Hi Tech Lubricants Ltd

HI TECH LUBRICANTS LIMITED - HTL

CODE OF CONDUCT

Living Our Values

www.hitechlubricants.com

Disclosure:

This code is applicable to all business concerns of Hi Tech Lubricants Limited (hereinafter referred to as HTL). It is applicable to all permanent, contractual and casual employees and interns. This is the original version of this document and any amendments or revisions will be notified by the authorities as and when they occur.

TABLE OF CONTENTS

Introducing Code of Conduct
What is the Code of Conduct?
Important Message
Why read the Code of Conduct?
HTL Values
Section 1: Personal Maintenance & Ethical Conduct
Section 2: Work Ethics
Section 3: Health & Safety
Section 4: Anti-Bullying & Anti-Discrimination
Section 5: Sexual Harassment at Workplace
Section 6: Abuse of Company Resources
Section 7: Media & Social Networking
Section 8: Confidentiality
Section 9: Financial Records & Reporting
Section 10: Fraud, Deception, Dishonesty, Bribery & Corruption
Section 11: Conflict of Interest
Section 12: Trade Regulations
Section 13: Responsibilities of Supervisors & Managers
Section 14: Disciplinary Action
Section 15: Reporting & Accountability
Section 16: We are a Socially Responsible Business

INTRODUCING THE CODE

Hi Tech Lubricants Limited has a clearly defined strategy to build market presence and deliver outstanding services to the distributors, institutional clients, oil, gas, power sectors, our valued customers, employees and leading stakeholders across the globe. We respond to these demands through a platform of operational excellence and customer focus. This is underpinned by our continuing commitment to operating disciplines throughout the business and to the development of all employees.

Driving growth through innovation is our objective. The critical feature of our commitment to business is by “doing it right” in an ethical and transparent manner. We, the board of directors, would consistently encourage acquiring growth through diversification. Yet we would expect all employees to maintain highest standards of integrity; consistent with our ethical standards and code of conduct.

This Code of Conduct provides a clear framework for critical decision making and provides details of expected behavior to maintain the standards. We expect you to study it closely and to live by its principles as we go about our daily business. As an active member, you should remain concerned for any behavior that you believe to be inconsistent and highlight any concerns or apparent breaches through a formal channel.

From the Board of Directors

WHAT IS THE CODE OF CONDUCT?

Our customers, suppliers and stakeholders keep trust in us for the safety, protection and honesty in all business deals and transactions that take place between us. Even with a strong market base, we need to keep earning this trust through strict compliance with our internal values and policies.

Our Employee Handbook houses all our values, binding code and policies that are part of our dynamic organizational culture. This Code of Conduct makes sure that all HTL employees are aware of what we expect from them and what business standards and ethics they need to follow as a part of HTL.

This Code of Conduct is a guide for reinforcing our values into our organizational culture. It also helps us dealing with the often confusing task of raising concerns or queries from or against an employee or to report the deviances from defined procedures. However, to make this process more convenient and take appropriate guidance; you may report the concerns to the following personnel, in the order of addressing:

Reporting Manager (Functional Head)
HR Manager (HRD) / HR Head
Directors
Audit Committee

WHY READ THE CODE OF CONDUCT?

This Code should be the first resource that you must turn to when there are questions about ethics and compliance. The document should also be the first resource for managers and supervisors when they have concerns of similar sort.

QUESTIONS THAT YOU MIGHT ASK!

Who do I talk to when I want to make a report? Who can give me ethics advice that I can rely upon?
How complete must our books and records actually be?

Who is accountable under our Code? What is my role as a member of management? What is expected of me and my team?
What are my resources? Who can help me figure out a difficult ethical question? If one of the employees acts unethically, what should I do next?

IMPORTANT MESSAGE

As it happens; sometimes there is a right thing to do and sometimes there is an element of doubt. Just remember the following important messages:

Whenever you are unsure of any occurrence related to people or procedures, just consult with the code of conduct. If you are still uncertain, seek guidance from the concerned as categorized in the section earlier;
The code applies not only to employees but, where permissible, to all our stakeholders;
We never act dishonestly;
We never offer, pay, solicit or accept bribes;
Bribes and excessive entertainment are illegal no matter what the tradition or custom may be;
A facilitation payment is the same as a bribe, hence it is discouraged;
We want a working environment where all employees are respected;
We respect the human rights of everyone working for us or with us;
Maintaining health and safety standards is of paramount importance to us;
We respect and support the communities we operate in, and,
And any instance in breach of this code of conduct is liable to summary disciplinary action.

Vision, Mission & Corporate Values

VISION Delivering Products & Services for Client Satisfaction.

MISSION Earning customer satisfaction through provision of quality services to our client system by employing state of the art technologies and processes and by investing in our stakeholders.

