Version 3.0

Dialog Axiata Group Supplier Code of Conduct Creating Value and Nurturing Partnerships

Version 3.0

July. 2018

1.0 Introduction

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1.1 Objective

• Key objective of Supply Chain Management at Dialog Axiata Group is to enlist, develop and sustain suppliers whoconsistently provide assistance to the company’s business objectives by offering products and services incompliance with the expected level of quality, reliability, price, service levels and ethical standards.

1.2 Scope

• Dialog Axiata Group (Dialog Axiata PLC and its Subsidiaries herein after referred to as Dialog) is committed touncompromising integrity both within the Axiata Group and outside the Group (our suppliers/partners - local andforeign) and to respect the law, workers/staff, society and the environment.

• The purpose of this supplier code of conduct (Code) is to ensure Dialog’s suppliers/partners share its commitmentto ethical business practice. This Code sets out the minimum requirements in adhering to these principles.

• In selecting suppliers, Dialog may give due consideration to those that are socially and environmentally progressive.It is essential that Dialog Axiata Group suppliers/vendors/partners adhere to the Code, and failure to comply withthe Code may result in supplier disqualification and/or blacklisting. Dialog Axiata Group may monitor compliance tothis code through a systematic, risk based approach which may include periodic site visits.

1.3 On-Site Survey / Reviews

• On-site survey/audit may be conducted for a more comprehensive review in order to ascertain the compliance tothe Code and level of satisfaction with the vendor’s performance. Vendors need to ensure compliance to the Codeto be eligible to participate for the bidding process/business transactions with the Dialog Axiata Group. Should thevendor fail to comply with the Code, the vendor may be excluded from any business transaction with Dialog AxiataGroup.

2.0 General Overview

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2.1 Dialog Axiata Vision

• To be the undisputed leader in the provision of multi-sensory connectivity resulting always, in the empowerment and enrichment of SriLankan Lives and Enterprises.

2.2 Dialog Axiata Mission

• To lead in the provision of technology enabled connectivity touching multiple human sensors and faculties, through committedadherence to customer driven, responsive and flexible business processes, and through the delivery of quality service and leading-edgetechnology unparalleled by any other, spurred by an empowered set of dedicated individuals who are driven by an irrepressible desireto work as one towards a common goal in the truest sense of team spirit"

2.3 Dialog Axiata Corporate Values

• The following are key corporate values practiced by Dialog Axiata Group,

• Service from the Heart

• Create the Future

• Champions of Change

• Exceptional Performance

• Uncompromising Integrity

• Responsible Leadership

• One Team

2.0 General Overview

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2.4 The principles governed under this code are as follows,

1. Labour and Human Rights

2. Health and Safety

3. Sustainability

4. Business Integrity and Ethics

5. Information Security and Privacy

6. Management System

7. Payment Policy

3.0 Principles

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• The provisions set forth in this Code of Conduct provide the minimum standards expected of suppliers. Dialog expects that any supplierproviding products or services will adhere to the spirit of this Code of Conduct and the core principles of the ILO (International labourOrganization) Conventions and applicable local regulations. Dialog Axiata Group believes reaching the standards established in thisCode as a dynamic process and encourages suppliers to continually improve, to the extent they can adhere to, or exceed thesestandards on a corporate and social level.

• All principles contained in this Code of Conduct are of equal importance, independently of their order of notation. Dialog Axiata Groupsuppliers are expected to understand that if they are awarded a contract/indent/Purchase Order (PO) by Dialog Axiata Group, the Codebecomes legally enforced against all Dialog Axiata PLC (DAP), Dialog Broadband Networks (DBN), Dialog Television (DTV) and DialogDevice Trading Limited (DDTL) contracts/indents/POs.

• Dialog Axiata Group expects the principles of this code shall apply to suppliers, parent entities and subsidiaries, or affiliate entities, aswell as all others with whom they do business including employees, subcontractors and other third parties. Dialog expects its suppliersto encourage and work with their own suppliers and subcontractors to ensure they strive to comply with the principles of this Code orequivalent set of principles.

3.1 Labour and Human Rights

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The below section shall be governed by the regulations defined in the ILO Convention, Sri Lankan labour Regulations (I.e. Shop & officeemployees act) and other laws of the countries where the supplier operates

3.1.1 Freedom of Association and Collective Bargaining:

• Dialog expects its suppliers to identify and respect the rights of the employees to freely associate, organize and bargain collectively inaccordance with the laws of the countries in which they are employed.

