INTRODUCTION

At NetComm Wireless we share a commitment to operate with the highest level of integrity and ethics in the conduct of business. Operating with a strong sense of integrity is critical to maintaining trust and credibility with our employees, customers, partners, shareholders and other stakeholders. Creating an environment of transparency in the conduct of business is a high priority for all of us.

PURPOSE

The purpose of this Code is to provide a framework of standards that all NetComm Wireless employees, contractors, managers and Board of Directors are expected to uphold. 

This code outlines these standards and responsibilities together with the consequences of engaging in behaviour that breaches a standard / principle of this code.     

PRINCIPLES

Our Code of Conduct is our promise to operate with the underpinning principles of honesty, transparency, equity and integrity in dealings with our stakeholders. 

We expect that the conduct of those representing the Company will be in accordance with these principles. Everyone from the members of the Board of Directors and the executive management team to each individual team member and contractor, will be held accountable for meeting these principles.

This Code contains the standard of behaviour in conducting business. It also contains our responsibilities to our employees, customers, suppliers, shareholders and other stakeholders and includes:

  • Compliance with laws, rules and regulations (including insider trading laws)
  • Protecting confidential and other proprietary information and that of our customers and vendors
  • Protection and proper use of Company assets
  • Treating team members with respect and protecting human rights
  • Dealing with conflicts of interest
  • Promoting full, fair, accurate, timely and understandable disclosure in financial reports and other public communications
  • Protecting the environment
  • Supporting the reporting of any unlawful or unethical behaviour

These responsibilities are further outlined in this Code.

OUR STANDARDS & RESPONSIBILITIES

Compliance with laws, rules and regulations

NetComm Wireless shall comply with all laws and regulations that apply to its business. In the normal course of business employees may encounter a variety of legal issues. It is the responsibility of each employee to seek appropriate advice on relevant legal requirements and other legal issues . In these situations, employees should speak with their immediate supervisor in the first instance with any required escalation to the Company Secretary.

In addition to compliance with all relevant laws, regulations and standards in all the countries in which we operate, all NetComm Wireless Group Entities and employees shall comply with the Code of Conduct even if it stipulates a higher standard than that required by national laws or regulations.

Protecting information

Protecting NetComm Wireless confidential and proprietary information and that of our customers and vendors is the responsibility of anyone managing or with access to such information.

Non-authorised access, use and /or disclosure may damage NetComm Wireless or the third party. Therefore, no employee or contractor is allowed access, use or disclosure of information unless proper authorisation has been given to do so. If an employee / contractor is ever in doubt of authorisation, they must seek instructions and clarity of appropriate access before proceeding with work.

Employees must also ensure their actions safeguard Company information. This can be done by ensuring:

  • passwords are never shared or divulged,
  • information is not stored on personal computers / devices or media storage (e.g. USB)
  • only verified email attachments are opened and any suspicious emails are reported to the NetComm Wireless IT department.

Protection and proper use of Company assets

NetComm Wireless has a wide variety of assets, including physical assets, proprietary information and intellectual property. Custodians (including employees, contractors and third parties) of such property are responsible for protecting NetComm Wireless property entrusted to them and for helping to protect NetComm Wireless assets in general. To do this, custodians must be aware of and understand NetComm Wireless security procedures. They must be alert and report any loss, or risk of loss, of NetComm Wireless property to the Chief Financial Officer or their manager as soon as they become aware of a loss or potential risk of loss.

Intellectual property includes a variety of properties, for example, computer programs, technical documentation and inventions. Certain intellectual property is, or can be made, subject to special protection through copyright, patent protection, trademark right, etc.

Intellectual property is an asset of utmost value to NetComm Wireless and must be treated with appropriate care. If in doubt of how to protect this valuable asset, employees / contractors must seek instructions from their manager.

Intellectual property created by an employee during the course of their employment is transferred and assigned to NetComm Wireless by law and/or their employment contract or other agreement, with the exceptions stated in international conventions, laws and their agreement with NetComm Wireless.

Treating employees with respect

At NetComm Wireless our people are at the heart of what we do, our greatest asset. All employees are treated with respect, dignity and are valued by the Company. 

NetComm Wireless supports the United Nations Global Compact initiative, covering the issues of human rights, abolition of child labour, labour standards, environmental management and anti-corruption. The Compact’s ten principles are outlined in more detail via this link: http://www.unglobalcompact.org.au/about/principles

Suppliers and their subcontractors shall be required to comply with this Code of Conduct and to verify compliance.

