Code of Conduct

Purpose

The purpose of this document is to state the requirements for business practice and personal conduct in NORSE. NORSE shall conduct its business with integrity, respecting the laws, cultures, dignity and rights of individuals in all of the countries where we operate. This Code of Conduct is the key governing document in NORSE. The Code of Conduct guides our behaviour to ensure that we act with the utmost care and absolute integrity.

Scope and responsability

Our ethical values shall be reflected throughout the organization in every aspect of how we do business. All our people have the responsibility to understand and live by this Code of Conduct, and to conduct our tasks and responsibilities in accordance with the described requirements and obligations. This Code of Conduct applies to all employees (including temporary personnel) and directors in NORSE and its subsidiaries, corporate affiliates, and joint ventures that are majority owned or controlled by NORSE. It also applies to intermediaries and others who act on our behalf. Suppliers, subcontractors and other contracting parties of NORSE are expected to adhere to standards, which are consistent with applicable laws and this Code of Conduct. If any of our people ever find themselves placed in a situation where their conduct might come into conflict with this Code of Conduct, reporting of the condition to a relevant manager is mandatory. NORSE shall do its best to ensure that our operations adhere to our Code of Conduct.

Code of business practice

NORSE’s Code of business practice stipulates how we as a company work, which systems and processes we have in place to ensure compliance.

1. Compliance with laws, regulations and internal working practice

NORSE shall conform to all laws and regulations that apply at any time to our activities and interests. All employees must, at all times, abide by the prevailing internal routines described both in the Code of Conduct, and in operational procedures by NORSE, including instructions and authorizations that are connected to the individual’s position. Insider dealing occurs when you trade in public traded shares or other securities or conduct any other business transactions while in possession of specific information capable of affecting the price of shares or securities, which is not publicly available or generally known in the market. Insider dealing also occurs when you disclose this information to someone else or influence someone else who then trades in those shares or other securities. It is strictly prohibited by law to conduct insider dealing, and all and any suspicious trades or acts will be reported by NORSE to the relevant authorities. Money laundering occurs when the criminal origin or nature of money or assets is hidden in legitimate business dealings or when legitimate funds are used to support criminal activities. NORSE is committed to complying with all anti-money laundering and anti-terrorism laws. We will conduct business only with reputable customers and business partners involved in legitimate business activities, with funds derived from legitimate resources.

2. Combating corruption and fair competition

Corruption includes bribery and trading in influence. Corruption undermines legitimate business activities, distorts competition, ruins reputations and exposes companies and individuals to risk. NORSE is against all forms of corruption and will make active efforts to ensure that it does not occur in our business activities. Bribery exists when an attempt is made to influence someone in the conduct of their duties, through the provision of an improper advantage. The prohibition against bribes and trading in influence applies both to the party giving or offering an improper advantage and to the party who requests, receives or accepts such advantage. For the matter to be considered illegal, it is sufficient that a demand or an offer of improper advantage is made. Facilitation payments are small, unofficial payments aimed at expediting or securing the provision of products or services to which one has a rightful claim. NORSE is against the use of this type of payment even in cases where it may be legal, and will work actively to prevent such payments. NORSE will compete in a fair and ethically justifiable manner within the framework of the anti-trust and competition rules in the markets in which NORSE operates. This applies in relation to competitors as well as to customers and suppliers.

3. Relations with suppliers, partners and customers

NORSE will conduct its business in such a way that suppliers, partners and customers can have trust in us. Suppliers and partners are expected to adhere to ethical standards, which are consistent with NORSE’s ethical requirements.

4. Strengthening human rights

NORSE 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.

NORSE employees shall expect a workplace free from harassment and discrimination. NORSE will not use child or forced labour, and will not tolerate working conditions or treatment that are in conflict with either international laws and practices or our internal standards.

NORSE shall ensure that the company, through its operations, does not cause any infringement of human rights. The company shall address and minimize risks of human rights infringements in the supply chain, in the projects where we contribute as a supplier and all other parts of our operations.

5. Ensuring equality and diversity

NORSE will show respect for all individuals and make active efforts to ensure a good working environment characterised by equality and diversity.

NORSE does not accept any form of discrimination of its own employees or others involved in our activities. It may, however, sometimes be legal and justifiable to use positive discrimination to achieve equality and diversity. Discrimination includes all unequal treatment, exclusion or preference on the basis of race, gender, age, disability, sexual orientation, religion, political views, national or ethnic origin or other similar circumstances that result in the setting aside or compromising of the principle of equality.

