Filtrona Standards of Business Conduct Policy (Code of Ethics)

Filtrona is committed to ensuring that business is conducted in all respects according to rigorous ethical, professional and legal standards. Adherence to applicable local laws and regulations, and the application of common sense, logic and the basic standards of behaviour expected in the society the Company participates in, should guide each employee in determining the correct course of action that supports these standards in their daily working lives.

Employees must not seek or accept from any person, company or organisation, or offer to any person, company or organisation, any gift, service, hospitality or favour that goes beyond reasonable accepted practice or common courtesies consistent with the local ethical business standards or where the acceptance or offering of such gift, service, hospitality or favour may be construed as seeking to influence a business decision or procure an improper advantage.

Under no circumstance should gifts of money be accepted or offered.

Any gift, service, hospitality or favour of unusual size or questionable nature must be reported immediately by employees to their line manger.

The standards of business conduct for Filtrona, set out below, provides employees with guidance on personal conduct. While it is impractical to try to cover every potential circumstance, the following descriptions of the standards are intended to assist employees. A guiding principle should be that neither Filtrona’s overall integrity nor its local reputation would be damaged if full details of the business practice or transaction were publicly disclosed.

Standards

Conflicts of interest
All employees should avoid situations where personal interests could conflict, or appear to conflict, with the interests of Filtrona companies. Filtrona’s reputation depends not only on high quality services and products but also on the manner in which relationships with suppliers, government officials, organisations and others outside Filtrona are conducted. Each employee must ensure that any conduct does not provide, or give the appearance of providing, personal gain at the expense of the Company or any external business contact.

Making or receiving of illegal payments or inducements, such as bribes, are contrary to the policy of Filtrona and the funds and resources of Filtrona shall not be used directly or indirectly for any such purpose.

Compliance with laws, rules and regulations
Filtrona companies and their employees must observe the laws, rules and regulations of each country in which they operate. If there is any doubt guidance should be sought from the line manager who will decide whether to obtain specific legal advice.

Employees who are involved in the preparation of any information that will be included in any public communication to shareholders or investors or in any document or report that will be filed with the London Stock Exchanges or the UK Listing Authority must ensure that such information is full, fair, timely and understandable.

Dealing in Filtrona shares
Employees must not disclose unpublished ‘price sensitive’ information to any person, whether or not an employee. All non-public information should be considered inside information and should never be used for personal gain. Such action is unlawful in many countries.

Filtrona has a Code of Dealing, known as the Model Code, which details when affected employees and associated persons may deal in the shares of the Company. The Filtrona Code of Dealing in relation to the purchase, sale or other dealing in the shares of Filtrona plc should be observed at all times. Copies are available from the Company Secretary. Most notably, affected employees and associated persons should always obtain prior consent from the Company Secretary before dealing in the Company’s securities.

Protection of confidential information
No employee shall without proper authority access, modify, disclose or make use of any trade secrets, confidential commercial Filtrona or personal information for any purpose other than legitimately carrying out their duties. The obligation of confidentiality extends after employees cease working for the Filtrona and covers disclosure to others.

Protection and proper use of Company assets
Company assets provide the foundation with which to provide services and products worldwide. Employees are responsible for the protection and wise stewardship of these assets. This includes being responsible for the establishment of, and adherence to, procedures that ensure our assets are not put in jeopardy or used wastefully. Whether it is responsibility for, for example, efficient plant and office maintenance, energy conservation, security, protection of information or effective control procedures (including personal expenses), every employee must seek to use all resources with efficiency, honesty and the highest standards of care.

Employees are prohibited from taking for themselves business opportunities that arise through the use of corporate property, information or position. This includes obtaining personal gain or competing with the Company.

Relationships with customers and suppliers
Employees have the responsibility to ensure there are no compromises in delivering the highest standard of services and products and that every aspect of operations which impacts upon quality, promotes and reflects these standards. No one should take unfair advantage of anyone through manipulation, concealment, abuse of privileged information or misrepresentation of material facts.

Our employees
Employees should be treated and treat each other with respect, courtesy and decency. Disparagement, harassment or negative comments regarding fellow employees or business contacts are inconsistent with these Filtrona Standards of Business Conduct Policy (code of ethics), and every employee should refrain from, and should discourage, such behaviour.

All Filtrona companies are committed to offering equal employment opportunity, including access to training, development and promotion opportunities, based upon the position and each employee’s abilities, performance and commitment to these standards. Specifically, it is contrary to these standards for there to be any discrimination that contradicts Filtrona’s Human Resources Policy.

Each employee is to ensure that their conduct does not place personal safety or the safety of others in jeopardy. This requires an active participation in maintaining a safe working environment and includes observance of established safety procedures and making recommendations for changes where they are needed. In all circumstances, including when travelling on Company business, each employee is to conduct themselves in a professional, mature and responsible manner at all times.

Compliance with this code and reporting of any unethical behaviour
Employees are expected to comply with the Filtrona Standards of Business Conduct Policy. Failure to do so will result in disciplinary action being taken which in the case of serious breaches could lead to dismissal.

Filtrona must be made aware of failure to adhere to the above standards. The details of any concern should be reported honestly, accurately and without malice. We will respect the wishes of staff raising concerns if they ask for confidentiality, but Filtrona may need to act to protect its employees, clients and business. In the first instance, any concerns should be raised with the individual’s line manager, director in charge or any other senior person within Filtrona with whom the employee feels comfortable. They will either act on the information or pass it to the relevant person who can deal with it.

If the matter is not dealt with in a manner the employee feels is appropriate, or it is not possible to discuss the matter with the line manager for any reason, the matter should be reported to the Director of Group Human Resources or Company Secretary based at Avebury Boulevard, Milton Keynes. If the matter is connected with an Executive Director the matter should be reported to the Chief Executive. If the matter relates to another main Board Director, the matter should also be reported to the Chairman or as appropriate the senior Non-executive Director. Employees may call or email these individuals when it is convenient for them. They will either speak to or arrange to meet on or off Filtrona's premises, and outside office hours if necessary.

Employees should be satisfied that, in making a disclosure, they are acting in good faith and genuinely believe that the information and allegations are substantially true. Filtrona will respect the wishes of employees raising concerns if they ask for confidentiality, but Filtrona may need to act to protect its employees, clients and businesses. Appropriate steps will be taken to ensure that the working environment and/or working relationship are not prejudiced as a result of the disclosure.

Filtrona may also take advantage of the full range of disciplinary sanctions against any employee who acts or attempts to act in a way prejudicial to an employee as a result of them making a qualifying disclosure, which may ultimately result in reporting their actions to the appropriate regulatory/enforcing body.

Filtrona reserves the right to treat malicious or false allegations under the appropriate local disciplinary procedure.

Scope
Every employee, director and officer of Filtrona is expected to comply with these standards and to behave in a mature, professional and responsible manner.

Responsibilities
Any amendments to the policy must be approved by the Board and disclosed.

The Chief Executive is the sponsor of the Standards of Business Conduct Policy.

Filtrona Business Heads are responsible for implementing, promoting and monitoring compliance with the Policy throughout their businesses.

Filtrona Line of Business Heads shall report compliance with the Standards of Business Conduct Policy annually through the Company Secretary and the Director of Group Human Resources.