VALUES We at HTL, are guided by the Core Values of Integrity, Respect, Quality & Responsibility. These values describe us as we want our image to be. We ensure that our decisions and actions consistently demonstrate these values. And by practicing the same we will be able to achieve long term commitments with our stakeholders including distributors, institutions, customers, employees, suppliers, and the communities we serve.

Doing what is right is the foundation of our business culture. Our goal has never been solely to comply with the law only, but to abide by the highest principles of integrity and caring for the voice of our internal and external customers in everything we do.

Integrity: We are honest & trustworthy and expect adherence to the highest ethical standards through personal integrity and compliance with all operating laws, regulations, moral and social values, norms and traditions in the societies or countries where we operate. We put ourselves accountable, individually & collectively, for the acceptable standards of behavior, including honesty and fairness in all aspects of our work. We fulfill our commitments as responsible employees & citizens. We consistently treat company assets and resources in a dignified manner.

Respect: We maintain openness and respect for others just the way we want to be respected. We learn from others and we believe teamwork is the ultimate reflection of collaboration. We treat one another with respect and take pride in the significant contributions that come from the diversity of individuals and ideas. Our continued success requires us to provide the education and development needed to help our people grow. We are committed to openness and trust in all relationships.

Quality: We strive for quality in everything we do. We do this through a highly motivated and diverse workforce who strives to exceed the expectations of our customers. Our passion distinguishes us from our competitors, inspires us to achieve results, and contributes to our collective success.

Responsibility: We take responsibility for people and the environment. We are committed to the well being of our employees and to the care of our environment. We conduct business activities in a way that is safe for our employees, our contractors, visitors to our sites, the communities we operate in, and our environment. We protect the environment by preventing or minimizing the environmental impact of our activities and products through appropriate design, distribution and disposal practices.

SECTION 1 ETHICAL CONDUCT & PERSONAL MAINTENANCE

Each one of us owes a duty to the Company to act with integrity. Integrity requires, among other things, being honest and ethical. It is of high importance that each one of you maintains certain personal standards to make sure you stay on top of your game with outstanding results.

OUR EXPECTATIONS

You should have the willingness to work and the ability to complete work efficiently.
You should be responsible enough to report to work and take responsibility of your own mistakes. You must inform the employer of any changes in your routine that might cause you to come to work late.
Maintain a positive attitude towards your work and a motivation to complete your tasks to become a value added employee.
You must be adaptive towards any work with efficiency under all working environments, whether it is field work or the corporate office.

Any late coming or annual/medical leave must reported to the HR Department and processed within the database.

DO’S

You must ensure full, fair, accurate and timely disclosures;
You must encourage compliance with Company policies and standard procedures, applicable laws, governmental rules and regulations affecting your function.
You must ensure the protection of Company's legitimate business interests, including corporate opportunities, assets and confidential information.
You must observe the substance; understand spirit of laws, governmental rules, regulations and business standards.

DON’TS

You must not accept any improper or undisclosed material, personal benefits from third parties as a result of any transaction or transactions of the Company.
You must avoid dishonesty and misbehavior for a high standard workplace.
Do not indulge in habitual late comings. It might be held against you as warnings or deduction from your salary.

PERSONAL MAINTENANCE

It is of prime importance that your personal records be accurate and updated with HRD at all times which include name, home address, telephone number, marital status, number of dependents, or any other pertinent information which may change.

All of us must practice proper personal hygiene standards. Employer and employees shall collectively encourage the work environment where all of us can practice the organizational values and job goals both effectively and efficiently.

OUR EXPECTATIONS

Whether you go out in the field, attend business meetings, meet a business partner or you are having a routine work day at office, you are representing the image of your employer and we expect you to present yourself as an active, seasoned professional.
You should maintain proper business attire that allows you to conveniently perform your job responsibilities.
A fresh neat appearance, tidy hair, clean clothing is necessary. Anything less is offensive for your co-workers as well as your own self.

DO’s

You should maintain suitable personality for HTL’ corporate environment with relevant qualifications, full knowledge of all company ethics and your role and responsibilities.
You should regularly update yourself regarding the policies and remain aware of how to raise any concerns, questions or queries about these in an officially standard way.

DON’TS

You are not expected to come to work if you are advised by certified medical practitioner that you have, or carry an illness that will affect others.

FAQS

Q. I'm taking prescription medication that could inhibit my ability to work, but I don't want to tell my supervisor because I don't want to reveal my medical condition. Do I have to tell my supervisor what kind of medication I'm taking and why I'm taking it?

Ans. No, you are not required to tell your supervisor the type of medication you are taking or why you are taking it. However, you must inform your supervisor about the effects of a medication that you and your treating physician (who understands your work activities) believe could affect your work performance. You and your supervisor can then determine if you're able to do your work safely and efficiently.

Q. My colleague does not take care of his/her personal hygiene and it is very distasteful for our working environment. Should I inquire about it directly with him/her?

Ans. To avoid any animosity between colleagues, it is better to direct your concern towards his/her supervisor instead of making yourself and your colleagues uncomfortable. Such matters should not be taken lightly.

