RESPONSIBLE BUSINESS PRACTICES

CONTENTS
1. CODE OF CONDUCT
2. HUMAN RIGHTS POLICY
3. SUPPLY CHAIN POLICY
4. RESPONSIBLE PRACTICES REPORT

1.CODE OF CONDUCT (Back to Contents)

Preamble:

John Hardy USA Inc. and our subsidiaries and affiliated companies1 (collectively, “John Hardy”, “we” or “us”) are committed to ethical and responsible business practices in all aspects of our business operations. John Hardy conducts its business with a regard for human rights and respect for the environment and believes each and all company or person which they are doing business with (hereinafter referred as “Contract Party”) shall have similar commitments and standards.

With this in view and as a condition for conducting business with John Hardy, each and all Contract Parties must observe and apply the below Code of Conduct, in accordance with the current local laws and practices.

If Contract Party does not adhere and implement the requirements contained herein, this will constitute a material breach of their commitment, and John Hardy may unilaterally, at its sole discretion and without any compensation to Contract Party, immediately terminate all existing agreements with Contract Party and cancel any existing orders. In view of this, John Hardy and its designated agents will be authorised by Contract Party to inspect its sections in order to confirm compliance with this Code of Conduct.

This Code of Conduct will be communicated and explained in adequate language to employees by the Contract Party. Contract Party is also responsible for ensuring all subcontractors involved in John Hardy’s business comply with this Code of Conduct and has been homologated and/or approved in writing.

John Hardy’s Code of Conduct Standards:

Compliance with Laws and Regulations: Contract Party must comply with all applicable laws and regulations, United Nations (UN), and International Labour Organization (ILO) Convention and Recommendations, including local and national codes, rules and regulations, applicable treaties and industry standards and adopt publicly available policies, endorsed by senior management, to achieve this Code of Conduct.

Child Labor: Contract Party must prevent employment of children younger than fifteen (15) years of age. In case local laws specify a minimum working age higher than or impose mandatory education beyond the age of fifteen (15), the local laws shall apply. Contract Party recognizes in particular the right of the child to be protected from economic exploitation and from performing any work that is likely to be hazardous or to interfere with the child’s education, or to be harmful to the child’s health or physical, mental, spiritual, moral or social development.

Contract Party must comply with all their local legal requirements for young workers, particularly those pertaining to hours of work, wages, health and safety and general working conditions.

Forced Labor: Contract Party recognizes that the use of forced or involuntary labor and the restriction of employees’ freedom of movement are not permitted. Employees must be treated with dignity and respect by the Contract Party, and any corporal punishment, threats of violence or other forms of physical, sexual, psychological or verbal harassment must not be used against them. As for grievance procedures and investigation processes, they must be clear and clearly explained to all Employees.

Safety and Health: Workplace environment must comply with relevant applicable Laws and industry standards so as to ensure a safe conduct of work. As such, Contract Party is required to provide employees with the best possible human health and safety working conditions. Contract Party shall also ensure adequate and appropriate safety arrangements and hygienic conditions at the workplace. Employees must be appropriately trained as to safety and health measures. Contract Party should have appropriate procedures in place, including installing alarms, establishing emergency procedures and evacuation plans, to prevent accidents, and provide access to on-site health and medical facilities. Any serious incidents should be formally investigated and documented.

Gender and Racial Equality: Parties recognize the importance of gender and racial equality. Therefore, John Hardy requires that Contract Party, with respect to substantial local practice and culture, acknowledges equality of genders and races, in particular the rights of men and women of all races to equal pay for equal work, equal employment opportunity, equal working conditions (including wage conditions) and equal professional development within the trade (including opportunities for promotion). Contract Party also undertakes to seek to promote such rights.

Contract Party will not expose employees to any kind of discrimination in its hiring and employment practices.

Working Conditions and Wage: Contract Party must compensate employees for services rendered or to be rendered by providing them wages (for which payments are made on a regular and pre- determined basis by bank transfer or in cash or cheque form in a manner and location convenient to employees), including overtime hours at such premium rates, maximum hours, piece rates and other elements of compensation. Wages shall not, as a minimum standard, be lesser than those specified by national laws or current industry standards, should the latter provide better conditions for the employees; and wages shall cover a decent living.

