Code of Conduct

Effective from
05 February 2026

Version: 2026/3
Document status: approved
Date issued: 05.02.2026
Approved by: Board of Directors
Date for review: 05.02.2028
Lead author/reviewer: Daði Valdimarsson CEO Rotovia
Consultative panel: Brian Gooding VP Material Handling Europe and Peter Heijink Head of Branding and Marketing

1. Code of Conduct framework

1.1 Purpose and scope

Rotovia has set this code of conduct to set clear ethical standards and requirements for ourselves and our business partners around the globe. The Code applies to the Rotovia organisation, its employees, board members and others who act on the company’s behalf. However, it will not address every situation we may encounter or every law we must follow. It is meant to serve as a guide to help us make the right decisions, and in those situations where the course of action remains unclear, it provides additional resources to gain clarity. In such situations the guiding principles shall be to act in the best interest of Rotovia, and to consult with a superior when in doubt as how to act.

2. Fundamental Principles of Conduct

2.1 Comply with Laws, Regulations, and Internal policies

The Company and all its employees and board members shall always comply with and respect applicable laws, regulations and internal Company policies, in all activities for Rotovia. If there is a conflict between law and Company policy, the law shall prevail. Although employees and board members are not expected to know the details of each of these laws, rules and regulations, it is important to know enough to determine when to seek advice from superiors and other appropriate counsel.

2.2 Act in the Best Interest of Rotovia

All employees and board members shall be loyal and serve the best interests of Rotovia. Loyalty means to work for the best of Rotovia, within the framework of law and policies, and give Rotovia’s interests priority over other interests. We should always use our best judgement to enhance Rotovia’s value creation, protect the Company’s interests and contribute to its continuous improvement.

2.3 Act with Integrity

All employees and board members shall act with integrity in their activities for Rotovia. Personal integrity means doing the right thing even when no one is watching. While the expectation to do the right thing is unquestionable, it may not always be easy to determine the right course of action. We do our best to educate and communicate on ethical issues, but we also recognize the challenges of working in a global, complex organization. In those difficult situations, the following steps should be kept in mind when approaching a new question/problem:

a) Make sure you have all the facts. In order to reach the right solutions, we must be as fully informed as possible.

b) We recommend asking yourself the following questions

1. 1. Is it legal?
   2. Does it follow Rotovia’s policies?
   3. Is it consistent with Rotovia’s values?
   4. Will my decision maintain the company’s reputation?
   5. Would I be proud if my actions would be shared publicly?

c) Use your judgment and common sense; if something seems unethical or improper, it probably is.

d) Discuss the problem with your superior. It is your superior’s responsibility to help solve problems. If you are uncomfortable discussing the problem with your superior, you can talk to your general manager.

e) You may – and are encouraged to – report violations in confidence and without fear of retaliation to your superior or other management representative, up to and including the CEO of Rotovia. If your situation requires that your identity be kept secret, your anonymity will be protected. The Company does not permit retaliation of any kind against employees or board members for good faith reports of suspected violations. Rotovia reserves the right to discipline anyone who knowingly makes false accusations or provides false information.

f) Always ask first, if possible, act later.

g) Failure to adhere to this Code by any employee or board member may result in disciplinary action up to and including termination.

We shall be honest, ethical, truthful, polite and reliable. We shall act in accordance with Rotovia’s core values and behaviours and promote these values by acting responsibly, fairly and politely towards colleagues, business associates and society at large.

2.4 Respect and Care for Others and the Environment

We are committed to creating a safe working environment. Rotovia shall foster a corporate culture characterised by respect and care for other people, their property, the society and the environment. We shall behave in a way that inspires trust both when collaborating with colleagues and interacting with suppliers, customers, other business partners or authorities. We shall treat others like we would like to be treated ourselves.

Rotovia understands manufacturing processes have an impact on the environment. We are committed to not only following all environmental laws and regulations, but holding ourselves accountable to do all we can to protect the environment. Whether it be reducing greenhouse gas emissions, increasing the usage of recycled materials or minimizing our waste generation, we will always do our part, and more, to protect the planet.

