I. Introducere

Contents
Foreword 3
Our Business Principles 4
Objectives of this Policy 4
Scope of this Policy 4
Structure of this Policy 4
Examples of Fraud, Bribery and
Corruption 4
1 Anti-Fraud measures 5
– What you need to know and do
2 Anti-Bribery and Corruption 6
– The fundamentals
3 Anti-Bribery and Corruption 7
– Further information
Gifts 7
Hospitality, promotional and other 7
business expenditure
Facilitation payments 8
Charitable contributions 8
Political contributions 8
Special considerations when government 8
officials are involved
4 Anti-Fraud, Bribery and Corruption 9
– Tools and training
What if I am not sure? 9
Employee responsibility 9
Due diligence 9
Training and awareness 9
Reporting and investigation 9
Non-Retaliation 9
Criminal and disciplinary action 9
Reporting any concerns 9
APPENDICES 10
APPENDIX 1
Fraud investigation protocols 10
APPENDIX 2
Fraud red flags - Spot the warning signs 11
APPENDIX 3
Bribery and Corruption red flags – Spot
the warning signs 11

II. Cuprins

Our Business Principles
Fraud of any kind will not be tolerated, nor will we seek, offer
or accept gifts, hospitality, bribes or other inducements which
encourage or reward a decision. We will report and record any
potential exceptions to this principle.
Objectives of this Policy
This policy seeks to minimise the financial and reputational
damage that can be caused to Kingspan through fraud,
bribery and corruption by ensuring compliance with antifraud,
anti-bribery and anti-corruption laws in every
jurisdiction in which we operate. Any violation could subject
Kingspan, its directors and employees to severe penalties,
including financial losses, fines and imprisonment, and could
be very damaging to Kingspan’s business and its reputation.
Scope of this Policy
This Anti-Fraud, Bribery & Corruption Policy (the Policy) is
applicable to Kingspan Group plc and all its subsidiaries and
joint ventures (in which Kingspan has an interest of 50% or
more), and their directors, officers and employees. This Policy
applies to all our business, both international and domestic,
wherever it is conducted.
This Policy also covers our agents and other persons acting on
our behalf, in respect of whom we are under a duty to ensure
that adequate procedures are in place to prevent bribery by
such persons.
This Policy refers to the provisions of the UK legislation
known as The Bribery Act 2010. These provisions are an
internationally recognised standard and are the minimum
standards to be adhered to. It is the responsibility of each
business to ensure compliance with any stricter local laws,
regulations or standards concerning anti-fraud, bribery and
corruption.
Structure of this Policy
This Policy is split into four parts:
1 Anti-Fraud measures – What you need to know and do
2 Anti-Bribery and Corruption – The fundamentals
3 Anti-Bribery and Corruption – Further information
4 Anti-Fraud, Bribery and Corruption – Tools and Training

1 Anti-Fraud measures – What you need to
know and do
 All employees have a responsibility to be alert to the signs
of fraud, to prevent fraud where possible, and to report
suspected fraud.
 Through their behaviour and leadership, executives and
managers will promote a culture of openness, integrity,
honesty and compliance with the law that we all hold
ourselves accountable to.
 The leadership team for each business must communicate
Kingspan’s position on fraud to employees. This
communication must reinforce the principles set out in
this Policy and should ensure that employees are aware of
their responsibilities and the support available.
 Kingspan is committed to the prevention, detection and
proper investigation of fraud, with an overriding aim
to prevent the occurrence of fraud in the first instance.
Kingspan will respond to all incidents, seeking to recover
losses, taking action against those who perpetrate fraud
and reporting incidents to the authorities as appropriate.
 The leadership team for each business must ensure that:
(a) This Policy is communicated to all employees

(b) An appropriately experienced individual is given
responsibility for coordinating and developing fraud
risk management and mitigation procedures. As a
minimum these must include:
– Communication of the Kingspan Code of
Conduct, with the confidential whistleblower lines
communicated to all employees;
– Investigation protocols followed (for further details,
refer to Appendix 1);
– All suspected or proven fraud, corruption or bribery,
irrespective of value, must be reported immediately
to the Group Head of Legal, copying the Group
Head of Internal Audit & Compliance and the Group
Chief Financial Officer;
– A list of fraud red flags is included in Appendix 2.
(c) Where deemed necessary, a fraud risk assessment,
involving discussion with a wide range of stakeholders,
is undertaken (in time to be included in the annual
Group Risk Assessment);
Fraud risk assessments are based on a wide-ranging
and candid assessment of the major risks with a wide
range of stakeholders. An ABC Risk Assessment Matrix
Template is available here;
(d) Ownership of significant fraud risks should be clearly
allocated and an appropriate range of prevention,
detection and response measures implemented – with a
focus on prevention and detection.