6. Monitoring and handling of breaches

Infringement of laws and regulations applying to the business and the execution of such, or violation of instructions and regulations is regarded as a breach. All breaches will be recorded, and appropriate actions will be performed by NORSE.

Where a conflict of interest is notified, 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.

All directorships, employment or other assignments held or carried out by NORSE employees in other enterprises, which have, or may expect to have, commercial relations to NORSE, must be approved in writing by NORSE.

NORSE’s Code of business practice stipulates how all our people are expected to behave, act and react to all planned and unforeseen situations, which might occur.

7. Combating bribery and handling of gifts and hospitality

Bribery and facility payments

It is your responsibility to make sure that all payments made are proper and legal, that relevant NORSE personnel approve them, and that they are recorded accurately in appropriate records.

You must not (either directly or indirectly through a third party) offer anything of value to improperly influence the actions or decisions of any person, including any government employee or official or private party, in pursuit of NORSE’s interests.

Dealing with public officials requires extra caution when it comes to corruption risk. As a representative of NORSE, you shall not, in order to obtain or retain business or other improper advantage in the conduct of business, offer, promise, or give any undue advantage to a public official 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 intermediary. Particular caution must be exercised regarding hospitality and entertainment provided to a public official.

Facilitation payments shall not be made by any person acting on behalf of NORSE, even if not considered to be a criminal offence under certain jurisdictions. 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 they must be immediately reported.

Gifts and hospitality

NORSE does not allow gifts and hospitality where giving or accepting them could influence business decisions or enforcement of regulations, or cause others to perceive such influence. As a company, we do not expect gifts or hospitality from any of our business partners. Gifts and hospitality may be accepted or offered when this is expected as common business courtesies, however, only when aligned with regulations.

In principle, gifts shall not be neither offered nor accepted. Expensive gifts are never acceptable, while modest gifts in some situation may be accepted if they can be expected as common business courtesy, but shall be reported to the nearest manager or director.

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.

8. Integrity and handling of information

Conflict of interest

A conflict of interest occurs 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 on behalf of NORSE.

It is your responsibility to avoid conflicts of interest. You shall act in the best interests of NORSE 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, you shall notify your manager in writing and disclose all relevant facts. You shall not participate in any transactions or other business arrangements on behalf of NORSE 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 NORSE’s interests or reputation.

Business transactions must be entered into solely for the best interests of NORSE. 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 their duty to the company and their self- interest.

You must not have interests outside the company in any business that competes with or provides services to NORSE or its subsidiaries, and/or that would affect your objectivity in carrying out your responsibilities.

You shall avoid doing business on behalf of NORSE 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.

Insider information

You must protect confidential business information and never use it for your own benefit, in particular when trading in shares or other securities or recommending anyone else to do so. Insider information can only be shared with individuals who are authorised and need this information in their work for NORSE.

You must not spread rumours, mislead with false information or manipulate prices.

Money laundering

You must conduct appropriate counterparty due diligence to understand the business and background of our prospective business partners and to determine the origin and destination of money and property.

You must not deal with payments in cash, which could be perceived to be generated from criminal conduct.

You must exercise specific caution if there are irregularities in the course of receiving payments.

9. Publicity and media relations

All inquiries regarding NORSE or any of our business partners or projects shall be referred to the Public Relations department and be handled by the CEO, or other individuals who have been specifically designated to speak on behalf of NORSE.

All public statements must be professional and accurate and seek to share all available information regarding the matter at hand, thus contributing to a transparent and objective coverage of the matter at hand.

10. Reporting / Notification of breach

If you are aware or have suspicions concerning any unprofessional conduct, said conduct shall immediately be reported to your manager or another NORSE manager you trust. If you fail to obtain a reaction or response to your notification or if you would prefer not to notify any of those identified above, you are urged to notify your manager.

Corporate Social Responsibility (CSR) Policy

NORSE is committed to contributing to creating a sustainable future by creating jobs, respecting all our stakeholders and by ensuring efficient use of our resources.

Purpose

NORSE contributes to sustainable development through our core activities and the use of our products and services. Our products and services contribute to more efficient operations, reduces environmental impact and we use natural resources efficiently.

NORSE is committed to operationalise our values and ethical conduct, strengthening the respect and dignity of individuals we affect.

This document describes the main principles that the owners, managers, and employees in NORSE will follow in order to incorporate socially responsible conduct. Ethical behaviour and social responsibility is ingrained in all our activities and decisions, and shall be fronted by all our people.

ISO 26000 is used as the framework for our CSR efforts.