2.5 Respect the Proprieties of Organisational Hierarchy

All employees shall respect and follow the management reporting lines within the organisational hierarchies in Rotovia whether operating within the local entity or with managers of corporate departments.

3. Guidelines

3.1 Conflict of Interest 

We must make decisions that are in the best interest of Rotovia. A conflict of interest arises when our personal interests challenge our ability to make the best decision on behalf of the company. Because we value integrity, honesty, and transparency, even the appearance of a conflict needs to be appropriately reported to avoid any perception of favouritism. Examples of conflict of conflict of interest include the following:

Personal Relationships	Being on the selection committee where one of the potential suppliers is a close friend or relative.
Financial Interests	Having a more than nominal financial interest in a supplier, customer, or competitor of Rotovia.
Business Opportunities	Obtaining a personal benefit from a business dealing you discovered based on, or related to, your work at Rotovia.
Use of Rotovia Assets for Personal Gain	Starting a business using Rotovia assets, such as time and materials.
Gifts, Travel and Entertainment	Giving and receiving business gifts that may influence a business decision or give the appearance of one.

 

Typically, conflicts can be easily resolved. It is important to be accountable and disclose any actual, perceived, or potential conflict to your superior/general manager immediately, who will work to address the concern as quickly as possible.

You should not accept assignments or work for a competitor, customer or supplier without consent from your superior. Also, you should avoid any direct or indirect business connection with Rotovia’s customers, suppliers or competitors; except as required in your work for Rotovia.

3.2 Contribute to Environment, Health and Safety

Rotovia strives to provide a safe and healthy working environment, with zero harm to people, the environment or the society. Employees shall be proactive and exercise sound judgement to maintain their own wellbeing and to follow the guidelines in accordance with local law. Also, for safety reasons, it is prohibited to be under the influence of alcohol or drugs of any kind whilst at work or undertaking other Rotovia business. If you become aware of important issues related to health and safety in the workplace, consumer health or the Company’s impact on the environment, you should notify your superior or management immediately. We can accept nothing but excellence with regard to health and safety. Excellence can only be achieved by including and empowering each and every team member to have a voice in our safety program.

Rotovia is committed to adopting practices of reducing waste, reuse, recycling, and recovery in order to utilize resources in the most environmentally prudent manner. You should be aware of local environmental policies and support the Company in its application.

3.3 Respect Human Rights and Equality

Rotovia is committed to respecting all internationally recognized human rights and to creating a safe, fair, and dignified working environment. This means we must treat one another with dignity and respect at all times. To reach this goal, all employees shall treat colleagues, customers, business partners, and others with courtesy and fairness. The company will not tolerate any behaviour that is threatening, discriminatory, abusive, or humanly degrading. You should be sensitive to and respectful of cultural differences and diverse perspectives.

Rotovia uses the UN Guiding Principles on Business and Human Rights as its primary framework. The company does not and will not use child labour or engage subcontractors or suppliers that do so. We do not allow any behaviour that is physically coercive, threatening, abusive, or exploitative.

In addition to the above, Rotovia is committed to the following human rights principles:

Wages and Benefits

All employees must receive fair and lawful wages and benefits that meet or exceed local legal requirements. Compensation shall support a decent standard of living, and unlawful or excessive deductions are strictly prohibited.

Working Hours

Working hours shall comply with all applicable laws and industry norms. We support employees’ right to rest, reasonable working hours, and proper compensation for overtime. Excessive or imposed working hours are not acceptable.

Ethical Recruiting

Recruitment practices at Rotovia must be transparent, fair, and may not discriminate based on age, ethnicity, nationality, culture, religion, sexual orientation, or any other protected characteristic. No employee or job candidate shall ever pay recruitment fees or surrender personal documents as a condition of employment. All employment terms must be communicated clearly and in a language the employee understands.

Freedom of Association and Collective Bargaining

Employees have the right to freely form or join trade unions and to engage in collective bargaining without fear of retaliation, discrimination, or harassment. In regions where such rights are restricted by law, Rotovia supports alternative forms of independent worker representation.

Women’s Rights

Rotovia promotes gender equality and ensures that women have equal access to employment opportunities, training, and career advancement. Discrimination, harassment, or violence against women will not be tolerated. The company also supports maternity protection, parental rights, and safe working conditions for women.

