The ILS Group Limited Code of Conduct

Message from the Chairman

Reputation is a precious asset for individuals and businesses alike. It can be sculptured and nurtured over decades, but it is fragile and can be tainted by our actions or inactions. It is crucial that as we guide the business through the cultural challenges and the ethical dilemmas posed by operating across borders, time zones and cultures, individuals facing these challenges are clear about the principles and framework used to assist in ethical decision making.

This Code of Conduct describes our expectations for our business conduct and provides a reminder of the standards expected by our internal controls and our own consciences for the management of risks, adherence to regulatory and supervisory standards, respect for each other and the business, conflicts and fraud to name a few. Our moments of truth are the ethical decisions we make each day that influence and impact each other, the business and the wider community that directly impact reputations. A bad choice or poor judgement can damage reputations that will have a lasting effect on us all.

The Code of Conduct cannot cover all situations you may face but it provides basic guidelines to the ethical behaviour that encourages us to make the right choice. We need to be committed to reporting infringements of the Code of Conduct as soon as they arise, and we will not accept negative or retaliatory action against employees who raise legitimate and honest compliance concerns.

Each of us has an obligation to each other and the business to act in accordance with the Code of Conduct and seek guidance in situations where the right ethical decision is unclear.

We must all make the Code of Conduct a vital and integral element of everything we do at ILS.

Chris Eaton

Why we have a Code of Conduct
Our stakeholders (whether they are regulators, business partners, customers, the communities we operate in or the directors and owners of ILS) expect us to conduct business through lawful and ethical means. All business and the relationships within them are built on trust; we cannot operate effectively without that trust. The Code of Conduct reflects the personal commitment for us to earn this trust, the standards expected under the policies we adhere to, and the values ultimately generated by the individuals (whether director, owner, or employee) adhering to them.

Scope of the Code
This Code of Conduct applies to all ILS staff regardless of jurisdiction, subsidiaries, joint ventures, and commonly owned affiliates. We expect individuals representing ILS to share our commitment to ethical decision making that is communicated in this Code of Conduct and through The ILS Group/or local office policies and procedures.

The ILS Code of Conduct

Adherence to Laws and ILS policy
We follow the laws, regulations, and guidance of the countries where we operate and adhere to the accepted standards of The ILS Group and/or the local office policies and procedures.

Culture of Respect
We are all participants and owners in promoting a culture of integrity through mutual respect and trust in each other and a high standard of ethics in all business dealings.

Protection and Proper use of Company Assets
We will use company assets for company business only and claim reasonable and relevant business expenses with supporting documentation in an honest and transparent manner. We will not use company assets for personal use without the ultimate authority of the Group board and any such usage will be promptly reported and any reimbursement or reinstatement of such assets will be made to the business in accordance with the authority given.

Shared Commitment to act Honestly
We personally set examples to each other, clients and other stakeholders by being honest, truthful and acting in good faith in all our business dealings with each other, clients, other stakeholders and the communities we work in.

Record Keeping, Financial Controls and Transparency
We are all participants in maintaining accurate company and financial records in an honest, ethical and transparent manner and will not distort, falsify, mislead, misstate or pressure others to distort, falsify, mislead or misstate any financial record or expense claims of the business.

Conflicts of Interest
We disclose any conflicts of interest that might influence our ethical business judgement and endeavour to avoid any impropriety or appearance of impropriety in our dealings with others. We will disclose any potential conflict arising for example from a family member having a competing financial or personal interest in a company, supplier or client of ILS, making it difficult to fulfil our role impartially or because of a secondary employment that might conflict with our primary duty to ILS.

We do not exchange gifts or hospitality to influence a business decision and will report all inappropriate gifts or hospitality to the relevant department, local or Group director. We do not exchange inappropriate gifts for example a gift basket filled with fine wines or the exchange of expensive watches.

Bribery and Corruption
We do not tolerate acts of bribery or corruption and will never accept anything of value to establish, maintain or gain business unfairly. We act honestly and fairly and will not make or accept facilitation payments regardless of local customs or common practice and will report instances of bribery in accordance with ILS Group or local office policy.

Fraud Prevention
We promote a culture of prevention and detection of internal and external fraud and will not knowingly participate in, cover up or commit a dishonest or deceitful act against ILS, its clients, suppliers, or other stakeholders. We will report any suspicions of fraud in accordance with Group or local office policy and procedure.

Prevention of Tax Evasion
We promote the use of ILS services in accordance with ethical and legal standards and will not knowingly establish, administer, or transfer in a structure, entity or execute a transaction that has been created for the purposes of tax evasion.

Prevention of Money Laundering and Terrorist Financing
We promote a culture of prevention and detection of money laundering and terrorist financing and will report any suspicions or knowledge of such criminal activity in accordance with the relevant ILS AML/CFT Manuals and associated regulations.

Data Protection and Confidentiality
We promote a culture of confidentiality and adherence to data protection principles in our daily actions and maintain all data confidentially during its processing. We will report any instances where the integrity of data has been compromised promptly to the Data Protection Officer.

Care in the Community
We will nurture a culture of respect, support and compassion for the local community through local events and charities supported by the business and will not pressure the business or each other to support the causes we personally champion or use company assets for personal endeavours unless approved by the Group board.

Use Social Media Responsibly
We will not use derogatory language on any social media post made for or in respect of ILS and any such posts will be respectful. Any opinion of the writer will be clearly labelled as a personal opinion and not expressed on behalf of ILS.

Personal Responsibility to Report
We hold each other accountable to this Code of Conduct and will promptly report genuine infringements to a Group Director and we do not tolerate any negative action, retaliation, or participation in retaliation against any of us for raising legitimate compliance concerns.