Code of Ethics

Sound business ethics and integrity are core to the Groupā€™s values and are fundamental for the success of Melroseā€™s strategy.

Melrose is a UK premium listed company with strong, established financial controls that are continually assessed, tested and reviewed. This robust framework is supported by an independent internal audit function, regular public disclosure and financial reporting, external audits, public accountability and conformance with leading benchmarks set by the UK Corporate Governance Code. It is also supported by investor requests and direct engagement with them and corporate governance and proxy advisors, and extensive engagement with Ā the Groupā€™s wider stakeholder base to ensure best market practice is implemented.

The high standards of financial and non-financial controls, and strong governance backed by internal and external auditing of the financial and non-financial compliance, are enforced throughout the Group. Directors, officers, employees, and contractors throughout the Group, whether permanent or temporary, and in respect of any entities over which Melrose has effective control, must comply with Melroseā€™s Code of Ethics, which was updated in 2020 to reflect current best practice and strong corporate citizenship. Each business is required to communicate and embed the Code of Ethics within their operations and activities to ensure that they conduct business with integrity and in a responsible, ethical and sustainable manner.

The Code of Ethics, which can be found here, has been approved by the Board and includes policies covering best practice with respect to anti-bribery and corruption, anti-money laundering, anti-facilitation of tax evasion, competition, conflict minerals, trade compliance, data privacy, whistleblowing, treasury and financial controls, anti-slavery and human trafficking, document retention, and joint ventures. Further details can be found on pages 86 to 87 of the 2020 Annual Report.

Any employee who is or becomes aware of a possible violation of any of the above policies should disclose relevant details via the Group's whistleblowing platform, which is designed to ensure that employees feel comfortable about raising concerns.Ā  All employees have access to a multi-lingual online portal to raise concerns, confidentially and anonymously, about possible wrong-doing in any aspect of their business, including financial and non-financial matters. The businesses undertake a number of measures to bring awareness to employees of the whistleblowing platform, using online and offline media as appropriate. Employees who come forward with a genuine concern are treated with respect and dignity and do not face retaliation. Further information about the reporting process can be found in our Whistleblowing Policy.Ā 

For further informationĀ download the Code of Ethics.Ā 
A copy of Melroseā€™s Conflict Minerals Policy can be downloaded here.

All business must be conducted in an open, honest and ethical manner as required by the Anti-Bribery and Corruption Policy. Bribes are against the law, no matter what ā€œlocal customā€ may be. Any breach of this policy may lead to disciplinary action being taken by the Company up to and including termination of employment.

A copy of Melroseā€™s Anti-Bribery and Corruption Policy is available here.

No Melrose business may engage in money laundering. Although the Group does not undertake regulated activities for the purposes of anti-money laundering legislation, we are committed to best practice in this area as set out in the Anti-Money Laundering Policy.

One of the fundamental principles of the Group is to conduct all of its business in an open, honest and ethical manner. We take a zero tolerance approach to acts which enable tax evasion to take place. Further details are contained in the Preventing the Facilitation of Tax Evasion Policy.

Employees are responsible for acquiring a sufficient understanding of applicable competition laws and refrain from engaging in practices that violate such laws so that we compete fairly. Further details are contained in the Competition Policy.

The Related Party Transaction Policy must be complied with prior to any transaction or arrangement with a Related Party.

In conducting business across borders, employees must be aware of, and follow, all applicable laws and comply with the Groupā€™s Trade Compliance Policy. Compliance failures can result in fines, criminal penalties, adverse publicity and suspension or revocation of the Groupā€™s import or export privileges.

Employees must always safeguard personal information and only use it for valid business purposes. The Data Protection Policy is designed to assist in ensuring we manage the data protection risks arising out of our activities.

Employees are encouraged to raise promptly any actual or suspected breach of Melrose policies and any other matter of concern. Further details are contained in the Whistleblowing Policy.

A copy of Melroseā€™s Whistleblowing Policy is available here.

Employees must ensure that all records and documents are adequately protected and maintained. Further details are contained in the Document Retention Policy.

Melrose has a zero-tolerance approach to modern slavery and we are committed to implementing and enforcing effective systems and controls to ensure modern slavery is not taking place anywhere in our own business or in any of our supply chains. Further details are contained in theĀ Anti-slavery and Human Trafficking Policy.

The Joint Venture Policy must be complied with both before entering into a JV arrangement and during the course of a JV partnership.