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Message from CEO
We value partners, client and their customers. Our unique technology based IT Services, Steel,
Power, Sugar, Education is empowered by the world’s latest technologies and global standards Our
values are about the way we do business in EMN Corporation. They define who we are and how we
want to be perceived, independent of individual business units, geography, cultures and contracts.
Our values and this Code of Conduct guide our policies, our operations and ultimately, our
behaviour. This must be reflected throughout the organisation and in every aspect of how we do
business, every day. We expect the highest standards of ethical behaviour and integrity - from all of
us, everywhere.
It is your responsibility to read and familiarize yourself with this Code of Conduct, and to conduct
your tasks and responsibilities for EMN Corporation in accordance with the requirements set out in
this Code of Conduct.
Andrew Gibson
CEO, EMN Corporation, USA.
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General
EMN Corporation shall conduct its business with integrity, respecting the laws, cultures, dignity and
rights of individuals in all the countries where we operate. All EMN Corporation employees are
expected to live by our values.
This Code of Conduct describes EMN Corporation’ commitment and requirements regarding
business practise and personal conduct. It describes the behaviour EMN Corporation expects of you
and what you can expect of EMN Corporation.
Together with EMN Corporation’ values, this Code of Conduct constitute the basis and framework
for our performance culture and governing documents. EMN Corporation’ governing documents
consist of policies with associated standards and tools, that in some instances will address the
below issues in more detail, but also addressing important issues that are complementary to the
business integrity matters subject to this Code of Conduct.
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Scope and Responsibility
This Code of Conduct applies to all employees (including temporary personnel) and directors in
EMN Corporation and its subsidiaries (including partly- owned subsidiaries more than 50% owned
by EMN Corporation), corporate affiliates, and joint ventures that are majority owned or controlled
by EMN Corporation (individually and collectively). It also applies to intermediaries, lobbyists and
others who act on EMN Corporation’ behalf. Suppliers, subcontractors and other contracting
parties of EMN Corporation, including companies in which EMN Corporation own a minority stake,
are expected to adhere to standards which are consistent with EMN Corporation’ Code of Conduct
and EMN Corporation shall do its best to ensure such adherence.
This Code of Conduct provides a framework for what EMN Corporation considers responsible
ethical conduct, but is not exhaustive. It is important to be aware that some of the EMN
Corporation’ policies provide more detailed information about what is acceptable behaviour and
what is not. You shall always strive to exercise good judgement, care and consideration in your
service for EMN Corporation. In the event that there are differences between applicable laws and
regulations, and the standards set out in this Code of Conduct, the highest standard consistent with
applicable local laws shall be applied. If you have questions regarding the content of this Code of
Conduct or the interpretation thereof, you shall contact [email protected]. Violation of
this Code of Conduct may in accordance with relevant regulations lead to internal disciplinary
actions, dismissal or even criminal prosecution.
The Code of Conduct has been approved by the Board of Directors of EMN Corporation. All
deviations, if any, must be approved by the CEO.
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Bribery and Facilitation Payments
EMN Corporation expressly prohibits any provision or offering or accepting of bribes of any variety
to any person, whether private or public, and it is strictly prohibited to offer or make facilitation
payments.
Bribery occurs when you offer, pay, seek or accept an improper payment, gift or advantage to
influence a business outcome or someone who acts on EMN Corporation’ behalf in conduct of their
duties. Turning a blind eye to your suspicions of bribery and corruption can result in liability for
EMN Corporation and for you personally. EMN Corporation expressly prohibits any provision or
offering or accepting of bribes of any variety to any person, whether private or public.
Facilitation payments are payments aimed at expediting or securing the provision of products or
services to which the company is legally entitled.
Your responsibility:
• You must not (neither directly or indirectly through a third party) (i) offer anything of value to
influence the actions or decisions of any official, other person in public or legal duty, any person
acting on behalf of customers or sub-contractors/suppliers, or any other third party, or (ii) to
otherwise obtain any improper advantage, in selling goods and services, conducting financial
transactions or representing EMN Corporation’ interests.
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• All hiring of Third Party Representatives shall be done in accordance with the Representation,
Partnership and JV Policy.
• Facilitation payments shall not be made by any person acting on behalf of EMN Corporation,
even if not considered to be a criminal offence under certain jurisdiction. If a payment is
demanded from you in order to avert an immediate threat to the life or health of any person,
such payments are not prohibited, but must be immediately reported to Corporate Centre.