As such, Contract Party is required to lay down conditions of work and wage for its employees, including appropriate and legal daily and weekly working hours, overtime work and the legal number of days of paid annual holiday leave, and weekly rest (as being part of Employee’s Right). Contract Party is expected to comply with applicable local laws and industry standards on working hours. Contract Party should not, except in special circumstances or as permitted by local law, expect employees to work more than the lesser of:
$bull; 48 hours per week for regular working hours (excluding overtime),
• The limits on regular hours allowed by local law.

Workers’ Right to Information and Consultation: Contract Party acknowledges and consents its employees or their representatives are, at the appropriate levels, guaranteed information and consultation in good time in the cases and under the conditions provided for by current domestic laws and practices.

Contract Party is required in particular to ensure its employees or their representatives the opportunity to be regularly and fully informed of the financial prospects of the company; Where employees’ interests would significantly be affected, including general terms of employment, information shall be given and consultative bodies established as early as possible to ensure that proposals and viewpoints of the employees contribute to the management’s decision making process.

Contract Party’s employees should have the opportunity to participate in relevant training programmers to help them undertaking their respective functions.

Right to Collective Bargaining: Contract Party recognizes employees’ right to associate, organise and bargain collectively in a lawful and peaceful manner, for the protection of their interests, without penalty or interference (as stated in the article 23 of The Universal Declaration of Human Rights and in ILO Conventions No. 87 and 98). Contract Party will not prevent collective bargaining and will adhere to collective bargaining agreements, where such agreements exist.

Environmental Compliance: Contract Party must comply with all applicable environmental laws and regulations and is encouraged to introduce appropriate management and operating systems to minimize its impact on the environment. Contract party should dispose of waste substances in compliance with Applicable law and take steps to reduce the quantity of waste/emissions produced and energy/natural resources used. Additionally, contract party will ensure the efficiency of their business operations in terms of consumption of natural resources including but not limited to water and energy. Contract party should not manufacture, trade and/or use chemicals and hazardous substances and should employ alternatives to other hazardous substances used wherever possible.

Bribery and Facilitation Payment: Contract Party must act against any form of bribery, consider bribery risk and have appropriate methods to monitor such risk. Contract Party must facilitate the reporting of potential bribery, apply sanctions for bribery/attempted bribery and implement appropriate controls to oversee all payment facilitation. There should be no penalty for voicing a concern or declining to pay a bribe under any circumstances.

Money Laundering and Finance of Terrorism: Contract Party must maintain audited financial accounts and acknowledge the identity of all organisations Contract Party deals with. Any transaction that is of international scope may be subject to more than one regulation.

Diamonds and Stones: Contract Party must agree and support on a voluntary program of self- regulation in the diamonds and gemstones trade industry. Contract Party must not knowingly buy or sell Conflict Diamonds, according to Kimberley Process2. Contract Party will adhere to and keep records of audited and reconciled Kimberley Process Certificates. Contract Party will adhere to World Diamond Council Resolution on Industry Self-Regulation, keep records of all invoices (which shall contain the World Diamond Council warranty statement3) and have a system to prevent any illegal diamond purchase or sell. Employees are informed about the restrictions on buy or sell diamonds. Any material mined in Myanmar and supplied to John Hardy shall be clearly described and stated to John Hardy.

Conflict Minerals4 : Contract Party must have a policy to reasonably assure that the gold material, in products they manufacture, does not directly or indirectly finances or benefits armed groups causing serious human rights abuses. Contract Party must, to the best reasonable extent, ensure ethical sourcing and complete due diligence on the source and chain of custody of gold, and make its due diligence measures available upon request.

Product Security: Contract Party shall have product security procedures within the premises and during shipments. Contract party will only use armed security personnel when necessary, provided that it is permissible under the local laws. Meanwhile, Contract Party shall seek to prioritize the security of employees, visitors and other relevant business partners.

