Doc - NNF/SCC/01

Rec – ‘0’ Dated 15-12-2019

NNF Tech Pvt. Ltd.

Supplier
Code of Conduct

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Contents:
1. Scope & Purpose 3

2. Our Core Values .......................................................................................... 4

3. Ethics

4. Human Resource

5. Health, Safety, Environment & Quality 9

6. Compliance 11

7. Right To Conduct Audit

8. Identification of Concerns Regarding Violation & Corrective Action

9. Acknowledgement Sheet

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Scope & Purpose

This is Supplier Code of Conduct articulates NNF Tech Pvt. Ltd.’s & its affiliates’(‘’NNF’’)
expectations of the conduct of supplier and business partners doing the business with NNF
(‘’Suppliers’’). Supplier are expected to understand and act consistent with NNF’s approach
to integrity, responsible sourcing, and supply chain management. NNF expects that its
suppliers will cascade similar expectations through their own supply chains.

NNF expects to do business with suppliers that meet our standards and behave
consistent with, and positively reflect, NNF throughout the supply chain.
NNF chooses its suppliers carefully, and expects that they will satisfy
contractualrequirements, comply with laws, regulations, and act in a way
consistent with theprinciples and values of our NNF Code of Conduct, Winning
with Integrity, and this Supplier Code of Conduct.

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Our Core Values
The below mentioned values underline our work, act as guiding principles by
helping us improvise strategies to fulfill our mission. These seven values lay the
foundation on which we perform work and conduct ourselves.

Spirit of Accomplishment

Appropriate Attitude

Never Dying Passion for Excellence

Dynamic

Honest

Accountable

Reliable

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Ethics
To meet social responsibilities, suppliers are expected to conduct their business in
an ethical manner and to act with integrity. Ethical requirements include the
following aspects:
Privacy & Intellectual Property
Suppliers will safeguard and make only appropriate use of confidential information

property rights are protected.

Protecting NNF Assets,

The supplier must maintain physical and electronic security for all confidential

confidential or proprietary information of any kind. Face-face discussions should

be conducted in a secure location.
If confidential information to be discussed or exchanged between NNF and the
supplier, or the supplier and a Third Party, the parties must first ensure that a
confidentiality or Non-Disclosure Agreement has been signed and is being
complied with.
The assets of the NNF shall not be misused but shall be employed for the purpose
of conducting the business for which they are duly authorized. These include
tangible assets such as equipment and machinery, systems, facilities, materials and
resources as well as intangible assets such as Intellectual Property Rights,
Knowhow & Technology, proprietary information, relationships with customers
and suppliers, etc.

Conduct
All personnel of the supplier shall deal on behalf of their company with
professionalism, honesty and integrity, as well as high moral and ethical standards.
Such conduct shall be fair and transparent and be perceived to be as such by third
parties. The supplier shall not make false statements or provide misleading
information regarding its products or their performance, including the safety and
environmental attributes of the products.

Fair Competition
Supplier shall not exchange information or enter into agreements with competitors,
customers or suppliers in a way that inappropriately influences the market place or
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outcome of a bidding/negotiation process. Suppliers will conduct their business in
line with fair competition and in accordance with all applicable anti-trust laws.

No-Political Involvement
The supplier shall refrain from using its assets for promotional activities/interests of
political parties or candidates for public office & shall observe neutrality with
regards to them.

Money Laundering
The supplier shall not accept, facilitate or support money laundering.

Identification of Concerns
Suppliers will provide means for their employees to report concerns or potentially
unlawful activities in the workplace. Any report should be treated in a confidential
manner. Suppliers will investigate such reports and take corrective action if needed.

Gifts & Donations

Suppliers are expected not to practice or tolerate any form of corruption, extortion
or embezzlement. They shall refrain themselves from giving or receiving anything
of value, including money, gifts or unlawful incentives to improperly influence
negotiations or any other dealings with NNF.

Conflict of Interests
If a supplier is considering investing in any customer, supplier, developer or
competitor of the NNF, he or she must first take care to ensure that these

investments
that information to be given while making such an investment.
The duty of all personnel of supplier towards the NNF demands that he or she
avoids and discloses actual and potential conflicts of interest. A conflict of interest
exists where the interests or benefits of one person or entity conflict with the
interests or benefits of the NNF.
Notwithstanding that conflict of interest exist due to any historical reasons, adequate
and full disclosure by the supplier should be made to the NNF's management

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Human Resources
Suppliers are expected to protect the human rights of their employees and to treat
them with dignity and respect. This includes the following aspects:
Equal - Opportunities Employer

corporate policy. Typical discriminatory treatment takes into consideration

consciously or unconsciously irrelevant characteristics of an employee such as
race, national origin, gender, age, physical characteristics, social origin, disability,
union membership, religion, family status, pregnancy, sexual orientation, gender
identity, gender expression or any unlawful criterion under applicable law. Suppliers
will ensure that their employees are not harassed in any way. Bayer encourages
suppliers to provide an inclusive and supportive working environment and to
exercise diversity when it comes to their employees as well as in their decisions to
select subcontractors.

Fair Treatment
Employees of the Supplier shall be treated with dignity and in accordance with
maintaining a work environment free of sexual harassment, whether physical, verbal
or psychological, corporal punishment, mental or physical torture.

Child Labor/Forced Labor Avoidance

The supplier shall not use child labor. Also, supplier shall not use involuntary labor
of any kind, including prison labor, debt bondage or forced labor. Additional
standards include the following: -

of birth, employment and training history. NNF reserves the right to review this
information whenever required.
B) A supplier must comply with all applicable child labor laws, including those
related to hiring, wages, hours worked, overtime and working condition.

