competitors or abusing a dominant position (in the event that Intelecy holds a dominant position). The goal of such commitment is to avoid and address negative impacts on society that may arise from anti-competitive behaviour.

This policy applies to the management, employees and contract workers in Intelecy and subsidiaries.

In order to meet the commitments set out in this policy, Intelecy undertakes to regularly promote employee awareness of the importance of compliance with all applicable competition laws and regulations, and, in particular, train senior management of the Intelecy in relation to competition issues.

Our obligations in more detail

The following section further describes the most common practices that our employees must refrain from, or pay special attention to, in order for Intelecy to be in compliance with competition law.

Information exchange – Commercially sensitive information should never be shared with competitors or potential competitors. This entails individual customer prices, sales prices (especially future prices), rebates, credit terms, costs, production volumes, capacity, inventories, sales, market shares, bidding and procurement data, design, production, distribution or marketing plans. In the event that such information is received from a current or potential competitor, discussions should be ended immediately and a record of our response refraining from receiving such information should be retained.
Pricing – Minimum prices should never be fixed towards a reseller. Furthermore, Intelecy's prices should always be decided based on our individual assessment of the market and never be based on information from competing undertakings.
Agreements with other undertakings – When entering into agreements with other undertakings, especially competitors, it should always be ensured that the agreement does not have the object or effect of restricting competition. Geographical markets, volumes, supplies and/or customer groups should never be allocated between undertakings in a market, and non-compete clauses should be entered into with care.
Tenders – before cooperating on a potential strategic alliance or tender, Intelecy should always seek legal advice. Agreeing on strategies for a tender preparation, such as bidding strategies, is illegal.
Dominance – In the case that Intelecy holds a dominant position in a relevant market, this position shall never be used to foreclose other competitors from the market or hamper other markets, by for instance tying, bundling, refusal to supply or deal, limit outputs or productions, or applying unfair purchase or selling prices or other unfair trading conditions.

Training and communication

This policy has been communicated to all relevant employees and others acting on behalf of Intelecy. Our employees will regulary and as needed conduct training in relevant competition laws and regulations. The training is adapted to our risk profile and aims to build and maintain a strong culture of compliance and integrity.

Duty to report breaches and concerns

All employees or anyone else acting on behalf of or representing Intelecy who becomes aware of, or suspects, any breaches of this policy or relevant legislation, shall immediately notify the CEO. Our whistleblower channel, as described in our Whistleblowing Policy, can always be used for this purpose.

ANTI-BRIBERY AND ANTI-CORRUPTION POLICY

This policy commits us to conduct our business in an ethical manner and with integrity in all our operations. We shall act in accordance with applicable law and regulations of the countries we operate in to fight corruption and bribery, as we acknowledge that corruption and bribery increases inequality and weakens democracy.
In Intelecy we do not tolerate any forms of bribery or corruption, including facilitation payments and kickbacks. This applies in relation to both government officials and persons or entities in the private sector.
This policy applies to the management, employees and contract workers in Intelecy and subsidiaries.

Our commitment

Zero tolerance for bribery or corruption
No employee may give, accept, request, offer, promise or receive cash, cash equivalents, gifts, favors, entertainment, business or employment opportunities, or anything else of value, to or from anyone, whether directly or indirectly, or whether for the employee him-/herself or others in order to obtain an improper advantage. An improper advantage is an advantage that has no legitimate business purpose and is given to influence the receiver to act or refrain from acting in relation to the performance of her/his duties.

Prohibition against facilitation payments
Facilitation payments are prohibited and employees must never initiate or encourage facilitation payments on behalf of Intelecy, whether the payment is made directly or indirectly through a business partner. Facilitation payments are payments made to secure the performance of a routine governmental action or public service to which a person or entity have a legal right or other entitlement.

Permitted payments
Gifts, hospitality or certain other things of a modest value, not in the risk of influencing or appear to influence, business decisions or our integrity, may be given or accepted. Sound judgment and moderation shall always be considered before giving or accepting such gifts, hospitality or other things. When deciding whether a gift is appropriate, employees must take into account any past, pending or future business or administrative matters that are within the recipient’s realm of influence. The timing and context of such gifting must be considered in order to assess whether any particular gifting could objectively be perceived as bribery.