Product Integrity: Contract Party must comply with any relevant and applicable trading standards legislation. Contract Party will disclose all product physical characteristics properly, and the product’s original sources wherever possible, and will not make any untruthful statement, representation or material omission. Contract Party will disclose the fineness of gold and silver, apply the appropriate quality marks. Contract Party will properly disclose the description of diamond and precious stone’s quality, including proper disclosure of treatments applied on these materials, laboratory created diamond and precious stone, and a simulant.

John Hardy will continuously update this Code of Conduct and Contract Party must accept these updates unless such amendments have a substantial effect on the latter.

2.HUMAN RIGHTS POLICY (Back to Contents)

John Hardy is committed to developing an organizational culture which implements a policy of support for internationally recognized human rights and seeks to avoid complicity in human rights abuses. We support the principles contained within the International Bill of Human Rights and the International Labour Organization’s (ILO) Declaration on Fundamental Principles and Rights at Work.

This Policy applies to all employees of John Hardy entities and locations worldwide. In addition, our subcontractors working at our sites are expected to comply with this Policy. If any employee believes that someone is violating the Human Rights Policy or the law, they are asked to report it immediately to their manager, Human Resources, or Company legal counsel.

John Hardy’s Human Rights Principles:

Child Labor: John Hardy prevents employment of children younger than fifteen (15) years of age. In case local laws specify a minimum working age higher than or impose mandatory education beyond the age of fifteen (15), the local laws shall apply. John Hardy recognizes in particular the right of the child to be protected from economic exploitation and from performing any work that is likely to be hazardous or to interfere with the child’s education, or to be harmful to the child’s health or physical, mental, spiritual, moral or social development.

John Hardy complies with all their local legal requirements for young workers, particularly those pertaining to hours of work, wages, health and safety and general working conditions.

Forced Labor: John Hardy recognizes that the use of forced or involuntary labor and the restriction of employees’ freedom of movement are not permitted. Employees must be treated with dignity and respect, and any corporal punishment, threats of violence or other forms of physical, sexual, psychological, or verbal harassment must not be used against them. As for grievance procedures and investigation processes, they must be clear and clearly explained to all Employees.

Safety and Health: Workplace environment must comply with relevant applicable laws and industry standards so as to ensure a safe conduct of work. As such, John Hardy provides employees with the best possible human health and safety working conditions. John Hardy also ensures adequate and appropriate safety arrangements and hygienic conditions at the workplace. Employees must be appropriately trained as to safety and health measures. John Hardy has appropriate procedures in place, including installing alarms, establishing emergency procedures and evacuation plans, to prevent accidents, and provide access to on-site health and medical facilities. Any serious incidents should be formally investigated and documented.

Gender and Racial Equality: John Hardy recognizes the importance of gender and racial equality. Therefore, John Hardy, with respect to substantial local practice and culture, acknowledges equality of genders and races, in particular the rights of men and women of all races to equal pay for equal work, equal employment opportunity, equal working conditions (including wage conditions) and equal professional development within the trade (including opportunities for promotion). John Hardy also undertakes to seek to promote such rights.

John Hardy shall not expose employees to any kind of discrimination in its hiring and employment practices.

Violence in the Workplace: John Hardy deems it the responsibility of all employees to maintain the workplace free from threats and acts of violence. Supervisors and managers in all level are responsible for observing signs of their employees’ discomforts or grievances which may potentially stem from violence and encouraging the affected person to report any such incidents through Human Resource Department’s provided grievance channel. Non-exhaustive list of violence in the workplace includes:
• Causing physical injury to another person
• Making threatening remarks
• Acting out in aggressive or hostile manner that creates reasonable fear of injury to another person 
or subjects another individual to emotional distress
• Intentionally damaging employer property or property or another employee
• Possessing a weapon while on the workplace property or while on the workplace business
• Committing acts motivated by, or related to, sexual harassment or domestic violence

Working Conditions and Wage: John Hardy compensates employees for services rendered or to be rendered by providing them wages (for which payments are made on a regular and pre-determined basis by bank transfer or in cash or cheque form in a manner and location convenient to employees), including overtime hours at such premium rates, maximum hours, piece rates and other elements of compensation. Wages shall not, as a minimum standard, be lesser than those specified by national laws or current industry standards, should the latter provide better conditions for the employees; and wages shall cover a decent living.