2 Anti-Bribery and Corruption –
The fundamentals
The Bribery Act 2010 (the “Act”) creates a ‘strict liability’
offence where Kingspan fails to prevent bribery by those
acting on its behalf. These provisions are an internationally
recognised standard and are the minimum standards to be
adhered to by all Kingspan businesses. Accordingly, this Policy
covers our agents and other persons acting on our behalf.
To help ensure compliance, you must ensure that adequate
procedures are in place to prevent bribery. This is particularly
important in the context of our international businesses
where we engage persons to act on our behalf or perform
contracts in certain key risk countries.
The Act creates four offences:
 A general offence of offering, promising or giving
a bribe.
 A general offence of requesting, agreeing to receive or
accepting a bribe.
 A distinct offence of bribing a foreign public official to
obtain or retain business.
 A strict liability offence for commercial organisations
where they fail to prevent bribery by those acting on their
behalf.
To help ensure compliance with the Act, this Policy prohibits:
 offering, promising, or giving any Improper Payment
(being a payment which includes any bribe, rebate,
payoff, or gift of money or anything of value (including
charitable or political contributions and promises of
employment) that is prohibited under any anti-bribery or
anti-corruption law);
 requesting, agreeing to receive, or accepting an Improper
Payment:
(a) whether in cash, or by way of other inducement.
(b) to or from any person or company, wherever they are
situated and whether they are a public official/public
foreign official or body, or private person or company.
(c) by any individual employee, agent or other person or
body acting on Kingspan’s behalf.
(d) in order to gain any commercial, contractual or
regulatory advantage for Kingspan in a way which is
unethical or unlawful.
(e) in order to gain any personal advantage, pecuniary or
otherwise, for the individual or anyone connected with
the individual.
 As a guide a number of ‘Bribery and Corruption red
flags’ are set out in Appendix 3 - although this list is not
exhaustive.
Failure to comply with this Policy may result in disciplinary
action, up to and including dismissal, and/or prosecution.

3 Anti-Bribery and Corruption –
Further information
Gifts
Kingspan makes decisions based upon legitimate business
factors such as price, quality and service. Gifts given or
received must never play a part in corporate decision
making and should be given or accepted only after careful
consideration.
No gift may ever be offered, promised, given or received for
the purpose of improperly influencing decisions affecting the
company’s business or for the personal gain of an individual.
All gifts given or received must be legal under all applicable
laws, and no cash or cash equivalents may ever be given
or received without the specific pre-approval of the Legal
Team.
When gifts are appropriate, Kingspan strongly encourage
the use of items with a nominal value. Nominal value means
small enough that it could not reasonably be seen to have
improperly influenced the decisions of the recipient.
All gifts given or received (even if offered and declined) by
employees of Kingspan Group plc, its subsidiaries, and joint
ventures (in which Kingspan has an interest of 50% or more),
and their directors, officers and employees should be logged
on an internal Register of Gifts and Hospitality containing
the following information:
 Date and description of the gift provided / received;
 Name of the person / company who provided or received
the gift;
 Reason for the provision / receipt of gift; and
 Estimated value of the gift provided / received.
It is the responsibility of the leadership team for each
business to manage an appropriate internal Register of
Gifts and ensure a specific email inbox has been setup to
allow for the above information to be received. For example,
staff at our Group office use the following email address:
giftsandhospitalityregister@kingspan.com
All records (including expense reports for gifts given) must be
complete and accurate.
Hospitality, promotional and other business
expenditure
Bona fide hospitality and promotional expenditure which
seeks to improve the image of the business, better present
products and services, or establish cordial relations, is
recognised as an established and important part of doing
business. It is not the intention of this Policy to prohibit
such behaviour. Hospitality and promotional or other
similar business expenditure should be reasonable and
proportionate. Any such expenditures that are reasonably
expected to exceed €250 per person (or local currency
equivalent) must be formally approved in writing by your line
manager before the expenditure is incurred or the hospitality
is received.
All such hospitality (exceeding €250 (or local currency
equivalent) per person) and related expenditures undertaken
by employees of Kingspan Group plc, its subsidiaries, and
joint ventures (in which Kingspan has an interest of 50% or
more), and their directors, officers and employees should
be logged on an internal Register of Gifts and Hospitality
containing:
 Date and description of the hospitality provided / received;
 Name of the person / company who provided or received
the hospitality;
 Reason for the provision / receipt of hospitality; and
 Estimated value of the hospitality provided / received.
It is the responsibility of the leadership team for each
business to manage an appropriate internal Register of
Hospitality and ensure a specific email inbox has been
setup to allow for the above information to be received.
For example, staff at our Group office use the following email
address: giftsandhospitalityregister@kingspan.com