• Dialog Axiata Group recognizes the importance of open communication and direct engagement between workers and management andsuppliers are to respect the rights of the workers to associate freely and communicate openly with management regarding workingconditions without fear of harassment, intimidation, penalty or interference.

3.1.2 Forced Labour:

• Suppliers are prohibited to use forced, bonded, involuntary prison labour and embrace employment practices consistent with ILOconvention, 1930 (No.29) pertaining to forced labour. This means, the supplier;

3.1.2.1 shall not hold any personal deposits (e.g.: money deposits, ID papers) and no wages, benefits, property held as security

3.1.2.2 Should allow employees the freedom to leave work after their shift and to leave employment upon giving reasonablenotice.

3.1.2.3 shall not engage in or support human trafficking

3.1 Labour and Human Rights (Contd.)

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3.1.3 Child Labour:

• Suppliers are expected at a minimum not to engage in any practice inconsistent with the rights set forth in the ILO convention 1973(No.138) on the rights of the child. The minimum admission to employment or work shall not be less than the age of completion ofcompulsory schooling, not less than the year determined by the government or local laws of the country.

• In the event any incidents of child labour is found the supplier needs to have a remediation plan for the child/children foundworking, i.e. funding for his/her education and ensuring completion of education up to compulsory level as per the laws of thecountry.

• Additionally, all young workers must be protected from performing any work that is likely to be hazardous or to interfere with thechild’s education or that maybe harmful to the child’s health, physical, mental, social, spiritual or moral development. All suppliersshould also adhere to legitimate workplace apprentice programs and comply with all laws and regulations governing child labourand apprenticeship programs.

3.1.4 Discrimination:• Any form of discrimination in hiring and employment practices on race, color, religion, gender, sexual orientation, age, physical

ability, health conditions, political opinion, nationality, social or ethnic origin, union membership or civil status is prohibited (in linewith the ILO Convention)

3.1.5 Working Hours:• Dialog expects its suppliers to comply with industry norms and applicable local laws on working hour requirements as stipulated in

any country’s governing labour laws. Suppliers must ensure that all overtime work is voluntary and compensated at the prevailingovertime rates. Suppliers are encouraged to ensure that workers are provided with one day off in every seven days week.

• Assure that overtime is voluntary, complies with local laws and is not demanded on a regular basis.

3.1 Labour and Human Rights (Contd.)

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3.1.6 Compensation:

• Suppliers are expected to comply, at a minimum with all wage and labour laws and regulations (I.e. Workmen compensation act)including those pertaining to minimum wages, overtime wages, piece rates, other elements of compensation and to provide legallymandated benefits. Wages shall not be withheld for disciplinary purposes. Employees must be provided with detailed informationpertaining to their wages in writing.

3.1.7 Disciplinary Practices:

• Dialog expects its suppliers to create and maintain an environment that treats all employees with dignity and respect and will notuse any threats of violence, sexual exploitation or abuse, verbal or physiological harassment or abuse. No harsh inhuman treatmentor corporate punishment.

3.1.8 Human Rights:

• Suppliers are expected to support and respect the protection of internationally proclaimed human rights (in line with ILOconventions) and to ensure that they are not complicit in human rights abuses.

3.2 Health Safety

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The below section shall be governed by the regulations defined in ILO Convention 1981 (No.155), Sri Lanka labour Regulations andother laws of the countries where the supplier operates

3.2.1 Safe Workplace:

• Suppliers of Dialog are expected to ensure a safe and healthy working environment for their employees, preventing accidents andinjury to health, minimizing industry-specific hazards.

3.2.2 Training and Safety Equipment:

• Dialog expects its suppliers to provide their employees with necessary health and safety training including on-site/job-specificinstruction on a regular basis and to provide at supplier’s expense, Personal Protective Equipment (PPEs), First-aid and medicaltreatment for work related injury

3.2.3 Medical and Insurance Cover:

• Suppliers are expected to follow all relevant legislations, regulations and directives in its own respective country in which theyoperate to ensure a safe and healthy workplace or any other location where production or work is undertaken. Further, to provideaccident insurance covering medical treatment for work related accidents to employees of the Supplier Organization. At aminimum supplier should strive to implement recognized management systems and international standard guidelines.