Rights of Minorities and Indigenous Peoples

Rotovia respects the identity, traditions, and rights of minorities and Indigenous Peoples. We prohibit discrimination based on ethnicity, nationality, culture, religion, sexual orientation, or any other protected characteristic. Where our operations may affect Indigenous communities, we commit to meaningful consultation and respect for their rights and heritage.

Land, Forest, and Water Rights and Forced Eviction

Rotovia respects legitimate rights to land, forests, and water. We do not participate in or contribute to unlawful land acquisition, environmental degradation, or forced eviction. Any land‑related activities must follow principles of fairness, transparency, and—where applicable—free, prior, and informed consent (FPIC).

Use of Private or Public Security Forces

When Rotovia engages private or public security personnel, they must act in accordance with international human rights standards. Excessive force, intimidation, or harassment are strictly prohibited. All security personnel must be properly trained and instructed to respect the dignity and safety of all individuals.If you have reason to believe there is a human rights violation at one of our facilities or in our supply chain, contact Human Resources or your manager immediately.

3.4 Disclosure of information

Rotovia is committed to the responsible, accurate, and lawful handling of information. Employees and board members must ensure that all disclosures of information—whether financial, operational, legal, or safety-related—are truthful, complete, and made in accordance with applicable laws, regulations, and internal policies.

Confidential, proprietary, or sensitive information must never be disclosed to unauthorized parties. This includes internal business plans, financial data, personal employee information, and any third‑party information entrusted to Rotovia. Disclosures to external stakeholders, including regulators, investors, auditors, and the public, must only be made by individuals authorized to do so.

Any request for information from government officials, media representatives, or external organizations must be referred immediately to the appropriate manager or corporate function. Fabrication, concealment, or wrongful withholding of information is strictly prohibited.

3.5 Export Controls and Economic Sanctions

Rotovia complies fully with all applicable export control laws, trade regulations, and economic sanctions in every country in which we operate. These laws may restrict the transfer, shipment, sale, or provision of certain goods, technologies, software, and services to specific countries, individuals, or entities. No transaction may occur if it violates international sanctions, embargoes, or trade restrictions.
If you become aware of a potential export control or sanctions concern, you must report it immediately to your manager or the appropriate compliance function.

3.6 Protect Rotovia’s Reputation, Property and Assets

The reputation of Rotovia is important for the company’s ability to succeed. You shall avoid activities or behaviour which could damage Rotovia’s reputation.
Employees and board members have a responsibility to act responsibly and with caution to protect Rotovia’s property and assets against waste, damage, loss, theft and unauthorized use. Intellectual property such as patents, know-how and information shall also be protected.

3.7 Accurate Books, Records and Reports

Financial integrity should never be compromised. This starts with accurately representing our books and records honestly and truthfully. We must record transactions that occurred within their respective financial period. No revenue or expense should be brought forward or pushed back for the sake of hitting financial targets. There is no transaction that needs to be recorded as “off-the-books” and if such a situation arises you should inform your manager. We are all financial stewards of the company. We must be honest in all recordkeeping activities, including our timesheets, quality checklists, expense reports, and invoices. We need these documents completed fully and accurately, no matter how urgent the next matter. Employees involved in financial transactions and accounting shall ensure that the Company’s books, records, accounts and financial statements must:

• Be maintained in reasonable detail,
• Fully and appropriately reflect the Company’s transactions and never be false or misleading,
• Be promptly filed in accordance with any applicable laws or regulations, and
• Conform to applicable legal requirements, good accounting practice and the Company’s internal requirements.

Business records and communications often become public, and we should avoid exaggeration, derogatory remarks, guesswork or inappropriate characterizations of people and companies that may be misunderstood. This applies equally to e-mail, social medias, internal memos and formal reports. Records should always be appropriately retained or destroyed.

Rotovia’s agreements with employees, suppliers, customers and other business partners shall, as a general rule, be entered into in writing and be properly filed. Oral agreements can be difficult to verify and may sometimes lead to suspicions that something illegal or unethical has taken place.