As such, John Hardy lays down conditions of work and wage for its employees, including appropriate and legal daily and weekly working hours, overtime work and the legal number of days of paid annual holiday leave, and weekly rest (as being part of Employee’s Right). John Hardy complies with applicable local laws and industry standards on working hours. John Hardy does not, except in special circumstances or as permitted by local law, expect employees to work more than the lesser of:
• 48 hours per week for regular working hours (excluding overtime),
• The limits on regular hours allowed by local law.

Workers’ Right to Information and Consultation: John Hardy acknowledges and consents its employees or their representatives are, at the appropriate levels, guaranteed information and consultation in good time in the cases and under the conditions provided for by current domestic laws and practices.

John Hardy ensures its employees or their representatives the opportunity to be regularly and fully informed of the financial prospects of the company; Where employees’ interests would significantly be affected, including general terms of employment, information shall be given and consultative bodies established as early as possible to ensure that proposals and viewpoints of the employees contribute to the management’s decision making process.

John Hardy’s employees have the opportunity to participate in relevant training programs to help them undertaking their respective functions.

Right to Collective Bargaining: John Hardy recognizes employees’ right to associate, organize and bargain collectively in a lawful and peaceful manner, for the protection of their interests, without penalty or interference (as stated in the article 23 of The Universal Declaration of Human Rights and in ILO Conventions No. 87 and 98). John Hardy does not prevent collective bargaining and will adhere to collective bargaining agreements, where such agreements exist.

Security: The task of guaranteeing the security of our employees, assets, and facilities is developed with efficiency but also with total compliance with the laws and with respect to human rights. Security personnel must first try to resolve a security incident without using force. If this fails, they should only use the minimum force needed and offer help to anyone, including offenders, injured as a result. In the event of product security incident, John Hardy shall prioritize the security of employees, visitors, and other relevant business partners.

This Policy is aligned with John Hardy’s Code of Conduct, employee handbooks and company’s rules and regulations, which lay down a grievance mechanism for stakeholders to address and resolve issues or potential violations. Where we have identified that we have caused, contributed to or been linked with any adverse human rights impacts, we will take action to remediate the impacts through appropriate process.

This Policy and our Human Rights Due Diligence assessments shall be annually reviewed and endorsed by the senior management and may be updated from time to time as required.

Dated: February 8, 2021

3. SUPPLY CHAIN POLICY (Back to Contents)

This policy confirms JOHN HARDY1’s commitment to respect human rights, avoid contributing to the finance of conflict and comply with all relevant UN sanctions, resolutions and laws, and comes into effect as of March 5, 2021.

JOHN HARDY is a certified member of the Responsible Jewellery Council (RJC). As such, we commit to proving, through independent third-party verification, that we:
a. respect human rights according to the Universal Declaration of Human Rights and International 
Labour Organization Declaration on Fundamental Principles and Rights at Work;
b. do not engage in or tolerate bribery, corruption, money laundering or finance of terrorism;
c. support transparency of government payments and rights-compatible security forces in the 
extractives industry;
d. do not provide direct or indirect support to illegal armed groups;
e. enable stakeholders to voice concerns about the jewellery supply chain; and
f. are implementing the OECD five-step framework as a management process (and Supplement on 
Gold if applicable) for risk-based due diligence for responsible supply chains of minerals from conflict-affected and high-risk areas.

We also commit to using our influence to prevent abuses by others.

Regarding serious abuses associated with the extraction, transport or trade of minerals and gold:
We will neither tolerate nor profit from, contribute to, assist or facilitate the commission of:
a. torture, cruel, inhuman and degrading treatment;
b. forced or compulsory labor;
c. the worst forms of child labor;
d. human rights violations and abuses; or
e. war crimes, violations of international humanitarian law, crimes against humanity or genocide.