SECTION 2 WORK ETHICS

You should make all work decisions according to the STAR method: STOP, THINK, and ACT RESPONSIBLY. HTL’ Values must be upheld during all decision making processes without any violation of HTL rules and regulations that might hinder HTL’ development. Make responsible decisions for issues like employment inquiries and attendance matters.

WHAT WE EXPECT FROM YOU

Make decisions according to following checklist:

Have I verified the significant facts?
Is it legal, ethical, and within policy or standard procedures?
Have I made a decision that’s right, fair and just? Or would I need further guidance (addition)?
How would it look in a newspaper or on the Internet?
Could I explain it to my parents or children?
How would my decision or actions be judged by others?
Will I feel comfortable with my decision?
If I'm not sure of something, have I asked for advice?

DO’S

Internal hiring references are welcomed from employers for both former and new employees, formal official standards of referencing must be upheld.
You may provide a personal reference for a former employee, provided you do not use company resources to do so.

DON’TS

No department may independently hire any employee without getting prior approval and going through the official hiring process, and without liaison with the HRD.

SECTION 3 HEALTH AND SAFETY

As an employee, you are expected to take an active part in maintaining a safe and healthy environment. You are expected to be mentally and physically fit for work and remain fit while on duty. While on duty, you must not be under the influence of alcohol or any drugs that impair your ability to perform on the job. While on duty, employees must refrain from taking naps or long rest breaks. The exceptions are aspirin- or ibuprofen-based products and legal drugs which have been prescribed to you, and are being used in the manner prescribed by a health practitioner.

As per your job nature, you should observe all safety rules and instructions provided by your supervisor and use safety equipment where required. Your workspace should be kept neat, clean and orderly.

OUR EXPECTATIONS

You may openly discuss health and safety concerns with your supervisors.
You should take an interval/break during a full work day (8 hours) as per policy to avoid any burnout, stress or other health issues from over burdening yourself.
You should be aware of any risk situations or changes that might occur through current or proposed work practices.
You should get all information regarding the efficient, standard and safer way of doing job tasks and activities.

You should also actively participate in safety training (drill) whenever it is organized within office. You have a duty to assist in maintaining a hazard-free environment, to report any unsafe equipment, working condition, process or procedure, immediately to your supervisor.

DO’S

Immediately report any injury or accidents as all work related accidents are covered by Life/Health Insurance pursuant to HTL policy.
Basic health and safety amenities are provided by the Company. If you have any concerns, raise the issue promptly with your supervisor.

You should maintain reasonable upkeep and knowledge of location of all safety equipment.
You should learn all fire drills and evacuation procedures taught by fire drill instructor to all HTL employees.
You should have a valid driver's license to comply with the applicable law to safely operate HTL Owned/Private vehicles at all times.
Remember to shut down your machine before cleaning, repairing, or leaving. Report all UNSAFE condition or acts to your supervisor to help in preventing accidents.
Tell your supervisor if you're taking prescription drugs or over-the-counter medications that you reasonably believe could affect your ability to work.

DON’TS

Never use, possess, sell, offer to sell, transfer, provide, share, or purchase illegal drugs either on duty or otherwise; on any property owned by or leased on behalf of HTL, or in any vehicle owned or leased on behalf of HTL.
If you smoke, you should take care not to smoke in the Rooms/near the tables of the non-smokers.
In case of injury resulting in possible fracture to legs, back, or neck, or any accident resulting in an unconscious condition, or a severe head injury, the employee is not to be moved until medical attention has been provided.
Do not wear loose clothing or jewelry around machinery
Never distract the attention of another employee while he/she is working on machinery, as this might cause injury to him/her.
Do not block aisles, exits, firefighting equipment etc. with office materials. Do not tamper with electric controls or switches.
Do not operate machines or equipment until you have been properly instructed and authorized to do so.

FAQS

Q. I was injured at work but I don’t want to report it because it will negatively affect our department's safety goal. What should I do?

Ans. Report it. Each of us is responsible for reporting workplace injuries. The department’s desire to achieve the safety goal should not preclude any employee from reporting a workplace injury, and supervisors must never encourage employees to cover up a safety incident.

SECTION 4 ANTI-BULLYING & ANTI-DISCRIMINATION

Bullying or discrimination, including behavior, comments, jokes, slurs, e-mail messages, photographs, or other conducts that contribute to an intimidating or offensive environment shall have Zero Tolerance. HTL is committed to maintaining a non-discriminatory workplace, free of bullying. Acts or threats of intimidation, sabotage, physical or mental harm, terrorization and similar activities are not tolerated.

Supervisors who fail to take action, engage in, or permit such activities to occur not only expose HTL to liability; they also expose themselves to personal liability or even to non-tolerable offence.