Third party risk management

All our suppliers and business partners are expected to comply with all applicable laws and regulations, and they shall adhere to our Code of Conduct. Through our human rights due diligence and our supplier screening, we strive to ensure that our suppliers and business partners meets our standards of integrity and ethical business manner.

Training and communication

This policy has been communicated to all relevant employees and others acting on behalf of Intelecy. They also receive sufficient training in relevant anti-corruption and anti-bribery matters. The training is adapted to our risk profile and aims to build and maintain a strong culture of compliance and integrity.

Duty to report breaches and concerns

All employees or anyone else acting on behalf of or representing Intelecy, who becomes aware of, or suspects, any breaches of this policy or relevant legislation, shall immediately notify the CEO. Our whistleblower channel, as described in our Whistleblowing Policy, can always be used for this purpose.

TAX POLICY

This document sets out the framework for tax management and governance in Intelecy. We acknowledge our corporate responsibility to pay our fair share of taxes and contribute to the public finances that support the communities and societies where we operate.

Legal requirements

We commit to act in accordance with tax laws and regulations in the jurisdictions in which we operate, and tax management shall be in accordance with OECD’s Transfer Pricing Guidelines for Multinational Enterprises and Tax Administrations including, but not limited to the arm’s length principle.

Transparence and reporting

We shall maintain accurate and timely records that reflect our tax activities in full compliance with the law. We are committed to transparency in our tax dealings and will provide all required information to tax authorities.

Cooperation with tax authorities

We shall deal with tax authorities in a constructive and professional manner, based on principles of integrity, respect, and cooperation. We support efforts to ensure fair tax competition and will engage with policymakers and regulatory authorities in a transparent and positive manner on matters relating to tax legislation and policy.

Tax planning

We commit to pay equitable taxes where the economic value is generated. All tax planning and advisory shall be based on our commercial needs and all transactions must have a business purpose or commercial rationale.

We do not condone, engage in, or support tax evasion, or the facilitation thereof, in any form. We shall not establish legal entities or transfer assets or funds to low or no-tax locations for tax avoidance purposes. We refrain from practices that are considered aggressive tax planning or that aim to exploit gaps and mismatches in tax rules.

Risk management

We manage tax risks as part of our broader risk management strategy, and we ensure that our tax practices are consistent with our overall corporate strategy and reputation.

All employees involved in tax matters are expected to act in accordance with this policy. We shall ensure that all employees involved in making tax-related decisions are suitably skilled, trained and have available necessary resources, to understand the ethical and legal implications of improper tax conduct.

WHISTLEBLOWING POLICY

Purpose

The purpose of the whistleblowing policy is to:

Clarify that it is desirable for employees and others to report (possible) issues of concern.
Contribute to ensuring that management investigates and stops misconduct, violations and unacceptable conditions within our organisation.
Ensure a proper procedure for reporting issues of concern and for handling such reports.
Ensure the rights of both the whistle-blower and the person(s) against whom the report is directed.
Ensure that the whistle-blower is not subjected to retaliation.

Definition

Internal whistle-blowers

The employee's right to whistle-blow and the duty of propriety in connection with whistleblowing is regulated in chapter 2A of the Working Environment Act (Nw. "arbeidsmiljøloven"), and the EU whistleblowing directive.

Whistleblowing describes situations where an employee (past or present) reports issues of concern, such as illegal, unethical or other critical or objectionable conditions in the workplace. This includes criminal offences (e.g., corruption, financial crime), non-compliance with other statutory prohibitions or requirements (e.g., health and safety legislation and the Working Environment Act), breaches of the organisation's policies, guidelines and procedures or breaches of ethical standards.

Workers hired from temporary-work agencies also have a right to whistle-blow at the hirer's undertaking.

Whistleblowing does not include matters that are intended to harm the employer or promote personal interests.

External whistle-blowers
External whistle-blowers are persons who are not employed or hired by Intelecy. External whistle-blowers may, for example, be persons who are affiliated with customers, suppliers or other business partner of Intelecy.