3.2.4 Safety at Work for Expectant Mothers: Hygienic Conditions

• Suppliers should remove and reduce risks to expectant mothers and ensure hygienic toilet facilities and access portable water

3.3 Environment Management

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The below section shall be governed by the regulations defined in the National Environmental Act (Sri Lanka) and other laws of thecountries where the supplier operates3.3.1 Environmental Policy:• Dialog expects its suppliers to have an effective environmental policy and to comply with existing legislation and regulations

regarding the protection of the environment. Wherever possible, suppliers must support a precautionary approach toenvironmental matters, undertake initiatives to promote greater environmental responsibility and encourage the diffusion ofenvironmentally friendly technologies implementing sound life cycle practices.

3.3.2 Chemical and Hazardous Materials:• If chemical and other materials which are hazardous in nature are released from the supplier’s operation, such materials should be

identified and managed by the supplier to ensure their safe handling, movement, storage, recycling and disposal with minimumimpact to the environment

3.3.3 Wastewater and Solid Waste:• Wastewater and solid waste generated from Supplier’s operations should be to be monitored and controlled and treated as

required prior to discharge or disposal.3.3.4 Air Emissions:• Air emissions or volatile chemicals, aerosols, corrosives, ozone depleting chemicals and combustion by products generated from

operations are to be characterized, monitored, controlled and treated as required prior to discharge.3.3.5 Minimize Waste, Maximize Recycling:• Waste of all types including water and energy are to be reduced or eliminated at the source or by practice such as modifying

production, maintenance and facility process, material substitution, conservation, recycling and re-using materials.

3.4 Business Integrity

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3.4.1 Corruption:

• Dialog expects its suppliers to adhere to the highest standards of moral and ethical conducts, to respect local laws and not engagein any form of corrupt practices, including extortion, fraud, or bribery.

3.4.2 Integrity and Honesty:• Suppliers are expected not to attempt or engage in any fraudulent practices in the course of conducting business with Dialog

Axiata. Such practices may include, among others any attempt to tamper or forge official documents (license, permits, certification,financial statements, guarantees, performance bonds, etc.), insert or modify facts and information (false company credentials,financial declaration, false information noted on the vendor profiling forms, etc.) or misrepresent in exchange for any unwarrantedfavor or special treatment. They shall uphold fair business standards and complete honesty in advertising and sales strategies.

3.4.3 Conflict of Interest:• Suppliers are expected to disclose to Dialog any situation that may appear as a conflict of interest and disclose any Dialog official or

professional under any form of contract with Dialog Axiata Group may have an interest of any kind on the supplier’s business or anykind of economic ties with the supplier.

• Dialog Axiata Group Suppliers shall;

3.4.3.1 Be alert to potential and perceived conflicts of interest situations and shall diligently assess and avoid such activity orsituation.

- Disclose if any relative is employed at Dialog or its Subsidiaries,

- Any form of legal binding with market competitor of Dialog or its subsidiaries,

3.4.3.2 Inform Dialog regarding any actual, potential or perceived conflicts (i.e. mergers with market competitors of Dialog or itssubsidiaries) exist and seek direction on how to address/resolve the conflict in a fair manner.

3.4 Business Integrity (Contd.)

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3.4.4 Protection of Intellectual Property:

• Supplier shall consistently respect all intellectual property rights.

3.4.5 Transparency and Disclosure:• Suppliers are expected to disclose with full confidence and trust full information on its business activities, financial conditions, and

preference against applicable regulations, standards and practices. They shall also endeavor to supply goods and services at themost reasonable and explainable prices, disclosing all cost factors involved in its overall pricing strategy, and shall be willing toconsider adjustments where necessary and feasible.

3.4.6 Money Laundering:• Vendors shall comply with all applicable laws that prohibit money laundering and that require the reporting of cash or other

suspicious transactions.

3.4.7 Conduct during the Bidding Process

• Suppliers who intend to participate/already participate who in the bidding process with Dialog or its subsidiaries shouldrefrain/undertake to refrain from the following conduct:

1. Lobby any employee of Dialog, its subsidiaries or Axiata Group who is in the position to make or influence the biddingprocess.

2. Action or offer any benefit to any employee of Dialog Axiata Group as a result of the employees’ position in the companythat may make the employee uncomfortable to perform the duties objectively in the bidding process.

3. Collude with other Bidders to fix prices or to effect price fixing in the commercial proposal submissions.4. Solicit confidential information from Dialog or Axiata Group employee for unethical/ illegal advantage.5. Perform any service/supply to Dialog Axiata Group prior to receipt of a valid purchase order from Dialog expecting a profit,

gain or advantage in the bidding process.