DO’S

You should be sensitive to acts of misconduct which may be considered offensive by fellow employees and must refrain from engaging in such conduct.
You should have zero tolerance for any behavior or action that could be seen as bullying and immediately take initiative to report.
Employees who engage in act or threats of violence will be terminated.
We are bound to allow you, only in case it explicitly authorizes you due to legitimate business reasons and after adherence to relevant laws and regulations, to hold carry, store, or use any type of licensed weapon.

DON’TS

You will not tolerate discrimination on any account and report it immediately if you have sufficient reason to believe that you have been discriminated against even because of bringing or assisting in the investigation of a complaint of harassment.
Do not create an intimidating, hostile or offensive working environment or atmosphere through such physical or verbal actions as stated above.
Do not copy critical memos to others who do not need to know.
Do not misuse your power or position through overbearing supervision or blocking of job progression.
Do not make threats or comments about job security or deliberately undermine a competent worker by overloading and constant criticism.
You may not bring, carry, store, or use any type of weapon licensed or unlicensed on HTL-owned, leased, or rented property; in a HTL-owned, leased, or rented vehicle; in a personal vehicle while on HTL business; or at a job site, whether on or off duty. In all such acts you would personally be liable to defend before authorities.

FAQS

Q. I am new to the company and work with several employees who have worked for the company for more than 25 years. The longer-term employees refer to the younger employees as "kids" or the "youth group". While I respect all of my co-workers, I am offended by their comments. Are their comments considered age discrimination? If so, what should I do?

Ans .While the comments are disrespectful and violate the company’s anti-discrimination standard. If you feel comfortable, you can respectfully inform your co-workers that you’re offended by their comments and ask them to stop. If you don’t feel comfortable addressing your co-workers directly, you should discuss the issue with your supervisor or your Human Resources representative.

Q. A department head is looking to recruit a new deputy. Although the advertisement says nothing about age he has indicated to me that he is rejecting candidates above a certain age. I know this is wrong. What should I do?

Ans. Discrimination on the grounds of age is not allowed. Seek guidance and report it to your HR Manager.

SECTION 5 SEXUAL HARASSMENT AT WORKPLACE

“Sexual Harassment” means any unwelcome sexual advance, request for sexual favors or other verbal or written communication or physical conduct of a sexual nature. This also includes sexually demeaning attitudes, causing interference with work performance or creating an intimidating, hostile or offensive work environment. Also any attempt to punish the complainant for refusal to comply to such a request or is made a condition for employment.

We practice Zero Tolerance for sexual harassment, physical or mental, that contributes to a sexually offensive environment for either male or female. Supervisors who fail to take action, engage in harassment, or permit harassment to occur not only expose HTL to liability; they also expose themselves to personal liability or even to non-tolerable offence.

DO’S

When a harassed individual makes a formal complaint against the accused, an Inquiry committee shall sit down to resolve the matter, in the manner detailed in the Sexual Harassment Policy.
Employees who engage in sexual harassment will be terminated, provided there is sufficient evidence.
You are encouraged to report such cases or even signs of sexual harassment and we shall uphold zero tolerance for its violation.

DON’TS

Do not limit the employee’s options for future promotions or training, distorting the evaluation reports, generating gossip against the employee or other ways of limiting access to his/her rights.
Do not tolerate sexual advances or requests for sexual favors to get ahead in employment.
Do not make any unwelcome sexual advances, request for sexual favors or other verbal or physical conduct of a sexual nature, which interferes with an individual’s work performance or creates an intimidating, hostile, abusive or offensive work environment.

FAQS

Q. (M) feels harassed by her coworker, say (G). (G) constantly comments on her appearance in a way that makes her feel embarrassed and uncomfortable. It’s gotten to the point where she hates coming to work. What should she do?

Ans. M should report the situation to a manager she feels comfortable with or anyone listed on the Code. (G’s) behavior is creating an intimidating and offensive environment for (M) and may even be affecting her job performance.

SECTION 6 ABUSE OF COMPANY RESOURCES

HTL will provide you with the necessary equipment to do your job. None of this equipment should be used for personal use, nor removed from the physical confines of HTL office premises unless approved. You are responsible for ensuring the security of HTL by complying with the company's information security standards. We seriously take the problems of drug or other controlled substance abuse, and are committed to providing a work place free from these.

Each of us is responsible for the proper acquisition, use, maintenance, and disposal of company assets (e.g., materials, equipment, tools, real property, information, and funds) and services.

DO’S

You should only acquire HTL assets in compliance with procurement standards and procedures (including delegations of authority), avoiding any real or apparent conflict of interest.
You should use company assets including HTL content only for legal and ethical activities and with prior approval.
You should take due care to protect HTL assets, including information, from damage, unauthorized modification or disclosure, waste, loss, misuse, or theft.
You should use company assets in compliance with laws, regulations, company policies and standards.
You should immediately report any suspected or actual breach of HTL computer system or network security to IT department.

