Employee Code of Conduct

NetLink NBN Group has in place an Employee Code of Conduct applicable to all its employees.

The Employee Code of Conduct sets out ethical values and business principles which all employees of the NetLink NBN Group are expected to observe while carrying out their duties and responsibilities in their daily dealings, such as personal and corporate integrity, responsibility, and accountability.

The Employee Code of Conduct also provides for standards of practice expected of all employees when dealing with conflicts of interests, confidential information, health, safety and environment concerns, and other matters.

Anti-Bribery and Corruption Policy

In line with the NetLink NBN Group's goal of establishing and maintaining the highest ethical standards, we have adopted an Anti-Bribery and Corruption Policy.

The NetLink NBN Group adopts a "zero tolerance" position to bribery and corruption, and the Anti-Bribery and Corruption Policy provides guidance on acts which may constitute bribery, corruption, and/or money-laundering, sets out the responsibilities of the NetLink NBN Group and its employees in observing and upholding this position, and facilitates the development of controls that will aid in the detection and prevention of bribery, corruption, and money-laundering.

If any employee encounters a prohibited act, a report is to be made to the relevant Head of Department and Senior Management for the appropriate actions to be taken.

Gift, Prize, Entertainment and Hospitality Policy

The NetLink NBN Group's Gift, Prize, Entertainment and Hospitality Policy further reinforces our commitment to the maintaining the highest ethical standards. This policy is specifically designed to guide employees on the acceptance or giving of gifts, prizes, entertainment and/or hospitality from or to vendors, customers, business partners, suppliers, contractors, etc.

As with all aspects of their work, our employees are expected to demonstrate the highest levels of professional conduct. They are required to exercise prudence and integrity, and must at all times guard against putting themselves in actual or perceived positions of compromise or conflict.

The acceptance or giving of gifts, prizes, entertainment and/or hospitality is strongly discouraged unless permitted under the Gift, Prize, Entertainment and Hospitality Policy. Senior Management approval is required for any deviations.

Code of Best Practices on Securities Dealings

As part of our drive to establishing and maintaining the highest ethical standards, the NetLink NBN Group has adopted an internal compliance Code of Best Practices on Securities Dealings to provide guidance to Directors and employees on dealing in securities of NetLink NBN Group.

In accordance with the Code of Best Practices on Securities Dealings, Directors and employees who have access to or are in possession of unpublished material price-sensitive information ("Officers") are prohibited from dealing in NetLink NBN Group's securities.

Additionally, Directors and Officers are especially reminded that they are not to deal in the Trust's securities during the period commencing:

1. two weeks before the announcement of NetLink NBN Trust's business updates for the first and third quarters of its financial year; and
2. one month before the announcement of NetLink NBN Trust's financial results for its half year and full financial year, and ending on the date of the announcement of the relevant results (collectively, "blackout periods").

In exceptional circumstances when they wish to deal in NetLink NBN Group's securities (especially during a blackout period), Directors and Officers must obtain prior written approval of the Board, the Chairman, or the CEO, as the case may be. A full explanation of the exceptional circumstances and proposed dealing must be given before any such request will be entertained.

Directors and Officers should not deal in NetLink NBN Group's securities until the information is appropriately disclosed to the market, regardless of whether or not it is during the blackout periods. They are also discouraged from dealings on short-term considerations.

Quarterly notices are issued to Directors and employees to, among other things:

1. remind them that it is an offence to deal in NetLink NBN Group's securities (as well as securities of other listed issuers) while in possession of unpublished price-sensitive information; and
2. inform them on the start of each blackout period.

Directors and employees are required to confirm annually that they have complied with the Code of Best Practices on Securities Dealings.

In addition, Directors are required to report to the Company Secretaries within two business days whenever they deal in NetLink NBN Group's securities and the latter will make the necessary announcements in accordance with the requirements of SGX-ST. Officers are required to report to the Company Secretary as soon as possible whenever they deal in NetLink NBN Group's securities.

All employees of NetLink NBN Group are reminded that it is an offence to deal (whether directly or indirectly) in NetLink NBN Group's securities while in possession of unpublished material price-sensitive information. As and when appropriate, Directors and employees will be issued advisories to refrain from dealing in NetLink NBN Group's securities.

Supplier Code of Conduct

The NetLink NBN Group also firmly believes that business is truly ethical only if it maintains an ethical supply chain. As such, NetLink NBN Group has in place a Supplier Code of Conduct which it requires all its suppliers and sub-contractors of the NetLink NBN Group (collectively, "Suppliers") to observe.

The Supplier Code of Conduct sets out the baseline standards that Suppliers need to comply with. Among other things, the NetLink NBN Group requires Suppliers to act ethically, and to comply with all relevant laws and regulations in their business operations.

A copy of the Supplier Code of Conduct is made readily available to all Suppliers via the website of its operating arm, NetLink Trust (see: http://www.netlinktrust.com/about-us/about/supplier-code-of-conduct.html).

At the same time, the NetLink NBN Group values its Suppliers, and is committed to safeguarding creditors' rights. We therefore acknowledge the importance of paying invoices, especially those from small businesses, in a timely manner. It is our practice to agree payment terms with Suppliers when entering into contracts, and to meet our obligations accordingly.

Whistleblowing Policy

In support of the NetLink NBN Group's various policies, including the Employee Code of Conduct, Supplier Code of Conduct, Anti-Bribery and Corruption Policy, Gift, Prize, Entertainment and Hospitality Policy, and Code of Best Practices on Securities Dealings, we have adopted a whistleblowing policy.

The Whistleblowing Policy provides for a platform by which employees, external parties (such as customers, suppliers, contractors and applicants for employment), and the general public to report concerns in good faith about any perceived irregularity or misconduct within the NetLink NBN Group, and sets out strict procedures for the NetLink NBN Group to follow in the event we receive a whistleblowing report.

As an integral part of the Whistleblowing Policy, retaliation against whistleblowers making good faith reports is strictly prohibited. The Whistleblowing Policy includes several measures to guard against retaliation, including allowing whistleblowers to choose to remain anonymous when reporting their concerns. That said, whistleblowers who wish to disclose their contact details in order to aid investigations may also choose to do so.

The identities of whistleblowers is further safeguarded by providing whistleblowers with the option of reporting their concerns via an independent external conduit.

Making a Report

Whistleblowers may report their concerns via an independent external conduit, KPMG Ethics Line, through the following channels:

Confidentiality

All concerns reported or information received will be treated as strictly confidential and shared only with authorised persons on a 'need-to-know' basis. Every effort will be made to ensure that confidentiality is maintained throughout the process and that the identity of the whistleblower (where the whistleblower chooses to disclose it) is protected.

However, there may be exceptional circumstances requiring the NetLink NBN Group to divulge the information to third parties. Exceptional circumstances include instances where the NetLink NBN Group is under legal obligation to disclose the information provided to the appropriate governmental or regulatory authority.