Facilitation payments
This Policy prohibits ‘facilitation’ or ‘grease’ payments as
these are Improper Payments, are illegal, and breach our
business principles.
Facilitation payments are small payments made to secure or
speed up routine actions, usually by public officials.
If you have doubts about a payment and suspect that it
might be considered a facilitation payment, only make
the payment (i) if the official or third party can provide a
formal receipt or written confirmation of its legality and (ii)
you have first obtained specific approval for the payment
from your line manager or the Legal Team. If the demand is
accompanied by an immediate threat of physical harm, then
safety must come first, and you should make the payment
and then report it immediately to your line manager or the
Legal Team outlining the circumstances and amount of the
payment.
Charitable contributions
It is important to ensure that any contributions or
sponsorships are not used as a pretence for bribery. A review
of the charitable contribution and the end use of the funds
must take place before making the payment.
Political contributions
This Policy prohibits the making of political contributions in
any form. Our business principles state that, as a corporate
entity, we will act with absolute political neutrality. We will
abstain from any direct or indirect activities that could
be interpreted as taking a position in favour of or against
legitimate political parties. We will not make contributions or
donations of any type, whether in cash or in kind, in support
of political parties, organisations, factions, movements or
public or private entities whose activities are clearly linked
with political activity.
Special considerations when government officials
are involved*
When considering providing hospitality or entertainment for
Government Officials:
 Kingspan will only pay expenses necessary to accomplish
the legitimate business purpose as efficiently as possible.
Under no circumstances will sightseeing, side-trips,
entertainment not otherwise compliant with this Policy, or
“extra-days,” be included;
 For those expenses that are necessary, they should be for
modest travel and/or accommodations;
 Members of the government official’s family (spouse,
relatives, etc.) should not accompany the official and in
no case can Kingspan pay any of those expenses;
 You should not provide cash, cash equivalents or per
diems to the official. Also avoid giving gifts or souvenirs;
however, if they are necessary, they should be of nominal
value.
* The term “government officials” as used in this Policy
includes:
 Any government officers or employees;
 Any persons acting in an official capacity for or on behalf
of a government;
 Officials and employees of government-owned or
government-controlled corporations;
 Any elected officials;
 Judges or any other persons performing judicial functions
and/or assisting in the administration of justice;
 Political parties, political officials or candidates for
political office;
 Any officers or employees of a public international
organisation;
 Relatives or family members of any of the foregoing;
 Members of royal families; and
 Honorary government officials.

