Sela's Code of Ethics

Introduction:

Sela’s Code of Ethics sets out the principles and values of our business conduct and serves as our guiding star in all our business operations. The company’s values, which serve as our guides, are integrity, fairness, professionalism, service, leadership, excellence and mutual respect. These apply to all of us wherever we are. We expect the company’s managers and employees to set a personal example for our environment, both personally and professionally.

Our values-based corporate culture is reflected in Sela’s various touchpoints within and without the organization: customers, suppliers, competitors, corporate governance, employees and environment.

We believe that every employee who joins the company naturally behaves in accordance with these values; otherwise, they would not have passed through the company’s initial filtering system.

This Code of Ethics, which includes these values, does not replace any law and does not derogate from or mitigate any laws or regulations, but rather it only adds to them. Activity not in keeping with the law and/or the Code of Ethics may, at times, impose responsibility and liability on the company itself and/or on other employees of the company in the past, present or future.

The answers to ethical dilemmas cannot be found in the law. That is why we provide guidelines for dealing with issues in business ethics, as set forth below. Beyond these guidelines there are 3 tests that we follow:

The I test—how would I feel if I were being treated this way?

The newspaper test—how would I feel if my behavior were published in the media?

The child test—would I advise my children to act the way I have chosen to?

Sela’s Ethics Officer, whom you can consult on all ethical issues that arise during your time with the company, is the CFO, Oded Frank. The Ethics Officer is available to anyone struggling with these issues to provide guidance and advice and to anyone who wishes to report unethical behavior. You can contact him by email at oded@sela.co.il or by phone: 054-6818064.

The ethical principles and core values that serve as the foundation of Sela’s corporate culture

Professional and service-oriented behavior

Professionalism and service are the foundations that the company strives to preserve and nurture. These foundations form the basis of our achievements over the years. We are committed to striving for optimal professional achievements to provide our customers with professional and personal services at the highest level, which justify the tremendous amount of trust they have placed in us. We are committed to maintaining professionalism and carrying out our duties reliably while preserving our customers’ and the company’s reputations.

Integrity, respect, fairness and conflicts of interest

As managers, we are required not to abuse our position with our subordinates and to refrain completely from requesting or expecting to receive any personal benefit from our subordinates, be it physical, pecuniary or otherwise.

As officers, we are required not to use our position in the company to promote our own personal interests or those of anyone on our behalf. We are required not to use the company name, our title in the company or our status in the company for any activity that is not standard and/or in connection with our work unless we have received the written approval of the relevant party in the company.

As employees, we are required to refrain from any action that raises concerns of a conflict of interest between our role in the company and our personal affairs and/or those of our relatives and/or a person connected to us, or a conflict of interest between our roles in the company and another position held by us or our relatives or a person connected to us. We are required not to engage in private business relations with commercial entities connected to the company except in cases of private contracts to receive service for personal needs. We are required to refrain from any action that may constitute competition with Sela or that exploits a business opportunity contrary to the company’s interests.

We are all committed to appropriate and respectful behavior towards human capital within and without the company. Accordingly, we must refrain from any action and/or use that may cause loss or damage to person and/or property. It is strictly forbidden to steal or make unauthorized use of the company’s property or systems. We must minimize personal use of company assets, and of course we should not allow other people, including friends or family, to use the company’s resources.

Sela respects freedom of expression, but we expect our employees to behave appropriately and respectfully on social media when posting information pertaining to or potentially associated with the group.

Prohibition on accepting bribes or giving bribes and corruption

As company employees, we are obligated to act in accordance with the principles of integrity and incorruptibility amongst ourselves and with the company’s customers, suppliers and all other entities with which it has commercial relations. As part of our work, we must refrain from receiving benefits from business entities the company is connected with, except for receiving symbolic gifts, which can be defined as gifts given as part of the marketing activities of the gift-giver.
Giving gifts by us to commercial entities is permitted if the gift is reasonable and does not deviate from the norm. An employee engages in corruption is expected to be disciplined, up to and including dismissal. In addition, civil fines and criminal penalties may be imposed on them and on the company that may be exposed to liability for acts of corruption committed by third parties acting on its behalf. Accordingly, the company’s employees and/or those acting on its behalf are obligated to refrain from acts that may be a possible violation of the anti-bribery instructions and to immediately report to the Ethics Officer, whose details are below, when suspicion of such a violation arises.