DON’TS

You are not allowed to install any other programs to a company computer without the written permission of your supervisor, unless approved to do so.
Don't share passwords or other access credentials with any other person or group and don't use another person's password.
You should use only approved, authorized, and properly licensed software on HTL computer systems and no attempts must be made to attack security controls on a computer system or network.
Don't access, download or distribute any pornographic material or other inappropriate files or websites.
You are discouraged towards personal calls - incoming and outgoing - with the exception of emergency calls.
Do not use external data storage devices i.e. USB devices, CD/DVD writers etc, unless they have been approved by the company IT department. (We are never careless or lose these devices.)
Do not take files on office computers that are official property as they are not supposed to be taken home or mailed to personal or other email addresses, unless approved by your supervisor.
You must never misuse company funds.
You must never charge a customer for work normally provided at no cost by the company.

FAQS

Q. A Colleague’s daughter is selling something for her school fundraiser. Is he allowed to bring the flyer and order sheet to work so his co-workers can purchase it?

Ans. With permission from management, you may put a flyer in dining hall and do it in lunch break or after office hours. You're responsible for ensuring that your activities do not interfere with your work or cause a disruption in the workplace. No religious activities or any forum leading to create religious, ethnic, political etc. unrest among employees would be encouraged.

SECTION 7 MEDIA & SOCIAL NETWORKING

Unless you are an officially designated company spokesperson, you are not authorized to speak on behalf of HTL through social media channels, regardless of whether you're using a company or personal device. You will be held personally liable for anything you post on such sites.

HTL does not support organizations that, in their by-laws, policies, or practices, discriminate on the basis of race, color, religion, age, sex, national origin, ancestry, physical or mental disability, medical condition, marital status, pregnancy, sexual orientation, or any basis prohibited by applicable law.

HTL’ corporate logo, endorsements, community activities and news media inquiries must be given with prior approval from the Marketing Department duly approved by the Board of Directors.

OUR EXPECTATIONS

While giving your views at any social media outlet or for media concerning our community or official activities, you should:

Always include a disclaimer stating that the views you publish/speak are your own and don’t necessarily reflect those of HTL (unless you are authorized to speak on behalf of the company).
Be truthful and accurate; don’t speculate or misinterpret; and if you make a mistake, correct it quickly.
Be respectful and disagree agreeably and be professional.
Protect confidential information and respect copyright.

DO’S

You should strictly adhere to HTL’ Corporate Logo in internal and external communications including letter heads.
All issues regarding endorsements should be passed on to Board of Directors.
You are encouraged to volunteer and provide shareholder-funded financial contributions to community organizations.

DON’TS

HTL does not endorse products and services supplied to them, you should follow the same procedures.
You should not endorse political figures etc. under HTL name.
Your job title cannot be used as an endorsement for third party products or events.
During media coverage, do not attempt to improvise an answer, do not speculate, and do not downplay the seriousness of the situation on behalf of HTL, unless authorized to do so. Such communications must be authorized by the Board of Directors.

FAQS

Q. Can I state on a social networking site that I work for HTL?

Ans. Yes. However, assuming that you are not an authorized company representative, you may not comment about or endorse any of the products or services unless you clearly disclose that you're not authorized to speak on the company’s behalf and the opinions are your own. Also, you must not engage in communication that could negatively affect HTL’s reputation.

SECTION 8 CONFIDENTIALITY

Employees, officers and directors must maintain the confidentiality of all information entrusted to them, except when disclosure is authorized or legally mandated. Confidential or proprietary information of our Company includes any non-public information that would be harmful to the company or useful or helpful to competitors if disclosed.

Many areas of HTL have internal, regulatory, or legal requirements to retain certain records for prescribed periods of time. Accurate records and disclosures are critical to HTL for meeting its legal, financial, regulatory, and managerial obligations.

DO’S

You should treat company information and data as confidential. You will be personally held liable to maintain the confidentiality of such information and shall not share such information with anyone outside the company.
You should also treat client data and information as confidential.
You should be aware of all disclosure regulations regarding company’s all business and financial operations.
You should consistently retain each record for the appropriate period, and then promptly and properly dispose of it at the end of its prescribed retention period.
You should disclose company information only under an established business agreement and relation.
You should notify your manager of any loss of information immediately.

DON’TS

Do not expect privacy when you use a work space, computer, or system to create, access, transmit, or store information.
Never use HTL’ information for personal gain or advantage, and never share this information without appropriate approval.
Never disclose, update, change or manipulate any information about a customer to a third party without the customer's written approval unless legally required to do so. Never leave confidential or sensitive HTL information in public.
Do not gather competitor information by trespassing, burglary, theft, accessing unprotected networks, or other illegal activity.
Never disclose supplier information to a third party without appropriate approval and a legitimate business reason.
You should never misstate facts or omit material information
Do not enter, process or approve a record or disclosure, if you know that it is false or misleading.