4 Anti-Fraud, Bribery and Corruption –
Tools and training
What if I am not sure?
If in doubt as to whether any potential actions or
circumstances might violate this Policy or applicable law,
you should immediately contact your line manager, your
Divisional Legal Lead or Group Legal before proceeding.
You should also refer any eventuality not covered by this
Policy to your line manager or the appropriate Divisional
Legal Lead or Group Legal.
Employee responsibility
The prevention, detection and reporting of fraud, bribery and
any Improper Payments is the responsibility of all employees
throughout Kingspan. Any individual who is concerned about
another individual’s noncompliance with this Policy should
raise the matter in the first instance with their line manager
or by using the Confidential Reporting Lines (see details set
out below).
Due diligence
Due diligence should be undertaken by employees and
associated persons prior to entering into any contract,
arrangement or relationship with a potential agent,
intermediary or representative. The scope and extent of
the due diligence may include some or all of the following
factors / actions:
 Is the business conducted in countries with a high
propensity for fraud and / or corruption;
 Is the business conducted through sales agents, joint
ventures or other third parties;
 Is the business conducted with government customers;
 Is business entertainment a significant element of the
sales process? Are there any previous incidents of fraud
or bribery within the company or industries / countries in
which the company operates?
 Has the third party either (i) confirmed that it has read
and agrees to comply with this Policy and applicable
law, or (ii) if you have confirmed that such third party’s
compliance policies are acceptable, confirmed that
it complies with its own anti- bribery policies and the
applicable law.
 Have copies of the third party’s compliance policies,
training materials, risk assessments and reports been
requested and assessed with input from Divisional or
Group Legal?
 Has an assessment of the third party’s reputation (seeking
references and / or retaining third-party firms to conduct
more detailed due diligence) been conducted; and
 Have appropriate anti-bribery terms and conditions been
incorporated in the commercial agreement with the
agent / intermediary, including provisions providing for
termination in the event that such agent / intermediary
violates this Policy or applicable law.
The Group Internal Audit & Compliance Team will conduct
regular audits to ensure compliance and the effectiveness of
this Policy and its procedures and evidence of any completed
due diligence should be retained.
Training and awareness
We will ensure that our employees receive training every
two years on compliance with this Policy in accordance
with regulatory best practice and (in certain jurisdictions)
statutory obligations to prevent bribery and corruption.
Those requiring specific and immediate guidance on this
Policy should contact their line manager, the applicable
Divisional Legal Lead or a member of the Group Legal Team.
Reporting and investigation
To report potential breaches of this policy, individuals can
use the confidential whistleblower lines (see details set out
below). Concerns can be reported anonymously without fear
of intimidation, reprisal or retaliation.
Any report of actual or alleged violations of this Policy will be
fully investigated by the Internal Audit & Compliance Team
and reported to the Management Board.
Non-Retaliation
Kingspan will not tolerate any form of retaliation against
anyone for making a good faith report of a potential
violation of this Policy.
Criminal and disciplinary action
The potential consequences of being convicted of a bribery
offence include criminal penalties for both the individual and
the Company. Individuals can be imprisoned for up to ten
years and / or receive an unlimited fine, and companies can
receive unlimited fines.
Failure to comply with this Policy may result in disciplinary
action, up to and including dismissal, and/or prosecution.
Reporting any concerns
Kingspan is committed to achieving an open working
environment in which you feel able to report directly to
your line manager. However, in rare circumstances when
you’re not comfortable with that or feel unable to do so, you
should report your concerns to the Legal Team or through
EthicsPoint (Kingspan’s anonymous and independently run
whistleblower hotline) by following the guidance at
www.kingspan.ethicspoint.com
EthicsPoint is a comprehensive, confidential and entirely
anonymous reporting tool created by NAVEX Global to assist
management and employees to work together in addressing
fraud, abuse, and other misconduct in the workplace - all
while cultivating a positive work environment.

