Ethics, Integrity & Code of Conduct

Governance, oversight and accountability

Don-Bur’s ethics and ESG performance is overseen through defined governance structures, documented responsibilities and formal review processes. Accountability sits at Board level, with oversight delegated to the Managing Director and designated functional leads across the business.

Responsibilities are formally assigned using a roles matrix that defines who is responsible for delivery, accountable for decisions, consulted on key matters and informed of progress. This ensures ethics-related responsibilities and escalation routes are clear across the business, with defined interfaces to environment, labour and human rights, health and safety, IT and procurement functions.

Defined ownership

• Board of Directors – overall accountability for ESG oversight
• HR – labour standards, diversity and workforce policies
• Health & Safety – operational safety and risk management
• IT – data security and privacy
• Procurement – sustainable and ethical supply chain practices
• ESG lead – coordination, reporting and transparency

These roles are documented and reviewed annually to ensure responsibilities remain clear and effective.

Documented management systems

Ethics and governance controls are embedded within Don-Bur’s wider management systems. Policies and procedures are maintained for areas including ethical conduct and anti-corruption, supported by governance documents and issue-specific policies maintained across the business. Each area is supported by documented tools such as KPIs, risk assessments, training records and supplier assessments.

Monitoring and review

• Performance is tracked through defined KPIs and internal reporting
• Policies and controls are reviewed on a planned cycle
• Annual ESG performance reviews are undertaken
• External assessment is completed annually through EcoVadis benchmarking

Findings from reviews and audits are translated into improvement actions, which are tracked and assigned to responsible leads to ensure continuous improvement across the business.

Code of Ethics and expected behaviours

Don-Bur’s Code of Ethics and Business Conduct defines the standards expected of all employees, officers and representatives. It provides a practical framework for acting lawfully, responsibly and with integrity, and supports consistent decision-making across departments and roles.

The code sets out expectations for professional conduct, honesty and fairness, and requires compliance with applicable legal and regulatory obligations. It reinforces the need to work respectfully with colleagues, customers, suppliers and other stakeholders.

How decisions should be made

Ethical conduct is not limited to avoiding misconduct. It also includes how decisions are made and recorded, how conflicts are handled, and how business is conducted day to day. Where a situation creates uncertainty or a potential reputational risk, the expectation is to pause, seek guidance and act transparently.

Core standards

• Act honestly and fairly in all business dealings
• Comply with applicable laws, regulations and internal policies
• Avoid conflicts of interest and disclose them where they arise
• Protect confidential information relating to the business, customers and suppliers
• Use company assets and resources responsibly for legitimate business purposes
• Maintain accurate and truthful communications, records and reporting
• Treat others with dignity and respect and support a professional workplace culture

Working environment and conduct

The code supports a workplace in which individuals are treated fairly and respectfully. Behaviour that undermines dignity or creates a hostile or intimidating environment is inconsistent with required standards.

Speaking up and accountability

Everyone has a responsibility to report concerns where behaviour appears unlawful, unethical or inconsistent with Don-Bur policies. Concerns can be raised through management or HR routes, and issues relating to serious wrongdoing may be raised through the whistleblowing process. Standards apply across the organisation and are supported by documented policies, oversight and review.

These expectations are intended to protect employees and the business by ensuring decisions are made on merit and integrity is maintained in all operations.

Reporting concerns and whistleblowing

Don-Bur encourages a culture of openness and trust in which people can raise concerns about wrongdoing. Whistleblowing is the process of passing on information about suspected malpractice or misconduct. Reports are treated seriously and handled in a way that supports prompt, confidential investigation and appropriate follow up.

Concerns raised under the whistleblowing process are investigated thoroughly and confidentially, and the outcome is communicated to the person who raised the concern. Individuals who report wrongdoing in good faith are protected from victimisation or detriment for doing so.

