Spirit. The TTS GROUP ASA

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1 Spirit The of TTS TTS GROUP ASA

2 TTS VISION The global supplier of handling systems to the marine and offshore industry that has the strongest focus on end user satisfaction. 2

3 CLOSE TO CUSTOMERS Our vision means that we have to be close to the customers so as to be in a position to receive «the first and last call». The first call: The customer invites TTS to participate in a project with solutions and basic design. The last call: As a preferred supplier, we are asked to participate if we can match price and specifications. END USER SATISFACTION The feedback we get from customers indicates that our main success factors are: Confidence and reliability Problem-solving ability Competence in providing technical solutions Price Operating cost Quality Response time Service network Flexibility Branding and reference list 3

4 OUR CORE VALUES In order to achieve our vision we need to create a company where our relationships are characterized by these core values: Integrity Openness and honesty Loyalty Initiative 4

5 COMPANY CULTURE The TTS group is the result of many acquisitions. To build a strong group, there must be a common culture characterized by: Fair and professional environment Building confidence Treating employees with respect Global organization, local operation 5

6 MANAGEMENT To develop and sustain the company culture, TTS needs a management that is consistent and characterized by the following: Action-minded Focus on Corporate Objectives Motivating behavior 6

7 ACTION-MINDED Professional and knowledgeable of our business Operational attitude Responsibility Decisive Focus on execution FOCUS ON COPORATE OBJECTIVES Loyalty to corporate decisions Cooperative attitude Utilize synergies between companies No sub-optimization MOTIVATING BEHAVIOUR Create assignment clarify expectations, parameters and time frames Creating trust encourage people to take initiative and use their judgment Creating concern for others give people space, establish fair systems and unite people with purpose 7

8 Ethical guidelines 1 GENERAL GUIDELINES TTS is a publicly listed company that operates globally, and has obligations and responsibility as such. OECD has published Guidelines for Multinational Enterprises, which is an international basis for business conduct. TTS is committed to following these guidelines and contributing to the improvement of international business standards and practices, especially with regard to questions of corruption, labour relations and the global environment. TTS conducts our activities in a manner that respects human rights as set out in the UN s Universal Declaration of Human Rights and the core conventions of the International Labour Organization supports our licence to operate. At TTS we expect the conduct of all employees, whether internally or customer facing, to be characterised by our core values: Integrity Openness and honesty Loyalty Initiative 2 CONFLICT OF INTEREST At TTS we hold the interests of the company above all else. Any conflict of interest between the company and the private concerns of an employee must be made known to the management, and the employee must step aside in any related decision-making. This requirement includes both when the TTS employee has a direct or indirect financial interest in another party, or when other circumstances might undermine the employee s own impartiality or integrity. The same applies to the interests of the employee s spouse, partner, close relative or any other person with whom they have a close relation. No current TTS employee may work for, or have financial interests in, competing companies, suppliers or customers. TTS property is for business use only and not for the private use of an employee. TTS employees in receipt of sensitive or confidential information must handle it with care and must not disclose it to any party that is not directly concerned with the business. As a publicly listed company, TTS is obliged to keep all insider information confidential. Insider information is precise information capable of significantly affecting the price of securities, and which is not publicly available or commonly known to the market. 8 TTS employees must protect confidential business information and never use it for their own benefit or recommend anyone else to do so.

9 3 COMMUNICATIONS Communications are a reflection on TTS. TTS employees shall ensure that they adhere to rules and follow guidelines. Inappropriate, inaccurate or careless communication can create serious reputation, liability and compliance risks for TTS. Any written or oral communications made public on behalf of TTS is a public disclosure. Listed company like TTS must provide the public with true, accurate, consistent and not misleading information. 4 RELATIONS TO THIRD PARTIES TTS does not tolerate bribery, inside dealing, market abuse, fraud or money laundering. Facilitation payments are bribes and must not be paid. TTS employees must avoid any real or potential conflict of interest and never offer or accept inappropriate gifts or hospitality. TTS shall under no circumstance violate local anti-corruption laws in the jurisdictions we operate in. 4.1 Relations to customers Contact with our customers shall be of a professional and trustworthy nature in order to build confidence. TTS shall keep our promises to our customers and respond promptly when required. TTS shall not compensate customers individual employees with the intention of gaining advantage. Any doubt regarding conduct of this kind shall be forwarded to the TTS group management. TTS shall never make transactions with companies or persons that are under embargo. Each TTS unit shall establish systems to support and monitor compliance with relevant embargo rules. 9

10 4.2 Relations to suppliers TTS treats all suppliers equally, professionally and with respect. TTS chooses the suppliers that optimise the TTS Group s value adding process. TTS employees shall not receive any undue gifts or valuables from suppliers. To ensure openness within TTS, a TTS employee shall report to his/her leader any gift or other benefit, including hospitality, received with a value exceeding NOK 300. When negotiating frame agreements with suppliers or individual agreements exceeding NOK 1 mill, two TTS employees shall always meet the supplier together. TTS shall never make transactions with companies or persons that are under embargo. Each TTS unit shall establish systems to support and monitor compliance with relevant embargo rules. 4.3 Relations to competitors TTS employees shall only speak of competitors professionally and with respect. 4.4 Relations to agents and other intermediaries Agreements with intermediaries must be in writing and sufficiently describe the relationship between TTS and the intermediary. The compensation for an intermediary must be proportional to the service rendered, and may only be paid against satisfactory documentation. 5 RELATIONS TO COLLEAGUES TTS promotes equal opportunities for employees regardless of sex, ethnic and cultural background. TTS employees shall be treated with respect. All employees are responsible for contributing to a working environment that is perceived as fair, open and professional. We are dependent on the best possible cooperation across borders, between companies and between employees. Hence TTS employees shall be open to different viewpoints, feedback and constructive input for improving the company s operations and services. 6 INFORMATION AND IT SYSTEMS Intellectual, physical and financial corporate assets are valuable, protected and managed properly. Personal data and intellectual property must be safeguarded. Information technology and communications facilities should be used responsibly. 7 INTOXICANTS TTS is a drug-free workplace. TTS employees or subcontractors to TTS are not permitted to be under the influence of intoxicating substances, including alcohol, while at work for TTS. 10

11 8 WHISTLE BLOWING AND MISCONDUCT Any wrongful conduct within the TTS group shall be reported to a superior and registered, so that corrective actions may be taken by the management. CONFIRMATION All employees of TTS Group shall confirm that they have read and understood the Ethical Guidelines. What concerns should be reported? Criminal activities and other violations of law Violations of health, safety and environment (HSE) regulations Infringements of the TTS Corporate Code of Conduct Violations of generally accepted rules of conduct or ethical standards Other wrongful conduct Reporting may be done through , or through the reporting link on the TTS intranet. Reporting may be anonymous. The management shall handle reports seriously and ensure that the reporter is protected from any negative consequences of their reporting. 11

12 REV 15-10/TTSCORP

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