  • Equal Opportunity and Elimination of Discrimination

    All kinds of discrimination based on bias is prohibited such as discrimination based on race, colour, sex, sexual orientation, marital status, pregnancy, parental status, religion, political opinion, nationality, ethnic background, social origin, social status, indigenous status, disability, age, union membership and any other characteristic protected by local law, as applicable. Employees must be treated with respect and dignity. Physical or verbal abuse or other unlawful harassment and any threats or other forms of intimidation are prohibited.

    Decisions on recruitment for job applicants will be based on merit. Decisions on remuneration, training, promotion and other workplace benefits for existing employees will equally be based on merit.

  • Health and Safety

    The health and safety of employees, contractors and visitors is of prime importance to NetComm Wireless.  A healthy and safe working environment is provided for employees, contractors and visitors in accordance with international standards and national laws.

    The Company is also committed to providing health and safety information and training to employees to ensure a safe workplace.    

    NetComm Wireless believes it’s everyone’s responsibility to ensure that employees, contractors and visitors comply with Health and Safety policies and processes at all times to protect their health and that of others.

    More information can be found in our Work Health and Safety policy.

Dealing with conflicts of interest

At NetComm Wireless, we make business decisions based on the best interests of the Company rather than personal considerations or relationships.

  • Conflict of interest

    A conflict of interest arises when anything influences or interferes with, an employee’s ability to exercise independent judgment in the best interests of NetComm Wireless. Situations must be avoided where personal interest may conflict with, or even appear to conflict with, the interests of the Company.   If an employee is concerned they may have a conflict of interest, real or perceived, or are unsure, they must disclose and discuss this with their immediate line manager.

  • Anti-corruption

    The Company will not tolerate any form of extortion or bribery, including improper offers for payments to or from employees or organisations. Employees may not offer or accept gifts, reimbursements or entertainment to or from a third party that would constitute a violation of laws or that could affect or appear to affect the professional judgement of the employee. All gifts over the value of AU$100 must be recorded on the Gifts and Gratuities Register which is managed and maintained by the CEOs Office.

Disclosure – Financial reporting and communication

NetComm Wireless follows strict accounting principles and standards, to report financial information accurately and completely and to have appropriate internal controls and processes to ensure that accounting and financial reporting complies with law, regulations and stock exchange listing requirements.   

NetComm Wireless’ Shareholder Communication Policy and Listing Rule 3.1 Compliance Policy and Rules explains in detail our commitment to continuous disclosure, communication and financial reporting requirements.

Environment

The Company is committed to pursuing industry specific best practices in environmental performance by undertaking its activities in an environmentally responsible manner and effectively managing any aspects that may lead to an impact on the environment.  Environmental management is accepted as an essential element of effective and efficient business that must be properly considered and integrated into all elements of NetComm Wireless’ operations.

Our commitment is outlined in further detail within our Environmental Policy document.

Reporting violations / Whistleblower

It is every individual’s responsibility to speak up if they experience or witness unethical behaviour. As outlined in the NetComm Wireless Whistleblower Policy, if an employee believes there has been a violation of laws, or the Code of Conduct or with an ethical concern, the employee should speak with their manager or call the Whistleblower service.

The Whistleblower service is an independently monitored, external and anonymous service available to NetComm Wireless employees.   If your manager is involved in the situation that you wish to report or cannot, or has not adequately addressed your concerns, we ask you to report the matter to your Leadership Team member or to the Whistleblower service on:

1800 500 965 – Australia, 1866 8849 435 - U.S.A., 0808 234 7091 - U.K.

OUR RESPONSIBILTIY FOR COMPLIANCE

All employees are required to review and follow this Code, as well as to comply with all applicable laws and NetComm Wireless Group policies and procedures. Failure to do so may result in civil and criminal liability and may result in disciplinary actions, including termination of employment.

We place additional responsibilities on our managers. They must, through their actions, demonstrate the importance of compliance. Leading by example is critical, as is being available for employees who have ethical questions or wish to report possible violations.

By upholding and following this Code, it enables NetComm Wireless to operate with the highest level of integrity and ethics in the conduct of business with our customers, partners, shareholders and other stakeholders.