3.4 Business Integrity (Contd.)

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3.4.8 Gifts and Hospitality:• Suppliers are expected to refrain from offering gifts, entertainment and other benefits to employees of Dialog Group. Offering gifts

however small in value may be perceived as a way of influencing business partnerships with Dialog. Gifts include money/ money’sworth, gift certificates, prizes (including prizes at supplier events), awards, loans, food, liquor etc.

3.4.9 Bribes and Corruption:• Suppliers should never offer and give bribes to any Dialog Axiata Group employee in order to achieve business or personal

advantages for themselves or others, or engage in any transaction that can be construed as having contravened the Code or anti-corruption laws of the respective countries of operation.

• Bribes may be in any form, monetary or otherwise; these include, but are not limited to, unauthorized remuneration (such asreferral fee, commission, or other similar compensation), material goods, services, gifts, business amenities, premiums or personaldiscounts of an unreasonable level offered to Dialog Axiata Group employees, that are not generally offered to other customers, orthat are prohibited by law, or may reasonably be viewed as having crossed the boundaries of ethical and lawful business practice.

3.5 Information Security and Privacy

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3.5.1 Supplier will have full responsibility to implement and maintain reasonable information systems for electronic and other mediathat are reasonably suitable to protect the security of Dialog Axiata Group Information and to comply with any informationsecurity requirement that may agree upon, including without limitation, physical, network, host, web, application, and datasecurity.

3.5.2 Supplier will maintain reasonable security precautions consistent with industry best practices and identify in writing and makeavailable, upon request, to Dialog Axiata Group the system security standards and documented processes used to reasonablysecure Supplier’s systems. Supplier will meet the minimum security and privacy standards of International Standard ISO 27001and 27002.

3.5.3 Supplier will not transfer any Dialog Axiata Group’ Information to any third party without the expressed approval in writing fromDialog Axiata Group.

3.5.4 Supplier will inform Dialog Axiata Group promptly in writing of the occurrence of any unauthorized access, use, violation,compromise or breach of security (electronic or physical), other than incidental events not intended to cause a security breach,involving or related to information of other customers or other third parties (without being obligated to identify third parties byname) involving the computing environment, information or communication systems, facilities or transportation means involvedin processing Dialog Axiata Group Information.

3.5.5 Supplier shall provide appropriate information security awareness to the supplier’s employees/subcontractors who are involvedin handling or processing Dialog Axiata Group Information.

3.5.6 Supplier will logically and/or physically segregate Dialog Axiata Personal Data from the data of any third party.

3.5.7 Supplier will provide annual, upon request, to Dialog Axiata Group, SAS70 Type II or SSAE-16 report or ISO 27001 report thatincludes, but not limited to, process and technology controls within the scope of services provided to Dialog Axiata Group.

3.5 Information Security and Privacy (Contd.)

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3.5.8 In an event where the supplier is handling Dialog’s or Dialog Customers Personal Information. (i.e. supplier is a “data processor”,processing data on behalf of Dialog Axiata Group) is expected to adhere to following data privacy principles:

• Fair and Lawful – Dialog Axiata Group privacy policy to be followed while processing the data fairly and lawfully.Information to be classified based on Dialog Axiata Group classifications and information provided should not be used foranything apart from the contractual agreement of sharing the information with the supplier

• Purposes – Supplier to ensure data/information provided is processed only as per instructions of Dialog Axiata Group asagreed in the contract

• Adequacy – Only adequate information is collected, processed, disclosed and disposed by the supplier.

• Accuracy – Information provided by Dialog Axiata Group or its customers should be maintained for completeness andaccuracy

• Retention – Information provided by Dialog Axiata Group or its customers is retained for a period as prescribed by Dialog,upon reaching the retention period information is to be either archived/destroyed based on Dialog’s instructions

• Security – Information security measures with respective data privacy is considered when maintaining, accessing orprocessing the data. Information security measures are as defined as per clause 3.6.

“Personal Information” means any information relating to a natural identifiable person, whether the person identified is an employee, employee family member, applicant, consumer, customer, supplier, partner, potential partner, or other individual and expressly includes Dialog Axiata Group Customers and Dialog Axiata Group Personnel. An identifiable person is one who can be identified, directly or indirectly, in particular by reference to an identification number or to one or more factors specific to his physical, physiological, mental, economic, cultural or social identity.

3.6 Management System

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• Suppliers must establish and maintain appropriate management systems aligned with the contents of this Code. This includes but notlimited to defining their own standards, performance objectives, targets, strategies, training programs, Information Security GovernanceFramework (ISGF) guidelines and communication plan and actively reviewing them, monitoring and modifying their managementprocesses and business operations to ensure alignment with the principles set forth in this Code.