FAQS

Q. I have access to confidential information as a part of my regular job duties. I understand that I can't share confidential information with people outside of the company or outside of my department. However, can I share this information with a co-worker inside my department who does not have access to the same information?

Ans. You may share the information with your co-worker only if he or she has a business need to know. Before sharing confidential information with an employee who does not normally have access to such information, discuss it with your supervisor.

SECTION 9 FINANCIAL RECORDS & REPORTING

Preparing complete and accurate financial statements is the responsibility of the Financials and Audit Departments according to the generally accepted accounting principles. Internal controls must always be in place to make sure that all reporting complies with accounting standards, laws and regulations. The assurance of this compliance is processed by our internal and independent auditors.

WHAT YOU SHOULD EXPECT FROM US

We avoid following types of conduct that could constitute improper influence, including but not limited to:

Knowingly providing misleading information to the auditors;
Failure to provide information requested by the auditors on a timely basis;
Failure to discuss matters with the auditors in an open and transparent manner; and
Failure to pay agreed audit fees.

To observe the most stringent standards in keeping of our financial records and accounts, the basic principle is that proper accounting records must be kept. Our books and records reflect all components of transactions based on honest and forthright presentation of the facts.
Compliance with accepted applicable accounting standards, rules, policies and procedures established are required at all times.
We should ensure that the disclosures we make in reports and documents that we submit to the Securities and Exchange Commission and in other public communications are full, fair, accurate, timely and understandable.
No corporate payments shall be requested, approved or made with the intention that any part of such payment is to be used for any purpose other than that described in the documents supporting the payment.
We further assure that full information shall be provided at all times to our auditors and accountants.
We will not take any action to coerce, manipulate, mislead, or fraudulently influence our external auditors for the purpose of rendering our financial statements materially misleading.

OUR EXPECTATIONS

It is the responsibility of each employee to uphold above mentioned standards.
You must keep appropriate records of all transactions and retained in accordance with HTL Records Management Policy and Records Retention Schedule.
Employees are expected to cooperate fully with our internal and external auditors.
You must not falsify or conceal information under any circumstance.
An employee whose activities cause false financial reporting will be subject to disciplinary action, including termination.

DO’S

All business transactions, funds, corporate assets, shares, liabilities, fund transfers, payables and receivables must be accurately and timely reported and recorded.
All expenditures must be approved and accurately recorded.
Report all expenses promptly and accurately via the travel and expense system.
Corporate resources must be used efficiently with appropriate reimbursements.
Revenues and expenses must be entered in the appropriate time periods with use of accrual system of accounting wherever necessary.
Internal, financial information and communication must be fair, accurate and understandable.
Financial records, important e-mails and other documents along with electronic files must be retained according to standard procedures.
It is your duty to cooperate completely with the internal auditors along with complete provision of all financial information.

FAQS

Q. I am traveling on a business trip with my spouse. When we go out to dinner, can I put my spouse's meal on my Company expense form?

Ans. No. Company expense form may be used for employee business expenses only. An exception exists in the rare event that your spouse's participation in the business event is necessary and/or appropriate and is pre-approved by an officer through a pre-trip authorization (PTA).

SECTION 10 FRAUD, DECEPTION, DISHONESTY, BRIBERY & CORRUPTION

HTL upholds its value of never indulging in any fraudulent or dishonest act with its employees or any third party. Fraud basically means to deceive or to act dishonestly or to abuse your power or position to take advantage of an individual or the company assets.

We do not get involved in bribery or corruption to retain the reputation for a long time. We do not choose business partners who indulge in such activities. We do not give, receive, ask for or permit anyone else to give bribes or undertake any corrupt activities to win new business share, retain existing HTL business or to further our interests.

WHAT YOU SHOULD EXPECT FROM US

We do not pay more than the fair price for received goods and services.
We do not indulge in corrupt acts.
We do not hide, falsify or fail to record business activities along with other records and accounts.
We double check that payments made by business partners or third parties are legitimate, fair and according to the services provided by us.
We make sure that we are aware of all anti-bribery and anti-corruption laws within our country and that of our business partner’s.
All employees and employers are required to report any bribes or suspicions of bribes or any corrupt behavior against HTL business.

DO’S

You should act honestly, fairly and openly and all documents like customer invoices must be accurate, complete, retained and comply with contract terms.
If anything does not feel or look right make sure it is properly checked for all risks towards HTL.

DON’TS

Don’t initiate any report for the acts that you are doubtful about.
Do not make charge or approve any false expense claims or for expenses other than for company business.
Do not use HTL assets, property or funds for any illegal, improper or deceptive actions.

FAQS

Q. I entertained a customer and his wife to dinner but also invited a friend and his wife charging the whole cost to customer entertainment. Is this allowed?

Ans. No

Q. A colleague spent most of the afternoon out of the office on personal business but still charged the time to the visits number on his report. He said that it was okay because he frequently does extra work on jobs which he does not charge on his report. Is this allowed?