• It is your responsibility to make sure that payments made are proper and legal.
• Public officials:
You shall not, in order to obtain or retain business or other improper advantage in the conduct of
business, offer, and promise or give any undue advantage to a public official (or a third party) to
make the official act or refrain from acting in relation to the performance of her/his duties. This
applies regardless of whether the advantage is offered directly or through an intermediate.
• Public officials:
Particular caution must be exercised regarding entertainment with public officials in relation to
business meetings or inspections paying attention to this Code of Conduct and policies.
No employee or business partner will suffer adverse consequences for refusing to engage in
improper payment activity, even if this results in loss of business.
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Conflict of interest
A conflict of interest is when your personal relationships, participation in external activities or
interest in another venture can influence or could be perceived to influence your decisions when
acting in your capacity as an EMN Corporation employee.
Your responsibility:
• It is your responsibility to avoid conflicts of interest. You shall act in the best interests of EMN
Corporation and take appropriate steps to avoid situations and positions that may create or
appear to create conflicts of interest.
• If you believe there is an actual or potential conflict of interest, notify your manager in writing
together with all relevant facts.
• You shall not participate in any transactions or other business arrangements on behalf of EMN
Corporation where you directly or indirectly have, or could reasonably be suspected to have, a
personal interest, financial or otherwise, or that could otherwise reasonably be considered to
harm EMN Corporation’ reputation.
• Business transactions must be entered into solely for the best interests of EMN Corporation. You
shall not, directly or indirectly, benefit from your position as an employee or from any sale,
purchase, or other activity of the company. Persons subject to this Code of Conduct shall avoid
situations involving a conflict or the appearance of a conflict between duty to the company and
self-interest.
• You must not have interests outside the company (1) in any business that competes with or
provides services to EMN Corporation or its subsidiaries, and/or (2) that would affect your
objectivity in carrying out your company responsibilities.
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• You shall avoid doing business on behalf of EMN Corporation with a close personal friend or
relative; however, recognizing that these transactions do occur, any such conflict of interest that
cannot reasonably be avoided, shall be made transparent and reported to your manager in
writing.
• The manager shall ensure that the conflicted individual is isolated from any operation, influence
and/or decision- making process associated with the subject of the conflict. If in doubt regarding
the above, the ethics helpline shall be consulted.
All directorships, employment or other assignments held or carried out by EMN Corporation
employees in other enterprises which have, or may expect to have, commercial relations to EMN
Corporation, must be approved in writing by EMN Corporation.
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Export Controls
Export controls and sanctions laws give countries legal control over the sale, shipment, electronic
transfer or disclosure of information, software, goods and services across national borders. Exports
include transfer electronically, through discussions or visual inspections, and not only through
traditional shipping methods. EMN Corporation complies with all export control laws. Further
guidance is provided in the Country Risk standard under the Corporate Governance policy.
Your responsibility:
• You must think carefully about the potential impact of export control laws and sanctions before
transferring goods, technology, software or services across national borders.
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Fair competition
Antitrust law protects free enterprise and prohibits behaviour that limits trade or that restricts fair
competition. These laws apply to every level of business. They combat illegal practices like pricefixing, market-sharing or bid-rigging conspiracies, or behaviours that aim to achieve or maintain
monopoly. EMN Corporation is committed to fair and open competition, and does not tolerate
violation of antitrust laws and competition laws and regulations.
Your responsibility:
• You shall comply with the antitrust and competition laws applicable.
• You shall seek advice from Corporate Legal in all matters involving risk of antitrust exposure for
EMN Corporation, yourself or any of your reports.
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Gifts and Hospitality
You must not allow gifts and hospitality to influence your business decisions, or cause others to
perceive an influence, and you must not place yourself or EMN Corporation under any obligation.
Your responsibility:
Gifts
• In principle, gifts shall not be accepted. Gifts of modest value may be accepted after careful
evaluation of the following:
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What is the intention behind the gift?
What is EMN Corporation relationship with the donor?
Is EMN Corporation in a contracting or a negotiation phase?
How will the gift be perceived by third parties and/or customers?