We will immediately stop engaging with upstream suppliers if we find a reasonable risk that they are committing abuses described in paragraph 4 or are sourcing from, or linked to, any party committing these abuses.

Regarding direct or indirect support to non-state armed groups:
We will not tolerate direct or indirect support to non-state armed groups, including, but not limited to, procuring diamonds or gold from, making payments to, or otherwise helping or equipping non-state armed groups or their affiliates who illegally:
a. control mine sites, transportation routes, points where gold is traded and upstream actors in the 
supply chain; or
b. tax or extort money, or gold at mine sites, along transportation routes or at points where gold is 
traded, or from intermediaries, export companies or international traders.
In alignment with the above paragraph, we only buy or sell diamonds that are fully compliant with the Kimberley Process Certification Scheme.

We will immediately stop engaging with upstream suppliers if we find a reasonable risk that they are sourcing from, or are linked to, any party providing direct or indirect support to non-state armed groups as described in paragraph 6.

Regarding public or private security forces:
We affirm that the role of public or private security forces is to provide security to workers, facilities, equipment and property in accordance with the rule of law, including law that guarantees human rights. We will not provide direct or indirect support to public or private security forces that commit abuses described in paragraph 4, or that act illegally as described in paragraph 6.

Regarding bribery and fraudulent misrepresentation of the origin of minerals and gold:

We will not offer, promise, give or demand bribes, and will resist the solicitation of bribes, to conceal or disguise the origin of minerals and gold, or to misrepresent taxes, fees and royalties paid to governments for the purposes of extraction, trade, handling, transport and export of minerals and gold.

Regarding money laundering:
We will support and contribute to efforts to eliminate money laundering where we identify a reasonable risk resulting from, or connected to, the extraction, trade, handling, transport or export of minerals and gold.

4. RESPONSIBLE PRACTICES REPORT (Back to Contents)

Enhanced Product Disclosure:
The term “treated” is included in the description of products that feature rubies, emeralds or sapphires; indicating they have undergone extensive gemstone treatment.

Supply Chain Policy and Due Diligence:
We have adopted a Supply Chain Policy which includes a supply chain due diligence framework recommended by the Organization for Economic Co-operation and Development (“OECD”). The policy is available here.

The Supply Chain Policy details the ‘adverse impacts’ that we commit to avoid contributing to, directly or indirectly, through our purchases of gold, silver, diamonds, and colored gemstones (rubies, emeralds and sapphires).

The due diligence is carried out through engaging suppliers to provide information to the best of their knowledge regarding the place of origin and the operation practices of upstream suppliers, ensuring that any adverse impact in our supply chain is addressed with appropriate remediation framework. The effort is still in progress.

Human Rights Policy and Due Diligence:
To reinforce our internal focus on human rights, we expand the human rights related topics on the existing Code of Conduct into a standalone Human Right Policy. It addresses more specific to employees and includes more proactive measures such as spotting sign of workplace violence and an annual due diligence review system. The policy is available here.

Donations/Sponsorships:
Donations/sponsorships were made to various organizations so far in our current fiscal year, as below:

• October 2020: Breast Cancer Research Foundation, a nonprofit organization committed to achieving prevention and a cure for breast cancer.
• December 2020: The Conscious Kid, an education, research, and policy organization dedicated to equity and promoting healthy racial identity development in youth.
• January 2021: Gurls Talk, a community-led non-profit organization dedicated to promoting the mental health and wellbeing of gurls and young women
• March 2021: Asian Americans and Pacific Islanders (AAPI) Community Fund, a grassroots organization working to empower the AAPI community and rectify the racial inequalities within our society.
• June 2021: Every Mother Counts, a non-profit organization dedicated to making pregnancy and childbirth safe, equitable and respectful for every mother, everywhere.
• June 2021: Environmental Bamboo Foundation for the Bamboo Village Initiative which plant bamboos in Indonesia on our behalf for our “Wear Bamboo Plant Bamboo” campaign (to help offset the companies carbon emission)