Working Hours, Wages and Benefits

Working hours for
applicable national law. Compensation paid to employees will comply with
applicable national wage laws and ensure an adequate standard of living. Unless
otherwise provided by local laws, deductions from basic wages as a disciplinary
measure will not be permitted (this does not exclude the entitlement of damages on
a contractual or legal basis). Suppliers are expected to provide their employees with
fair and competitive compensation and benefits.

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Human Rights
The supplier shall support and respect the protection of internationally proclaimed
human rights and make sure his company is not complicit in human rights abuses.

Freedom of Association
Suppliers will be committed to an open and constructive dialogue with their

will respect the rights of their employees to associate freely, join labor unions, seek
representation, join works councils and engage in collective bargaining. Suppliers

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Health, Safety, Environment & Quality
Suppliers are expected to provide a safe and healthy working environment and, if
applicable, safe and healthy company living quarters, and to operate in an
environmentally responsible and efficient manner. Suppliers will integrate quality
into their business processes. This comprises the following aspects:

Health, Safety, Environmental and Quality Regulations

Suppliers will comply with all applicable quality, health, safety and environmental
regulations. All required permits, licenses and registrations will be obtained,
maintained and kept up-to-date. Suppliers will fulfill their operational and reporting
requirements. The supplier should have strict procedures that prevents the use of
illegal drugs or alcohol in the factory and that prevent impaired employees form
working.

Protecting Environment
The supplier must comply with all applicable environmental/pollution control laws
and regulations.

Corporate Citizenship

corporate citizen, not only in compliance with all relevant laws and regulations, but
also by actively assisting in the improvement of the quality of life of the people in
the communities in which it operates, with the objective of making them self-reliant.
Such social responsibility would comprise: initiating and supporting initiatives in
the field of community health and family welfare, vocational training, education and
literacy, providing employment to physically challenged people and encouraging the
application of modern scientific and managerial techniques and expertise.

Process Safety
Suppliers will have safety programs in place for managing and maintaining all their
production processes in accordance with the applicable safety standards. Suppliers
will address product-related issues and their potential impact during all stages of the
production process. For hazardous installations the supplier will conduct specific
risk analyses and implement measures that prevent the occurrence of incidents such
as chemical releases and/or explosions.

Emergency Preparedness, Risk Information and Training

Suppliers will make available safety information on identified workplace risks and

protected. Suppliers will identify and assess likely and potential emergency

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situations in the workplace and minimize their impact by implementing emergency
plans and response procedures.

Waste and Emissions

Suppliers will have systems in place to ensure the safe handling, movement, storage,
recycling, reuse and management of waste, air emissions and wastewater discharges.
Any of these activities that have the potential to adversely impact human or
environmental health will be appropriately managed, measured, controlled and
handled prior to release of any substance into the environment. Suppliers will have
systems in place to prevent or mitigate accidental spills and releases into the
environment.

Resource Conservation and Climate Protection

Suppliers are expected to use natural resources (e.g. water, sources of energy, raw
materials) in an economical way. Negative impacts on the environment and climate
will be minimized or eliminated at their source or by practices such as the
modification of production, maintenance and facility processes, material
substitution, conservation, recycling and material reutilization. Suppliers will
engage in the development and use of climate-friendly products and processes to
reduce power consumption and greenhouse gas emissions.

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Compliances
Suppliers are expected to implement management systems to facilitate compliance
with all applicable laws and to promote continuous improvement with respect to the
expectations set forth in this Supplier Code of Conduct. This includes the following
aspects:

Legal and Other Requirements

Suppliers will comply with all applicable laws, regulations, contractual agreements
and generally recognized standards.

Regulatory Compliance
All personnel of the supplier shall, in his or her business conduct, comply with all
applicable Laws and regulations, both in letter and in spirit, in all the territories in
which he or she operates.

Accounting & Reporting

All financial transactions shall be reported in accordance with generally accepted
accounting practices, and the accounting records must show the nature of all
transactions in a correct and non-misleading manner.

Prohibition of Insider Trading

Suppliers who have access to non-public information, are not allowed to buy or sell
NNF shares or any other financial instrument that relates to NNF share, such as
futures or options. In addition, he may not induce anyone, by giving advice or in
some other manner, to undertake such trading.

Tax Laws Compliance

The supplier shall comply with the tax laws and regulations of country in which it
operates. Where tax laws do not give clear guidance, prudence and transparency
shall be the guiding principle.

Training and Competency

Suppliers will establish appropriate training measures to allow their managers and
employees to gain an appropriate level of knowledge and understanding of the
contents of this Supplier Code of Conduct, the applicable laws and regulations and
generally recognized standards.

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Right to Conduct Audit
NNF reserves the right to conduct a full audit if necessary to ensure compliance of
Supplier Code of Conduct.

Information to NNF Regarding Violation & Corrective Action

If NNF determines that a supplier has violated this code, the supplier must provide
information relating to the incident(s) and show within 30 days the action taken to
correct the condition. NNF may follow up to make sure the condition has been
corrected.
NNF expects its suppliers to comply with the conditions of the Supplier Code of
Conduct and maintain a system to monitor compliance.

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Acknowledgement
I acknowledge that I have received the NNF Tech Pvt. Ltd. Code of Conduct.
I have read and understood the NNF Tech Pvt. Ltd. Code of Conduct and I
acknowledge thatas NNF Tech Pvt. Ltd. supplier, I shall comply with the
guidelines described therein and failure to do so may subject me to action as per
relevant company policies.

Supplier Name :-

Official Name :-

Designation :-

Date :-

Signature :-

Seal of Supplier :-

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