3.8. Preventing Bribery & Corruption

All forms of bribery and corruption are absolutely prohibited. Bribery includes offering, promising, or giving anything of value directly or through a third party, to improperly influence the decision-maker for the purpose of obtaining or retaining business or gaining a business advantage.
The purpose of business entertainment and gifts in a commercial setting is to create goodwill and sound working relationships, not to gain unfair advantages. No gift or entertainment should ever be offered, given, provided or accepted by any employee or board member (or on their behalf) unless it:

• Is not a cash gift
• Is infrequent and is clearly consistent with customary business practices,
• Has minimal economic value,
• Cannot be construed as a bribe or payoff or given in return or a favour, and
• Does not violate any laws, regulations or applicable policies of the other party’s organization.

Please discuss with your superior any gifts or proposed gifts that you are not certain are appropriate. No business dealing is so lucrative that we would compromise our integrity.
Even the smallest of bribes, often referred to as “facilitation payments,” are not acceptable. Facilitation, or grease payments are small bribes to a government official used to secure or expedite a routine governmental service. Examples of facilitation payments include:

• Processing licenses, visas, and general paperwork
• Securing permits
• Turning on utilities
• Receiving customs clearance
• Delivery of mail

3.9. Confidential and Proprietary Information

Information is a valuable asset. All employees and board members shall treat information about Rotovia with due care. Employees and board members shall never disclose confidential information in a public setting, which includes our Rotovia colleagues, unless required by law or without prior permission from an authorised superior. Do not assume that simply because someone works with you that they have access or need to have access to confidential information. By confidential information, we generally mean information that is not, or should not be, known to the public. Typical examples are business plans, budgets and forecasts, marketing and sales programs, customer or personnel records, etc. The confidentiality obligations continue without time limit after the termination of the employment or the term of service as board member.

3.10 Never engage in money laundering

Employees and board members shall not in any way become involved in money laundering as it is illegal. By money laundering we mean arrangements conducted in order to make money which is acquired through criminal activities, such as terrorist activity, drug dealing, and human trafficking, to appear like it has been lawfully earned. This activity may be difficult to detect, but it’s vital for us to have a heightened awareness around the following red flags:

• Customer provides insufficient information (e.g., beneficial ownership or details around the nature of the business)
• Customer requests for unexplained large purchases
• Customer is unwilling to comply with accurate recordkeeping
• Payments requests to/from several bank accounts that are not party to the transaction

If you have any suspicion of money laundering activity, contact your manager/superior immediately.

3.11 Fair Competition

We conduct business fairly and honestly and follow all competition laws. The Company seeks competitive advantages through superior performance and never through unethical or illegal business practices. Stealing proprietary information, possessing trade secret information that was obtained without the owner’s consent, or inducing such disclosures by past or present employees of other companies is prohibited. Each employee and board member should endeavour to respect the rights of and deal fairly with the Company’s customers, suppliers, competitors and employees. No employee or board member should take unfair advantage of anyone through manipulation, concealment, abuse of privileged information, misrepresentation of material facts, or any other illegal trade practice.

We should also avoid harsh language against our competitors’ products and services. It is acceptable to gather competitive intelligence, but only in an ethical manner. It is always best to use public sources of information (e.g., proxy statements, investor calls, and company websites). Seeking non-public information from a competitor is dishonest, lacks transparency, and is prohibited. What if a competitor at a trade show starts discussing sensitive information?

1. Stop the conversation
2. Make it clear that you are not interested in participating in the discussion
3. Extract yourself from the conversation
4. Document the situation placing a ‘note to file’ and share with your immediate supervisor/manager
5. Contact your Manager, Ethics & Compliance, or Legal immediately

4. Implementation

The responsibility for implementing this Code of Conduct within each subsidiary of Rotovia lies with the managing director of the subsidiary.

4.1 Annual acknowledgement

The responsibility for implementing this Code of Conduct within each subsidiary of Rotovia lies with the managing director of the subsidiary.

4.2 Annual acknowledgement

To help ensure compliance with this Code of Conduct, the Company requires that all managing directors, plant managers, finance managers, sales manager, H&R managers, purchase managers and board members review the Code of Conduct on an annual basis.