Klepierre : Code of professional conduct – September 2017

C O D E O F

P R O F E S S I O N A L C O N D U C T

T A B L E O F C O N T E N T

HOW THE CODE SHOULD BE USED 3

The Code sets out deontological principles and corporate values 3

The Code targets all employees at Klépierre and Steen & Strøm … 3

In the event of any doubt the golden rule is to seek assistance and discuss the issue 3

RULES OF CONDUCT 4

Respect for the law and local customs 4

Priority of customers' interests 4

Conflict of interests 4

Confidentiality and observance of professional secrecy 5

Financial communication and media 5

Privileged information and insider trading 5

Fight against money-laundering and the financing of terrorism 6

Adherence to rules governing corruption 6

Political funding 7

Delegations of authority and signatures 7

Gifts and invitations 7

Protection and utilisation of company assets 8

Adherence to procedures applicable to invitations to tender and procurement 8

Whistleblowing 9

Health, hygiene and safety 9

Prevention of acts of discrimination and harassment, respect for privacy 9

Environmental responsibility 10

The Code sets out deontological principles and corporate values...‌

The Code sets out the deontological principles and corporate values to which the Group is committed. It is possible that its contents may not match the laws, regulations and professional standards of countries in which the Group operates. In this case, national laws take priority when they impose regulations that are stricter than the Code. If the Code stipulates more stringent regulations, it is these regulations which take priority, unless this leads to unlawful activity. In addition, procedures and local customs take priority where they impose more stringent rules than those in the Code.

The Code does not replace the current procedures by which employees must continue to be ruled in the work place. On the contrary, it has been drawn up to furnish a framework for all these policies and provide a better understanding of their logic and objectives.

The Code targets all employees at Klépierre and Steen & Strøm …‌

The Code targets all employees at the Klépierre Group (the Klépierre Group includes also Steen & Strøm), to inform them what is expected of them, but also what they are entitled to expect from the Klépierre Group. It also concerns all corporate officers and members of executive and management committees, trainees and temporary staff.

The Code is available in French and English. The French version is the reference document in France, and the English version is the reference document outside France. Countries arrange local versions if need be, ensuring that this does not alter the reference version.

The values and principles set forth in the Code are not optional. Each employee takes up a formal commitment to apply them and to ensure they are applied by others. Failure to adhere to the rules of ethics may entail, where applicable, disciplinary sanctions.

In the event of any doubt the golden rule is to seek assistance and discuss the issue The Code is not intended as an exhaustive list of rules that must be adhered to by each person, but must be able to assist employees in taking decisions in accordance with the general Klépierre Group policy and in solving any issues and dilemmas they may encounter in their work.‌

Certain situations are far from simple. In the event of any doubt the golden rule is to seek assistance and discuss the issue, with superiors and also with the Department of Human Resources and the Deontology Unit. Other discussion facilities are also available depending on the countries concerned such as, for example, employee representatives, special phone lines and websites.

Respect for the law and local customs‌

For both corporate issues and issues concerning individuals, the essential rule is to adhere to prevailing laws and regulations, generally accepted principles, business customs and local customs in countries in which Klépierre operates.

In all circumstances employees act in such a way that their actions or undertakings do not incur any civil or criminal damages to themselves or to the Klépierre Group. In the event of any doubts, uncertainties or difficulties in the interpretation of documents, the corporate legal department must be consulted.

Priority of customers' interests‌

Klépierre employees dedicate their best professional activity to satisfying partners and winning their trust. They must serve customers with diligence, loyalty, neutrality and discretion.

Customers are entitled to equality of service and employees must advise them in the fairest possible manner and channel them towards the most appropriate offer. Employees shall refrain from suggesting any formulae they may believe are not in the customer's interest.

Employees carry out the task defined in agreement with the customer with full independence and transparency in due observation of the rules of their business, and may not put their personal interests before those of their customers. They undertake to ensure that the confidentiality of the personal details supplied by customers is maintained.

Conflict of interests‌

Klépierre Group employees must carry out their tasks in full independence and neutrality, and avoid any situations where their personal interests could enter into conflict with those of Klépierre.

Employees undertake to adhere to the following rules:

• Not to extract personal advantage because they belong to the Klépierre Group, from exceptional rates, discounts or benefits (particularly catering services and construction work) from customers or third parties;

• Decline any gifts or benefits received because they belong to the Klépierre Group from a party that has carried out or carries out commercial transactions with Klépierre, the value or frequency of which is disproportionate to generally accepted normal business relations.

  Employees shall refrain from being influenced in making a business decision and/or in running the business:

• Any family ties with a customer or a supplier of the Klépierre Group if their position at the Klépierre Group leads to relations with this customer or supplier;

• Any family ties with a Klépierre Group employee who would be his subordinate.