Key CSR principles

1. Sustainability

NORSE integrates sustainability in the way we do business and take into account the interests of the societies and the ecosystems in which we operate in our decision-making. We strive to contribute to developing skills and opportunities in the societies in which we operate.

2. Human rights

NORSE respects human dignity and supports the principles of the Universal Declaration of Human Rights. We will ensure that our business activities exercise due care with relation to human rights, and handle risk situations associated therein.

We have a fundamental respect for all individuals, and will not accept any discrimination based on sex, race, religion, sexual orientation, age, ethnicity, political opinion or any other factor.

We find child labour inacceptable and will avoid suppliers who practice this.

3. Working conditions

NORSE will ensure appropriate and safe working conditions. Working conditions must adhere to national laws and regulations, and in the case of international involvement, be consistent with current international labour standards. The company will develop, implement and maintain guidelines for the working environment, based on working environment requirements, identified areas for improvement, challenging objectives and performance monitoring.

We acknowledge the importance of having strategic dialogue with key groups and organisations and seek to establish collective negotiation structures between the parties in the workplace where natural.

We shall not benefit from working relationships with partners, contractors, or subcontractors who base their practice on injustice, exploitation, or abuse.

4. Environmental protection

NORSE strives to avoid harmful environmental impact, and to contribute to sustainable development through efficient resource utilisation, recycling, and protection of the environment. The company must have a clear view of the effects of the company’s business decisions on the environment and implement any necessary actions to manage them.

5. Reputable business activities

NORSE will in all decisions, activities and communication maintain a high standard of integrity and transparency through maintaining best business practices and our focus on continuous improvement. We shall be acting comfortably within our values and ethical standards and within the law at all times. This means that we will be demanding, honest and reputable in our business activities, and in competition with others. We require high ethical standards of our people and everyone who acts on our behalf.

We will ensure anti-corruption and transparency on all sustainability issues and actively engage with key stakeholders.

6. Social commitment

NORSE wishes to make a positive contribution to society and the local community. This kind of commitment could, for example, be in the form of partnerships, voluntary work, local recruitment, involvement in education and culture, charity and sponsoring.

Health, Safety & Environment (HSE) Policy

NORSE is committed to protecting our people, the environment and our assets from hazards, accidents and harm.

No other aspects of our work is as important as safety, and no other aspects is given as much attention.

Safety of our operations, and in the use of our products, will never be compromised.

Key HSE principles

All persons working in or for NORSE are committed to:
  • HSE leadership – emphasise the importance of HSE by showing it inpractice through clear and visible leadership
  • Working environment – create a safe and healthy working environment, enabling all our people to do their job in the best possible manner
  • Training and necessary resources – provide our employees with the necessary framework conditions, resources, equipment and training to ensure safety in all our operations
  • Planning and risk assessment – plan our work and carry out risk assessments to identify risks
  • Mitigating actions – implement mitigating actions to reduce the risk to as low as reasonable possible
  • Monitoring and continuous improvement – monitor and assess our safety performance to ensure continuous improvement
  • Compliance – ensure that all our people understand their personal responsibility for conducting operations in a safe, environmental friendly and efficient mannerOur HSE policy is implemented at all levels in our organisation and is an integral part of all our operations.
NORSE is committed to monitor and assess our HSE performance to ensure continuous improvement.

Quality Policy

NORSE is committed to achieving a high degree of quality in all our activities, services and results.

NORSE is defined by the quality of our work, services and value delivered to our clients. We ensure high quality standards through our robust management system in which all processes, structures, procedures and deliveries are defined and described.

Key Quality principles

All persons working in or for NORSE are committed to:

  • Quality leadership – emphasise the importance of quality in everything we do by living our values every day through clear and visible leadership
  • Management system – ensure consistency and predictability through continuously improving our operations, and their description in the management system where responsibilities, accountability and mandates are clearly defined and understood
  • Training and necessary resources – provide our employees with the necessary framework conditions, resources, equipment and training to ensure consistent high quality in everything we do
  • Planning and execution – ensure proper planning and delivering rigorous execution, understanding and adjust to changes in the framework conditions we work under
  • Monitoring and continuous improvement – monitor and assess our operational and quality performance to ensure continuously improving an effective business management system
  • Compliance – be updated on and understand all requirements set by customers, contractors, ourselves, national legislation and international standards
  • Stakeholder management – interact with suppliers, sub-contractors, customers, regulatory bodies and other relevant stakeholder.

Our quality policy is implemented at all levels in our organisation and is an integral part of all our operations.

We believe that a continuous focus on quality in everything we do, every day, is the best way to ensure quality deliveries to our employees, customers and shareholders.

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