APPENDIX 1 - Fraud investigation protocols
When information relating to actual or potential fraud is
uncovered, each business should be prepared to conduct
a comprehensive and objective internal investigation. This
investigation aims to gather evidence in support of a credible
assessment of the suspected violation, so management can
decide on a sound course of action.
Management should in advance of any investigation:
 Conduct a preliminary assessment of the fraud elements
in order to prove or disprove the initial allegation or
suspicion of fraud;
 Determine which alleged fraud events require immediate
notification to the Group Head of Legal in order to
preserve Kingspan’s attorney-client privileges.
Once the decision is made to perform an investigation,
management should:
 Set up a fraud investigation team (including a fraud
investigation leader), which may include Finance,
Internal Audit & Compliance, Legal, Human Resources,
Information Technology and other specialists from inside
or outside the organisation.
 Require the fraud investigation team to:
 Gather evidence through surveillance, interviews, or
written statements. The fraud investigation team may
use computer forensic procedures or computer-assisted
data analysis;
 Document and preserve evidence, considering legal
rules of evidence, and the business uses of the
evidence. Some examples of evidence include: e-mails,
letters, memos, other correspondence, computer
files, General Ledger postings, financial records, IT or
system access records, security and time keeping logs,
customer or vendor information such as contracts,
invoices and payment information;
 Determine the extent of the fraud;
 Determine the techniques used to perpetrate the fraud;
 Evaluate the cause of the fraud;
 Identify the perpetrators.
 Obtain from the fraud investigation team a report on the
investigation’s observations, conclusions, resolution and
corrective action (recommendations) to improve control.
 Determine what actions are to be taken once a fraud
scheme and perpetrator(s) have been fully investigated
and evidence has been reviewed. This may include legal
action (either criminal and / or civil) or disciplinary
action. The fraud investigation team should not have any
authority to initiate corrective actions.
 Consider the lessons learned from the investigation by
asking:
 How did the fraud occur?
 What controls failed?
 What controls were overridden?
 Why wasn’t the fraud detected earlier?
 How can future frauds be prevented or more easily
detected?
 What controls need strengthening?
 What additional training is needed?

APPENDIX 2 - Fraud red flags - Spot the
warning signs
On their own, these warning signs may not necessarily point
to fraud, but taken together they may indicate an increased
risk of fraud. Please remain vigilant!
Recent studies show that the most common behavioural red
flags displayed by perpetrators of fraud are living beyond
ones means and / or experiencing financial difficulties.
Other signs to be aware of include:
 High turnover of key accounting and finance personnel;
 Remuneration heavily based on financial performance;
 Low morale;
 Management dominated by one individual with no
effective oversight;
 Lack of delegation of everyday tasks;
 Unprofessional or close relationship with suppliers;
 Lack of openness during tender processes;
 Complex transactions that are difficult to explain;
 Unusually high or unexpected sales, returns, credit notes,
profits or losses compared to the average branch;
 Evidence of weak control environment in other areas
(e.g. health & safety);
 Lack of response to queries from management; and
 Reconciliations not completed and heavy use of suspense
accounts.
APPENDIX 3 – Bribery and Corruption red
flags – Spot the warning signs
The following is a list of possible “Red Flags” which may raise
concerns under various anti-bribery and anti-corruption laws.
The list is not intended to be exhaustive and is for illustrative
purposes only.
If you encounter any of these “Red Flags” you must report
them promptly to your Manager, the Compliance Manager,
or to the confidential helpline.
 You become aware that a third party engages in, or has
been accused of engaging in, improper business practices.
 You learn that a third party has a reputation for paying
bribes, or requiring that bribes are paid to them, or has a
reputation for having “a special relationship” with foreign
government officials.
 A third party insists on receiving a commission or fee
payment before committing to sign up to a contract
with Kingspan, or carrying out a government function or
process for Kingspan.
 A third party requests payment in cash and/or refuses to
sign a formal commission or fee agreement, or to provide
an invoice or receipt for a payment made.
 A third party requests that payment is made to a country
or a geographical location different from where the third
party resides or conducts business.
 A third party requests an unexpected additional fee or
commission to “facilitate” a service.
 A third party demands lavish entertainment or
gifts before commencing or continuing contractual
negotiations or provision of services.
 A third party requests that a payment is made to
“overlook” potential legal violations.
 You receive an invoice from a third party that appears to
be non-standard or customised.
 A third party insists on the use of side letters or refuses to
put agreed terms in writing.
 You notice Kingspan has been invoiced for a commission
or fee payment that appears large given the services
stated to have been provided.
 A third party requests or requires the use of an agent,
intermediary, consultant, distributor or supplier that is not
typically used or known to Kingspan.
 You are offered an unusually generous gift or offered
lavish hospitality by a third party.

Contact

Kingspan Group
Dublin Road | Kingscourt
Co Cavan | Ireland | A82 XY31
T: +353 42 969 8000
E: admin@kingspan.com
www.kingspan.com