Business fairness

Sela attaches utmost importance to maintaining its credibility, both in the eyes of the business entities with which it maintains commercial relations and in the eyes of the company’s employees. Therefore, we are required to comply with business and ethical contractual obligations. We are required to refrain from acts that may constitute deception or fraud and to act to maintain a relationship based on trust with our colleagues within and without the company. We are required not to accept commitments on the company’s behalf, orally or in writing, and not to make statements on behalf of the company except those that fall within the express permissions and signatory rights granted to us.

Sela strives to always be the leader in its field and therefore constantly examines the business environment and customer needs and adapts and innovates to maintain its advantage. We insist on maintaining fair competition while emphasizing our business advantages and without denigrating competitors in front of our customers.

Receiving gifts and business benefits

Further to the previous section and to ensure that decisions regarding business contracts are made based on business and relevant considerations, there is no place for extraneous considerations such as gifts or business benefits in these decisions. Therefore, gifts and business benefits should not be accepted from suppliers and/or business partners.

A gift or benefit can be, among other things: cash, cash equivalent, property, product, donation, discounts on product prices, orders, subscription tickets or tickets to events or facilities or any other benefit of material value.

The officers, directors and employees of the Company shall not receive, offer or grant gifts and/or business benefits, directly or indirectly, from any person or corporation or to any person or corporation, unless they comply with the following guidelines:

It is a symbolic gift value – (such as a simple office accessory, calendar, bouquet of flowers or chocolate).
The amount and frequency of times the benefit or discount has been offered are reasonable.
The receipt or provision of the benefit does not constitute a violation of law or customary practice in the country or the market or the company
in which the transaction is made.
Accepting the benefit does not affect the judgment of the recipient or grantor.
Receiving the benefit does not endanger the company’s reputation.
It is a gift for a personal or family event of reasonable and proper value under the circumstances.

Confidentiality

We are obligated to protect and maintain the confidentiality of the company’s business and commercial information. Business information refers to any information related to the business of the company, its partners, customers, suppliers and employees. This duty is our guiding light. Information to which a duty a keep confidential applies also includes information to which we are exposed as part of our work with our customers and on their premises. We are committed to maintaining confidentiality, to making careful and proper use of confidential information disclosed to us and to taking precautions to keep the confidential information of the company and its customers private. We are prohibited from disclosing confidential information to parties external to the company and/or to parties within the company who are not authorized to receive this information.

Using social media

We are aware of the exposure and increasing use of technological and social media, which today constitute a marketing platform for conveying commercial messages and have weight in building an image for brands and companies. The type of communication that takes place on social media is usually loose and informal. However, we expect that the ethical rules of conduct applicable to you as Sela employees will also be applied when you interact on social media for private purposes. We are required to operate cautiously on social media, making sure not to disclose business information, maintaining a clear separation between private and organizational positions and staying aware of possible influences stemming from our role in the organization. As company employees, you are responsible for the content you publish on the Internet. Remember that a post or an opinion remains visible for a long time, so it’s worth devoting careful thought before posting.

As company employees, you are requested to try to conduct a respectful dialog while maintaining restraint and a good attitude. It’s important to avoid inflammatory discourse and verbal violence.
We are required to make responsible use of any information to which we are exposed in the course of our work, be it internal information or information belonging to a customer, and to maintain confidentiality.
Refrain from publishing confidential content or information from Sela, including details/photos/videos about it, customers, employees, products that have not yet been released, suppliers etc., without their consent or the consent of the relevant parties at Sela.
If you, as a Sela employee, come across content related to the company or receive a social media inquiry regarding its activities, you should report this to your supervisor or the relevant division managers and follow their instructions.
If you as an employee have personal criticism of Sela, you can do express it in the standard way: via one of the reporting methods mentioned in this Code, including an anonymous report to the hotline. Refrain from posting personal criticism online.
As a company employee, if you are in social contact online with a Sela customer and/or supplier, you are requested to maintain a professional dialog, just as you would in the ordinary course of business that wasn’t on social media.
Sela’s logo and address may only be used by an authorized party or someone who has received authorization from Sela.