• You shall under no circumstances accept a gift or entertainment that would influence you or any
other person’s judgement. Gifts shall not be accepted in situations of contract negotiation,
bidding, or award. In cases of doubt, you shall always consult with your manager or through the
ethics helpline.
• You may accept discounts on a personal purchase of the supplier’s or customer’s products only
if such discounts do not or may not be conceived to affect EMN Corporation’ purchase price and
are generally offered to others having a similar business relationship with the supplier or
customer.
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• Any gifts received are considered company property and shall be properly recorded by the
Business Unit in question.
Hospitality
• You may only attend social events and entertainment connected with EMN Corporation’
business with third parties that are considered modest and are relevant to maintain a business
interest of EMN Corporation. Hospitality, expenses, or other favours shall not be offered or
received where it could be perceived to influence decision making in situations of contract
negotiation, bidding or award.
• Entertainment and services offered by a supplier or customer may be accepted when they are
associated with a relevant business meeting and the supplier or customer provides them to
others as a normal part of its business. The cost of the entertainment must be kept within
reasonable limits and must not be accepted on a recurring basis.
• Ensure that travel, accommodation and other expenses for the individual representing EMN
Corporation always is paid by the company.
• No person subject to this Code of Conduct, or member of his/ her family, shall solicit or accept
from an actual or prospective customer or supplier of EMN Corporation any compensation,
advance loans (except from established financial institutions on the same basis as other
customers), gifts, entertainment, or other favours that are of more than token value or that the
employee would not normally be in a position to reciprocate under normal expense account
procedures.
The above principles also apply in reverse direction, so that no person subject to this Code of
Conduct may offer, participate in or pay for transactions, entertainment, gifts or favours that
violate the above principles.
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Human rights
EMN Corporation supports and respects internationally proclaimed human rights including the UN
Declaration and convention on human rights, and acknowledge all employees right to form and join
trade unions of their own choice. EMN Corporation employees shall expect a workplace free from
harassment or discrimination.
EMN Corporation will not use child or forced labour, and will not tolerate working conditions or
treatment that is in conflict with international laws and practices. Further guidance is provided in
the People Policy.
Your responsibility:
• You shall respect the personal dignity, privacy and rights of each individual you interact with
during the course of work and those affected by our business operations, and shall not in any
way cause or contribute to the violation or circumvention of human rights.
• If you become aware of any situation in breach with EMN Corporation’ standards, you shall
notify your manager in writing.
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Sponsoring and Donations
EMN Corporation may utilise sponsorship to promote the company and its business. All sponsoring
relationships shall be strategic and aligned with EMN Corporation’ values. There must be
documented tangible benefits for EMN Corporation associated with any sponsorship, such as
commercial gain, professional development, enhanced profiling etc. All sponsoring relationships
shall be structured as ‘win-win situations’ whereby both parties achieve some gain. No religious or
political groups or organisations may be sponsored. There shall be no personal conflict involved in
the decision to sponsor an organisation. In situations where a conflict of interest exists, the
conflicted individual shall withdraw from any associated decision- making process.
Charitable donations - gifts - to organisations do not carry the same requirement for mutual
benefit. However, no charitable donations shall be made to political or religious organisations. All
charitable donations must be approved in advance by Business Integrity and Compliance.
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Declaration of compliance
You as an employee (including temporary personnel) and/or director in EMN Corporation will be
requested on an annual basis to confirm by signing the Annual Statement of Compliance that you
have read and familiarized yourself with this Code of Conduct, and that you for the previous year
have conducted your tasks and responsibilities in accordance with the requirements set forth in this
Code of Conduct.
Suppliers, subcontractors, representatives and other contracting parties of EMN Corporation are
expected to have ethical standards that are compatible with this Code of Conduct, and shall sign
declarations confirming compliance with the requirements reflected in this Code of Conduct.
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Reporting/Notification of breach
If you observe or personally be subject to unprofessional conduct, said conduct shall immediately
be reported to your manager, HR department or another EMN Corporation manager you trust.
EMN Corporation will ensure that there will be no retaliation against you, nor any impact on your
professional career, for reporting possible violations in good faith. Any employee knowingly making
a false report for the purposes of harming another individual will be subject to disciplinary action.
If you fail to obtain a reaction or response to your notification or if you feel unable to notify any of
those identified above, you are urged to notify through the whistle blower channel, by sending an
email to: [email protected].
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