In line with whistleblowing legislation, external whistle-blowers may have a duty to report issues of concern internally within their organisation before reporting to us. Whistle-blowers are therefore encouraged to consider reporting internally before contacting us. However, if your concerns have been raised within your organisation and have not been dealt with satisfactorily, or you feel unable to raise your concerns internally, you are able to contact us under this policy.

We welcome reports from external whistle-blowers regarding issues of concern (as described in section 0 above) which Intelecy is directly or indirectly connected to via our supply chain or other business relationships. In particular, Intelecy wishes to facilitate reports from external parties that believe that our operations contribute to violations of fundamental human rights or decent working conditions.

Reports from external whistle-blowers will be followed up in line with our internal procedure (see section 0 below) as far as this is appropriate, and such reports will be taken into account in our human rights due diligence assessments.

External whistle-blowers may contact:
Anna Olsson
COO
contact@intelecy.com

Employee's right and obligation to whistleblow

Employees are encouraged to report matters worthy of criticism but are generally not obliged to report unless it concerns criminal matters or matters where life and health are in danger.

Procedure for whistleblowing

The employee's whistleblowing shall be responsible and normally be carried out in the following manner:

Form

The report should be in writing, unless otherwise agreed with the recipient of the report.

It should be clearly stated in the report, or alternatively clarified with the whistle-blower, that the report concerns matters that are to be dealt with in accordance with this whistleblowing policy.
Internal
The employee should report to VP of People and Talent, or alternatively to the CEO. The employee may also report via a safety representative (Nw. "verneombud"), union representative or lawyer. The notification should preferably be signed by name. Intelecy can then obtain the necessary additional information from the whistle-blower and provide feedback on the action taken in the case.
Employees may choose to report anonymously. However, anonymous reporting has several drawbacks. Anonymity can lead to longer case processing time and increases the likelihood that the documentation is too weak for the case to be processed.
External
Employees have the right, and in some cases the duty, to notify supervisory authorities or other public authorities. Examples of such authorities are the Norwegian Labour Inspection Authority (Nw. "Arbeidstilsynet"), the National Authority for Investigation and Prosecution of Economic and Environmental Crime (Nw. "Økokrim"), the Norwegian Competition Authority (Nw. "Konkurransetilsynet"), the Data Protection Authority (Nw. "Datatilsynet") and the Norwegian Board of Health (Nw. "Helsetilsynet").

External reporting to the media or public without prior internal notification is generally only justifiable in extraordinary cases.

Responsibilities

The person who receives the report in accordance with section 0 above is responsible for handling the matter. The person who receives the report shall assess the content of the report as soon as possible.

The person receiving the report is responsible for safeguarding the employee who has blown the whistle and, if necessary, initiating measures to ensure this. The identity of the whistle-blower should, as far as possible, be treated as confidential information. This means that the whistle-blower's identity will not be revealed to the person being reported, management or colleagues unless this is necessary for the investigation of the case, including the reported persons' ability to counter accusations made against them.

If the notification is received by someone in the organisation other than those mentioned in section 0, they must involve VP of People and Talent. It will normally be appropriate to involve as few people as possible in the case. All those involved in the processing of the case will be subject to a duty of confidentiality.

The person who receives the report shall inform the whistle-blower in writing about the further procedure. This information shall emphasise the rights of both the whistle-blower and the person against whom the report is directed. The content of the report must be stored, processed and handled in accordance with applicable privacy and data protection legislation (mainly, the General Data Protection Regulation, GDPR).

The person receiving the report should inform the whistle-blower as soon as possible of what has happened to the case. The whistle-blower should be made aware that the result of a further investigation may be of a confidential nature, and that the employer may therefore in some cases not be able to disclose the result of the whistleblowing.

The VP of Talent and People is responsible for ensuring that the relevant supervisory authority or other public authority is contacted if necessary.

Regardless of the outcome of the case, the VP of Talent and People is responsible for preparing an internal memorandum regarding the case. The memo shall contain the employer's assessment of the report, as well as a description of the handling of the case. The memo shall, together with the written notification, be filed sealed in Intelecy's archives. If the case is closed without further action being taken, the reasons for this should be stated.

The CEO shall assess whether, when and in what way the content and/or outcome of the report shall be communicated. This must be assessed on a case-by-case basis, taking into account, among other things, the effect of sharing the information and consideration of the working environment and privacy issues.