1. Introduction

• 1.1 Background and Purpose

EVOLV OÜ (hereinafter referred to as “EVOLV”) is committed to observing the highest requirements of legislation and ethical principles in all of its operations. EVOLV-MARINE is a brand of EVOLV OÜ. This Supplier Code of Conduct and Whistleblowing Guidelines outlines the ethical principles and reporting mechanisms that EVOLV and its suppliers must adhere to. The principles and guidelines promote responsible business practices, integrity, and provide a channel to report concerns of misconduct.  

• 1.2 Commitment

Every EVOLV supplier must always comply with this Code of Conduct and Whistleblowing Guidelines, which form an integral part of all agreements between the supplier and EVOLV. Suppliers must also adhere to all applicable local legislation, with this Code of Conduct and Whistleblowing Guidelines serving as the minimum standard.  

• 1.3 Area of Application

This Code of Conduct and Whistleblowing Guidelines apply to EVOLV’s suppliers in all countries where EVOLV operates. “Supplier” includes any entity providing products or services to EVOLV, directly or indirectly, including those involving the EVOLV-MARINE brand. Suppliers are responsible for ensuring that their own suppliers and subcontractors also comply with these guidelines.  

2. Business Operations

• 2.1 Compliance with Laws and Regulations

Suppliers must comply with all applicable laws, regulations, and ethical business principles. Local legal requirements prevail where they exceed the standards set in this Code. Suppliers must actively prevent and detect any illegal activities and foster a culture of ethical conduct and legal compliance. In the event of any unlawful or unethical conduct, suppliers must take appropriate action to address the issue and prevent its recurrence. Suppliers must maintain appropriate management systems, internal guidelines, risk management procedures, and provide necessary training and resources proportionate to their business operations.  

• 2.2 Fair Competition

Suppliers must promote fair competition and adhere to all antitrust and competition laws. Agreements or practices that restrict competition, such as price-fixing, market sharing, or exchanging confidential information with competitors, are prohibited.  

• 2.3 Prohibition of Bribery and Corruption

EVOLV has a zero-tolerance policy towards bribery and corruption. Suppliers must not engage in any form of bribery or corruption, whether directly or through third parties. Offering, promising, soliciting, or accepting any undue financial or other advantage to influence decisions or gain an unfair business advantage is strictly prohibited. Transparency, equity, and independence must govern all business interactions, including gifts, hospitality, and entertainment.  

• 2.4 Conflicts of Interest

Suppliers must avoid any situations where their personal interests could compromise their professional judgment or loyalty to EVOLV. Suppliers must not use their position or EVOLV’s resources, information, or opportunities for personal gain.  

• 2.5 Protection of Property and Privacy

Suppliers must protect EVOLV’s intellectual property, confidential information, and trade secrets. Confidential information received from EVOLV’s customers and stakeholders must also be protected. Suppliers must implement appropriate measures to safeguard EVOLV’s property and prevent unauthorized disclosure of information. Suppliers must comply with data protection laws and ensure that personal data is collected, processed, and stored lawfully and securely. Suppliers are also expected to have a business continuity plan in place.  

• 2.6 Purchasing and Relationships with Partners

Suppliers must conduct business with reputable and reliable partners. Due diligence should be exercised to verify the background and business practices of partners. Suppliers must not engage in money laundering, terrorism financing, or any other illegal activities, and must comply with all applicable sanction’s programs.  

3. People

• 3.1 Safe and Healthy Working Conditions

EVOLV is committed to providing a safe and healthy work environment for all employees and suppliers. Suppliers must ensure the safety and well-being of their employees and others affected by their operations. All applicable occupational safety laws and EVOLV’s safety requirements must be met. Suppliers must report any safety hazards or incidents immediately and designate personnel responsible for occupational health and safety. A proactive safety culture, including adequate training and adherence to safety regulations, is essential. Suppliers must also have procedures for post-accident response, analysis, and preventive actions.  

• 3.2 Terms of Employment

Suppliers must comply with all applicable labor laws, collective bargaining agreements, and international treaties regarding terms of employment. Wages, benefits, and working conditions must be fair and reasonable.  