• The Dialog Axiata Code must be communicated to all employees via every possible medium for the purpose of ensuring this information isaccessible.

• Dialog will monitor compliance to this code through a systematic, risk based approach which may include site visits. Failure to comply withthe Code may result in supplier disqualification and contract termination.

3.6.1 Grievance Mechanism

• Vendors shall have systems in place enabling anonymous grievances, reporting and management. A designated officer shall continuouslymonitor the grievance mechanism, keep records on the issues raised and take appropriate actions in a confidential manner.

3.6.2 Export Controls and Sanctions

• Vendors must consider the potential impact of export control laws and economic sanctions before transferring goods, technology,software or services across national borders

3.7 Payment Policy

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• Payment to suppliers shall be made only when all the following conditions are met:

• The PO is properly endorsed by the approving authority and forwarded to the supplier prior to receipt of goods/services ;

and the goods or services have been properly received by Dialog Axiata Group through a valid supplier invoice .

• Dialog Axiata Group shall not be liable to pay the supplier, if the supplier delivers the goods or services prior to receipt of an

approved PO.

3.8 Representation and Experience

• Vendors shall provide honest, accurate and open representation of their organization, its qualification, experience and capabilities.Vendors shall also disclose, if requested, accurate references of previous work undertaken. Where references of previous workundertaken cannot be disclosed due to confidentiality obligations, the Vendor shall reasonably endeavor to obtain the appropriatepermissions and shall at a minimum disclose such information without breaching such obligations of confidentiality.

3.9 Business Continuity Management

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• Suppliers are expected to implement a Business Continuity Management (BCM) practice in the Supplier’s organization to identify anypotential impacts that threaten the Supplier’s operations and to provide a structured approach for building organizational resilience and aresponse mechanism to recover the operations in the event of a crisis or disaster in order to safeguard the interests of its key stakeholdersincluding Dialog as a customer

• Suppliers are strongly encouraged to adopt the guidelines outlined in ISO 22301 and share the experience with Dialog accordingly.

4.0 Vendor Management Cycle

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• The objective of Dialog Vendor Management Cycle is to effectively sustain and enhance vendor relationships and the associated risks to ensure that transactions with vendors are conducted in an ethical, transparent manner and in compliance with applicable laws and the Code.

Vendor Profiling

Vendor Pre-qualification

PurchasingVendor

Performance Evaluation

Vendor Recognition/D

evelopment

Continuing/ Discontinuing with Vendor

4.1 Vendor Pre-qualified for RFQ/RFP

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• A vendor shall only be qualified as an approved vendor to be considered for RFQ/P/I if the following conditions are met:

• Compliance to the Supplier code of conduct

• Achieve a minimum threshold from the vendor profile assessment. Assessment Criteria’s are as follows.

- Nature of Business

- Financial Strength and Stability

- Assessment of Quality

- Awards & Recognition

- Vendor Past Performance

• Failure to comply with the above criteria shall exclude the supplier from participating in request for information / request forquotation / request for proposal exercise and shall be disqualified

4.2 Vendor Performance Assessment & Action

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• Dialog Axiata shall monitor and analyze the performance of vendors who are awarded with a PO/Indent/Contract to alleviate risks,ensure high quality, reliability of supply and drive continuous improvement.

• Vendor performance assessment criteria are as follows.

- Delivery Compliance

- Quality

- Service

- Flexibility

- Compliance to Technical & Commercial Terms

• Any vendor reported with non-compliance to Dialog Axiata Group Procurement Policy, Supplier Code of Conduct or continuousnon-performance shall be de-listed and removed from the Dialog Axiata Group approved vendor list

Support

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For further assistance, please contact us: (+94) 77 733 3373 | (+94) 77 333 3697

E-mail: scmvm@dialog.lk

Certification of Compliance

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• The Supplier Code of Conduct is implemented to ensureDialog Axiata Group enlist, develop and retain supplierswho consistently play a supportive role to the businessobjectives by supplying quality, reliable and cost-effectiveproducts/services that are within the required standardsof the ‘Code’

• ……………………………………………………………………………….(Name of the Supplier) hereby confirm that ourorganization have read and understood the contents ofthe Dialog Axiata Supplier Code of Conduct and agree toabide by the terms and conditions stipulated therein

• Non-compliance with the ‘Code’ may result in actionbeing taken against our organization, which may includede-listing our organization from the Dialog Axiataapproved vendor list (AVL)

Name

Designation

Supplier Organization

Signature

Date