Code of Conduct

Frigrite has adopted a Code of Conduct for all directors and employees. The Code of Conduct reflects Frigrite's standards and values, and sets the standard of conduct expected of all of those who are a part of Frigrite.

The directors of Frigrite believe that Frigrite's Approach - and getting it right - is a vital part of ensuring the success of our business and maintaining effective relationships with the people we do business with. The Code of Conduct recognises Frigrite's Approach. It also highlights for directors and employees the way Frigrite expects its people to conduct themselves to ensure that Frigrite continues to achieve sustained success.

Set out below is a summary of some of the key features of Frigrite's Code of Conduct.

Frigrite's Approach

Frigrite's Mission

To be recognised by our customers as an organisation that provides the highest quality in every aspect of our service delivery.

We will be recognised by the way we keep our customers informed and by being responsive to their needs.

We will be recognised as excellent communicators of information with a desire to be flexible and understanding.

We will be recognised by the knowledge we impart and by our ability to convey trust and integrity in our business dealings.

Deliver a satisfactory level of capital growth and return for our shareholders, which in turn will generate further career opportunities for our employees.

Operating Style

In striving to meet its mission, Frigrite's operating style emphasises:

• safety as a core value;
• decisions based on facts;
• respect for people;
• approach which is aligned and adaptable;
• one-company; and
• work from market back.

Strategies

Frigrite's strategies emphasise:

• operational excellence;
• optimising the business portfolio;
• people providing the competitive advantage; and
• focused strategic expansion whether that be geographic, new products or new markets.

Aims

Frigrite's aims emphasise:

• Longer in market and shorter in production;
• Facility rationalisation and consolidation;
• Less complexity with fewer products and people but more services and solutions;
• Capitalising on differentiated products;
• Being able to demonstrate through clearly accepted benchmarking: operational excellence; customer focus; competitive advantage
• Integrated marketing/sales, logistics and inventory, production planning, finance and systems and product profitability;
• "Business to business" capability; and
• Growth through acquisitions and selective capital investment.

Accountabilities with the Code

Responsibilities of Directors & Employees

All directors and employees are expected to be familiar with the contents of the Code. Employees must also have a detailed understanding of Company business practices and policies that directly relate to their job. It is every employee's responsibility to comply with the Code. Employees should seek assistance from a manager or supervisor, or another source of advice identified in the Code if they do not fully understand how it should be applied.

Responsibilities of Managers & Supervisors

Managers and supervisors must take all reasonable steps to ensure that Frigrite's employees and where appropriate, consultants, contractors and partners are aware of and comply with the Code. They must consult the next level of management if problems occur. Managers and supervisors must also:

• Ensure that all employees have access to Company policies and procedures;
• Respond promptly and seriously to employees' concerns and questions about business conduct issues and seek further assistance if required; and
• Demonstrate exemplary behaviour that other employees can follow

Responsibilities of Senior Management

Management is responsible to the Board, through the Managing Director, for the Company's performance under this Code.

Under the Managing Director, the heads of each division and the senior managers who report directly to them have operational responsibility for ensuring compliance with the Code.

Breach of the Code

Any individual who breaches this Code or any of the guidelines or policies under it, or who authorises or permits any breaches by a subordinate will be subject to disciplinary action including possible dismissal.

The highest standards of corporate conduct are critical to Frigrite's image and success and therefore employees are encouraged to report any actual or suspected breach of the code and guidelines.

It is Frigrite's policy that any employee who reports in good faith a breach or suspected breach of legal or ethical standards will not be subject to retaliation, or retribution or other recriminations for making that report.

Key Features of the Code

Legal and ethical issues

To maintain the highest standards of legal and ethical behaviour, the Code requires employees to:

• ensure that they fully understand all laws and regulations relevant to their work;
• safeguard and maintain accurate records regarding the use of company resources under their control, including proprietary and confidential information;
• avoid conflicts of interest or the appearance of conflicts, including accepting gifts which could be reasonably regarded as unduly influencing the recipient or creating business obligation on the part of the recipient;
• comply with insider trading and trade practices laws; and
• avoid conduct (such as making payments or payments in kind) to induce others to act illegally or dishonestly

Health and Safety

Frigrite is committed to achieving the highest performance in occupational health and safety. Accordingly, the Code reflects this aim and provides that the Company will:

• seek continuous improvement in occupational health and safety performance;
• train and hold individual employees accountable for their area of responsibility;
• manage risk by implementing management systems to identify, assess, monitor and control hazards and by reviewing performance;
• ensure that employees, contractors and visitors understand their obligations in respect of this policy; and
• take appropriate steps to prevent workplace injuries and illnesses and for contributing to a safe and healthy work environment

The Code requires employees to behave responsibly with respect to the use of alcohol, drugs and tobacco at work when conducting company business and at company sponsored activities (as a general guide, alcohol, drugs and tobacco are not to be consumed in the workplace).

Environment

Frigrite is committed to achieving a high standard of environmental care by complying with current legislation and seeking continuous improvement in performance by taking account of evolving scientific knowledge and community expectations. This includes ensuring that Frigrite has management systems to identify, control and monitor environmental risks arising from its operations.

Recruitment and selection

Frigrite is committed to maintaining an efficient, skilled and flexible workforce through a range of employment practices and arrangements. Our selection process strives to:

• be thorough, consistent and efficient;
• be (and appear to be) fair, valid and non-discriminatory; and
• assess merit against specific and multidimensional criteria (relevant and demonstrable knowledge, skills, qualifications, experience and operating style)

Frigrite has an Equal Employment Opportunity and Anti-Harassment approach that is based on the following principles:

• all employees will be treated with respect, in a workplace free of harassment and intimidation;
• all employment decisions will be fair, reasonable, non-discriminatory and based on merit;
• no individual or group will be treated less favourably than another; and
• all communication will be free of bias, prejudice and discriminatory language

Frigrite management will promptly investigate and respond to all complaints of discrimination or harassment. Investigations will be conducted in a professional, discreet, confidential and impartial manner.

Employee Concerns

Where to go for assistance

Whenever possible, employees are encouraged to first discuss issues with their immediate supervisor or manager. If they unable to do this, there are a number of other avenues for raising a question or concern, including elevating the concern to other levels of management or contacting specified employees who have been nominated for such a purpose.

Employees who raise genuine concerns will not be subject to retribution or disciplinary action.

At times, compliance with the standards described in the Code will affect Frigrite's chances of winning or retaining business. Situations that involve a conflict between upholding Frigrite's policies and protecting the Company's short-term commercial interests should be openly and honestly discussed. These situations must be resolved in a manner that does not comprise Frigrite's business conduct standards.

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