Social responsibility

The company is interested in promoting worthy social goals as defined from time to time. We work to protect the environment, so the company encourages avoiding excessive and unnecessary use of natural resources, saving energy and recycling waste.

Corporate governance

How the company’s employees operate with management and the board of directors and with all relevant stakeholders is based on principles of corporate governance interwoven with mechanisms for control, supervision, transparency and reliability in reporting. The company’s external and internal control and supervision mechanisms supervise its activities and ensure its compliance with all laws and regulations. The company’s employees who are responsible for reporting to the various state authorities act meticulously so that the periodic reports and reports issued on our behalf are reliable and accurate.

Work environment

Sela strives to provide all its employees with a pleasant, safe, enabling and productive work environment. We encourage open, respectful dialog between all company employees and managers, encourage company employees to try experimenting in professional fields and enable learning from mistakes.

Equal opportunities at work

The company is committed to providing equal opportunities to all its employees and applicants in its field of activity. It is absolutely forbidden to discriminate in the process of selecting, promoting and training job applicants and employees.
All the company’s actions and decisions are professional and based on its business needs, with an emphasis on the skills, abilities and experience required of the employees and/or applicants.

Health and safety

Each of us has a responsibility to maintain a safe and healthy work environment. It is forbidden to create a safety and/or health risk by using hazardous materials and/or objects while on the company’s premises or at the company’s customer sites or during the course of the company’s business. For all of us to enjoy the benefits of a safe and protected environment, we must comply with safety, health and security policies and procedures. This obligation includes solving a problem and/or reporting any threat that arises and/or exists in these areas.

Please note! Obligation to report—an employee must report any safety incident, work accident, unsafe work, hazardous work, safety or health hazard or event that may cause bodily injury or property damage without delay to their supervisor or administrative manager or to Human Resources.

Personal safety and the health of our employees are of paramount importance:

Physical or verbal violence is strictly prohibited.
Company employees may not work under the influence of drugs or alcohol. Do not bring illicit drugs or alcohol to the workplace or use them there. An employee who is required to take medication that may impair their ability to perform their work must notify their supervisor or Human Resources immediately.
Do not bring any weapons of any kind or other hazardous materials to the workplace unless authorized to do so.

Sexual harassment

The company is committed to providing a safe and harassment-free work environment. In accordance with this commitment, the company operates in accordance with the Prevention of Sexual Harassment Law 5758-1998. We, employees and supervisors alike, must completely refrain from acts of sexual harassment in our workplace relations. The company will do everything in its power to prevent such acts and create a work environment free of sexual harassment. We encourage you to immediately report any abusive, threatening or violent behavior, be it verbal or physical, to the Sexual Harassment Prevention Officer, VP Human Resources, Ms. Ronit Michaeli Pavel, who can be contacted directly by email and/or phone: ronitm@sela.co.il, 054-7007812.

Conclusion:

The Code of Ethics contains common ethical and legal issues and constitutes an additional layer to the personal values that each of us carries. Each of us has a responsibility to act in accordance with the Code of Ethics and implement its values.

Since the Code of Ethics does not provide a solution for all types of situations, if ever we are in doubt regarding the appropriate course of action to take in fulfilling our role in the group, we are requested to consult with our superiors or with the company’s Ethics Officer. If there is a concern of a violation of the provisions of any law, regulations or provisions of this Code of Ethics, including a matter involving a breach of a duty to maintain integrity, in which a company person is involved, we are obligated to immediately report this to the Ethics Officer. The company’s management commits to handle these reports with maximum confidentiality, protecting the reporter from any harassment or harm.

Sela’s Ethics Officer—CFO Oded Frank. Email: oded@sela.co.il; phone: 054-6818064

June 2024