Concerns covered

• Conduct that is an offence or breach of law, including fraud, bribery or corruption
• Financial irregularities or unauthorised use of funds
• Risks to health and safety
• Environmental damage
• Abuse or other unethical conduct
• Concealment of any of the above

The whistleblowing process is intended for serious wrongdoing. It cannot be used to question financial or business decisions taken by Don-Bur. Personal employment issues such as bullying, harassment and discrimination are managed through the grievance route.

Confidentiality and good faith

Every effort is made to protect confidentiality and not reveal identity where this is requested. Anonymous reports may be harder to investigate because it may not be possible to ask follow-up questions. Reports must be made in good faith, believed to be substantially true, and must not be malicious, false or made for personal gain.

How to raise a concern

Where possible, concerns should first be raised informally with a member of the management team, as many issues can be resolved quickly through discussion. If the matter is too serious or cannot be resolved informally, concerns can be raised formally by emailing the HR Manager with "WHISTLEBLOWING" included in the subject line.

To support timely review, reports should include:

• Full name and department
• Date the concern is raised
• A clear summary of the concern
• Details of witnesses or supporting evidence (where available)
• Any steps already taken to resolve the matter informally

What happens next

Reports are acknowledged within five working days of receipt in normal circumstances. An Investigating Officer is appointed to investigate and report findings to the management team. Where disciplinary action is required, the matter is passed into the relevant disciplinary process. On conclusion, the person who raised the concern is told the outcome and what action has been taken or is proposed, or why no action will be taken.

Anti-bribery, corruption and conflicts of interest

Don-Bur operates a zero-tolerance approach to bribery and corruption. The business is committed to complying with anti-corruption laws under the UK Bribery Act 2010 and to conducting all business activities ethically. Bribery and corruption can cause serious reputational damage and may expose individuals and the company to criminal and regulatory sanctions.

No one working for or on behalf of Don-Bur may give, offer, promise, request or accept anything of value with the intention of influencing behaviour or a decision-making process to obtain or retain business. The prevention, detection and reporting of bribery is the responsibility of all employees.

When to stop and seek advice

If a situation creates uncertainty, the expectation is to pause and seek advice from a director, HR or a line manager before acting. The following questions should be considered:

• Have the right people been consulted?
• Can the action or decision be explained openly and comfortably?
• Is it consistent with expected business behaviour?
• Is it legal?

If the answer to any of these questions is "no" or "don't know", activity should stop until advice has been obtained. Transparency in business dealings is essential. Any offer that may be interpreted as a bribe, payment or inducement must be declared to the company.

Consequences

Bribery is a serious matter and a criminal offence. Individuals may face disciplinary action up to and including dismissal, and may also be subject to criminal investigation and prosecution. The policy sets out that breaches can lead to severe penalties, including prosecution and significant fines. Additional legal exposure may apply where actions occur outside the UK.

Gifts and hospitality

Hospitality, entertainment and gifts that are frequent, lavish or extravagant may be perceived to influence the recipient. The intention is not to prevent legitimate business hospitality, but to provide clear guidance to avoid doubt and confusion. Gifts and hospitality must be sensible and proportionate to the circumstances, and staff are expected to disclose any gift or hospitality received in the course of their duties.

• Staff must not offer or give gifts, hospitality, money or other items of value where this could reasonably give the appearance of influencing a business relationship
• Gifts of nominal value (such as customary promotional items) may be acceptable where appropriate
• Reasonable meals or entertainment may be acceptable where expenses are reasonable and approval is given by the line manager
• Staff must not accept gifts or hospitality, regardless of value, where this may influence or be perceived to influence decisions such as awarding contracts or use of company assets
• Where refusal could reasonably cause offence, a gift or hospitality may be accepted but must be disclosed to the directors

Disclosing offers

• Disclose hospitality offers to the line manager prior to the event so authorisation can be obtained
• Seek advice from HR where there is any doubt about propriety
• In exceptional circumstances, a personal gift may be retained subject to approval by the company

If anything covered by this policy is unclear, advice should be sought from a director, HR or the line manager before acting.