Ans. No. You should always give a true and accurate representation of the time spent working on that job through relevant report. Your colleague has potentially committed duty fraud and the issue might be raised with him and his manager.

Q. We are awaiting tenders for a substantial contract and one of the vendors has invited me to an all expenses paid weekend at a five star golf resort. Should I accept?

Ans. No. This is unacceptable at any time and you should never allow yourself to be unduly influenced during any contract negotiations.

Q. A customer has indicated that we will be awarded a contract providing a sub-contract element is given to his brother-in-law’s company. Is this acceptable?

Ans. No. All business should be carried out ethically and fairly to safeguard our reputation.

SECTION 11 CONFLICT OF INTEREST

A "conflict of interest" arises when an individual's personal interest interferes or appears to interfere with the interests of the Company. We ensure uniform standards, honest working relationships and fair dealing to its all customers, suppliers and partners in business.

WHAT YOU SHOULD EXPECT FROM US

Sales Executives and outside agents must be appointed with diligence and they are not allowed to bribe for selling products.
A signed HTL agreement and accurate invoices must be taken before handing over work to the agents or the salesmen.
Salesmen and agents are to be made aware that Anti-Bribery and Anti-Corruption Clause 10 strictly binds on them as well. Rule breaking will not be tolerated at all.

DO’S

You should contact your reporting seniors (in order of addressing), if you are not sure about information being private to the company.
You should endeavor to deal fairly with the Company's customers, service providers, suppliers, competitors and employees

DON’TS

Do not pass on information without Directors’ approval or unless the information is required for the completion of job tasks.
You are prohibited from using corporate property, information or position for personal gain and from competing with the Company.
Do not provide improper personal benefits as a result of any transaction or transactions of the Company.
You should never subordinate fidelity or service to the Company for personal gain or advantage.
You should not seek competitive advantages through illegal or unethical business practices.
Do not take unfair advantage of anyone through manipulation, concealment, abuse of privileged information, misrepresentation of material facts, or any unfair dealing practice.

FAQS

Q. The salesman/agent has asked to add some extra commission so he can pay another person to help with product sales or marketing?

Ans. The commission rate in employment agreement cannot be varied without HTL approval. If the sales person has legitimate business expenses, which HTL has agreed to reimburse, these need to be documented and will be audited in accordance with finance rules.

Q. We have heard rumors from customers or competitors that our sales person/agent is behaving unethically.

Ans. If you have any suspicion about the way business is being done, you need to investigate the facts immediately and report the details to Audit Committee Representative. You can take assistance from HR Manager on how to approach the Audit Committee. It is better to lose a product sale and keep HTL reputation, than win the job but get a bad name.

SECTION 12 TRADE REGULATIONS

HTL keenly follows national trade laws and regulations during export and import deals. All international trade sanctions along with rules binding to export and import of goods are checked within HTL for lawful and appropriate trade.

DO’S

If concerned with import, you should be aware of all trade sanctions and regulations within Pakistan and of the country we import product/s from.
Extra care must be taken during the import of goods and counter party screenings must be obtained.
You should contact concerned department if you are confused regarding compliance with Pakistan automated Customs Clearance system (PACCS), Web Based One Customs Goods Declaration Processing System (WEBOC), valuation procedures under Pakistan Custom Tariff (PCT) or other relevant information so that HTL does not face any trade regulation, penalties or demurrage issue.

DON’TS

Do not make false statements verbally or in documentation to get around import laws of the country or the screening requirements.

FAQS

Q. We have signed a contract for which we require an export license. We have not yet applied for the license but believe that there is plenty of time to get it and it will not be a problem. Is this okay?

Ans. Before entering into any contract requiring a license, you should check with your local export official that a license can be obtained on time or not.

SECTION 13 RESPONSIBILTIES OF SUPERVISORS & MANAGERS

Employees performing managerial roles have additional responsibilities as compared to other employees. An employee can report things that aren’t right or are illegal. You can also report any unfair, dishonest and corrupt practices either to your supervisor or a committee set up for this purpose. If you have any other concerns that may represent the violation of our code, raise the issue promptly.

OUR EXPECTATIONS

If you feel you need to share any official concern, then you should contact your reporting senior about the issue you want to report
You should take assistance from HR Manager regarding whistle blowing procedures (which is normally proceeded by Audit Committee), if you think your supervisor/manager,

will cover facts up.
would treat you or the information unfairly.
will not sort it out and has already been made aware of the situation,

DO’S

You can only recommend for dismissal of an employee if he has been found guilty of gross misconduct based on proper inquiry by audit committee set up for this purpose.
You should make sure that the Code of Conduct are provided, properly explained and understood by your team members, new and old.
It is your duty to supervise and monitor compliance of policies and the Code by all employees.
You should set yourself as examples for other employees to uphold and promote these policies within HTL.

DON’TS

You cannot dismiss an employee for whistle blowing.