• 3.3 Respect for Human and Work-Related Rights

Suppliers must respect and uphold internationally recognized human and work-related rights. Any form of forced labor or child labor is strictly prohibited. Suppliers must respect the rights of employees to freedom of association and collective bargaining.  

• 3.4 Equal Opportunities, Non-Discrimination, and Prevention of Inappropriate Treatment

EVOLV is committed to equal opportunity and fair treatment for all. Suppliers must not discriminate based on race, ethnicity, age, gender, family status, sexual orientation, religion, disability, political views, or any other personal characteristic. Harassment, bullying, violence, and any form of abuse are prohibited. Suppliers must foster a work environment free from harassment and violence.  

4. Environment

• 4.1 Environmental Responsibility

EVOLV is dedicated to promoting sustainable development. Suppliers must minimize the environmental impact of their operations and proactively address environmental concerns. This includes seeking to continuously improve environmental performance, reduce waste and emissions, and use resources efficiently. Suppliers must comply with all environmental laws, regulations, and EVOLV’s environmental guidelines. Suppliers are expected to prevent environmental damage and have systems in place to manage environmental incidents and complaints and report them to all the concerned parties.  

5. Whistleblowing Guidelines

• 5.1 Reporting Misconduct

EVOLV encourages the reporting of any concerns or suspicions of misconduct. The whistleblowing service is available to report serious risks affecting individuals, the company, society, or the environment. Reports can be made openly or anonymously.  

• 5.2 What to Report

The whistleblowing service should be used to report serious improprieties such as:

• • Prevention of money laundering and terrorism
  • Environmental protection
  • Data protection and privacy
  • Competition legislation and corporate tax issues
  • Securities market breaches

Workplace dissatisfaction or grievances should be addressed through normal channels and not through the whistleblowing service. Whistleblowers do not need to have definitive proof but must act in good faith. False or malicious reporting is prohibited and will be treated as a serious offense.  

• 5.3 How to Report

Concerns can be raised through the following channels:

• • Contacting a supervisor or manager within the supplier’s organization.
  • Contacting EVOLV’s legal department or by mail to EVOLV OÜ, info@evolv-marine.com 11316 Tallinn, Estonia.
  • Anonymous or confidential messaging through the whistleblower communication channel: https://report.whistleb.com/evolv

EVOLV encourages individuals to identify themselves when reporting, but anonymous reporting is also possible. The whistleblowing channel is managed by an external provider (WhistleB) to ensure anonymity and confidentiality.  

• 5.4 Investigation Process
  • 5.4.1 Whistleblowing Team:

Reports are received and handled by a designated whistleblowing team within EVOLV. The team will maintain confidentiality and log all actions taken. External expertise may be sought if necessary.  

• • 5.4.2 Receiving a Message:

The whistleblowing team will assess each report and decide whether to investigate. Reports may be declined if they fall outside the scope of the guidelines, are not made in good faith, lack sufficient information, or have already been resolved. Feedback on the report will be provided within a reasonable timeframe. Reports should avoid including unnecessary sensitive personal information.  

• • 5.4.3 Investigation:

All reports will be treated seriously and investigated impartially. The identity of the whistleblower will be protected. The team may request further information from the whistleblower. Investigations will be conducted by individuals not involved in the reported issue. The whistleblowing team will determine the appropriate course of action and maintain confidentiality throughout the process.  

• • 5.4.4 Whistleblower Protection:

Whistleblowers who report concerns in good faith will be protected from retaliation, including job loss, disciplinary action, or any other form of disadvantage. This protection applies even if the report is later found to be unsubstantiated. Non-anonymous whistleblowers will be kept informed of the investigation’s outcome, respecting confidentiality and privacy considerations. In cases involving alleged criminal offenses, whistleblowers will be informed that their identity may need to be disclosed to law enforcement.  

• 5.5 Entry into Force and Updates

These guidelines are effective as of 01.04.2025. The Legal Department is responsible for the interpretation, updating, and supervision of these guidelines. Any changes must be approved by the Legal Department.