FAQS

Q. I know that my manager is stealing client’s money, what should I do?

Ans. Report it to the Director, Audit Committee Representative but not to the concerned manager.

SECTION14 DISCIPLINARY ACTION

Poor performance or misconduct which does not result in summary dismissal can result in the disciplinary procedures mentioned below. Exact disciplinary steps taken will be determined based on the circumstances of any violation.

WHAT YOU SHOULD EXPECT FROM US

We can issue a formal, verbal warning which will be confirmed in writing and a copy will be attached in your personal file.
You will be issued a final, written warning if the violations or misconduct continues.
Further misconduct may allow us to suspend the employee from work without pay for a certain period of time.
For serious or repeated violations or for poor performance the employee may be dismissed, with appropriate notice served, as per service of notice rule apply.
We do not dismiss any employee from employment who is under medical treatment or is recuperating due to a work related accident, illness or injury, under medical treatment in a hospital, or on an approved medical absence.
In case of prolonged absence without any justified reason, the dismissal can be made with a general notice.
The list is not intended to be exhaustive or to imply that there are no other cases of dishonesty and/or misconduct which warrant or may result in disciplinary action being taken up to and including dismissal.

SECTION 15 REPORTING & ACCOUNTABILITY

It is the personal responsibility of each employee, officer and director to adhere to the standards and restrictions imposed by those laws, rules and regulations in the performance of their duties for the Company.

Nothing in these policies shall be construed to alter or amend the employment relationship between HTL and its employees. We follow Zero Tolerance for matters pertinent to breaches of ethical codes and standard procedures. All final decisions in this regard are to be made by the Board of Directors on the recommendation of proper investigation committee reports.

WHAT YOU SHOULD EXPECT FROM US

We will take appropriate action to investigate any violations reported.
If one-on-one discussions with your supervisor do not seem to resolve the problem, feel free to discuss it with HR Manager. Your confidentiality will be upheld, in the interest of fair play.
Upon being notified that a violation/ offence has been proved with substantial evidence available, the Board of Directors would advise HRD to take such disciplinary or preventive action as deemed appropriate, up to and including dismissal or, in the event of criminal or other serious violations of law, notification to regulators or other appropriate law enforcement authorities.
We would ensure that all termination decisions are based on facts and evidences provided through investigations of audit committee and these are not subject to unfair treatment.
HR Department will conduct such additional investigation as it deems necessary.
If HR Department determines that any employee has violated this Code, it will report its determination to the Board of Directors.

DO’S

Violations of laws involving dishonesty, breach of trust, or which may affect the reputation of HTL, must be disclosed and reported to HTL even if they are outside the scope of employment.
All violations of codes or queries regarding the codes must be notified to the HRD or a concerned authority.
Any material transaction or relationship that could reasonably be expected to give rise to a conflict of interest, as discussed in Clause 11, should be discussed with the HR Department or concerned supervisor.
If you are unsure of whether a situation violates the Code or not, you should discuss the situation with your manager to prevent possible misunderstandings and embarrassment at a later date.

DON’TS

Do not intentionally conceal or alter accurate and/or truthful information, for whatever reason.
Do not retaliate against reports of potential violations made in good faith against any of your reporting seniors.
Do not indulge in any form of corruption, extortion and embezzlement as it may result in immediate termination and other legal actions.

SECTION 16 WE ARE A SOCIALLY RESPONSIBLE BUSINESS

HTL upholds its value of treating everyone fairly, equally and also valuing diversity within the workplace while carefully practicing human rights. We are a socially responsible corporate citizen, providing opportunities to make desired changes within the community.

OUR EXPECTATIONS

You must maintain an environment in which everyone is respected without any discrimination, harassment or bullying (in accordance with Clause 4).
You are encouraged to take part in all community activities to promote stakeholder well being.

WHAT YOU SHOULD EXPECT FROM US

Our decisions regarding employees will not be taken or influenced by factors that have direct effect on the individual’s ability to perform his/her job.
We value differences in backgrounds, skills, experience, ethnicity, nationality, and gender to become more effective and stronger.
We do not promote employees on any reason other than merit, work performance and potential.
It is our duty to hire the right person for the right job.
We provide equal opportunities of employment and performance on job to all employees.
Our corporation promotes the right of education to each individual and to abolish child labor through our efforts.
We do not force or persuade employees to sign any terms and conditions violating human rights.
We provide equal opportunities to all employees to make sustainable changes within the society.
We, in accordance with Clause 3, maintain the health and safety of employees as our top priority.
We make efforts to create and maintain a clean and sustainable green environment.
We uphold human right policies for internal as well as external employees, without any external effect.
We provide complete protection to all employees against any harassment and are compliant with laws of the country we operate in.
We believe in integrity and honesty of operations and believe in extending compassion towards people in need.

OUR CODE OF CONDUCT

From the Board of Directors

WHY READ THE CODE OF CONDUCT?

Vision, Mission & Corporate Values

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