CODE OF CONDUCT - Vitroliferequirements of Vitrolife’s Code of Conduct. Anti-Corruption and Bribery Vitrolife does not accept bribes, favors, or gifts or solicitation of such, whatever

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CODE OF CONDUCT

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Dear Colleagues,

We at Vitrolife share the vision to fulfil the dream of having a baby. Whatever our role within the company is, we work to achieve this.

Our mission is to support customers to achieve successful treatment outcomes by providing valued solutions and services for assisted reproduction. As a worldwide supplier, we affect the lives of many people. It is therefore our responsibility to conduct our business in a responsible way for the good of the people using our products, but also for the good of our company and the environment.

This Code of Conduct will guide us to achieve our goals in a way that also meets legal and ethical requirements. This Code of Conduct also encourages all of us to drive our business forward by taking initiatives and making decisions. Therefore, we all need to understand its contents and live by its principles in our everyday business.

Whenever we encounter an ethical issue, each of us has the responsibility to respond in a manner that reflects our company values. We must also be prepared to exercise good judgement and common sense in determining the appropriate actions to take, as this Code and our supporting policies cannot cover every possible situation that may arise.

Please read our Code of Conduct carefully. Don’t be afraid to ask if there is something you don’t understand or need help clarifying. We encourage you to speak out about any known, suspected or observed violations of laws, regulations, this Code or supporting policies of which you become aware.

By applying the commitments embodied in this Code of Conduct while working alongside our vision, we can maintain the reputation that makes us all proud to work at Vitrolife.

Together. All the way.

Thomas Axelsson, CEO

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Contents

About this Code ............................................................................................................................4

Our Values .......................................................................................................................................5

Workplace Environment ............................................................................................................6

Health and Safety ............................................................................................................... 7

Diversity, Equality and Non-Discrimination ................................................................... 7

Child Labor and Forced Labor .........................................................................................8

Drugs and Alcohol .............................................................................................................. 8

Fair Working Terms ............................................................................................................. 8

Freedom of Association and Collective Bargaining .................................................... 8

Business Operations ..................................................................................................................9

Business Partnership and Customer Relationship ..................................................... 9

Anti-Corruption and Bribery .............................................................................................9

Fair Competition and Antitrust .......................................................................................10

Trade Compliance .............................................................................................................11

Anti-Money Laundering ...................................................................................................11

Security of Assets .............................................................................................................11

Inside Information ..............................................................................................................12

Conflict of Interests ..........................................................................................................12

Political Affiliation ..............................................................................................................12

Environmental Responsibility..........................................................................................13

Relationship with Government and Regulatory Authorities.....................................13

Protection of Personal Information ................................................................................13

Your guideline for decisions................................................................................................ 14

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This Code of Conduct applies to all full-time and part-time Vitrolife employees and temporary staff worldwide (henceforth referred to as employees). You should read and understand this Code and act in accordance with the rules it lays down.

Furthermore, you should read this Code in order to understand what is expected of you, as well as when you need guidance in a particular situation. In addition to reading and applying this Code, you also need to consult and follow laws, regulations and Vitrolife´s supporting policies, both globally and locally. Our aim is that all employees should have our values as a guideline in their daily work. In situations where neither the law nor the Code of Conduct gives guidance, we should apply our own standards based on our corporate values and culture.

Please note that every manager has an obligation, within his or her area of responsibility, to ensure that employees and business partners are informed of the contents of Vitrolife´s Code of Conduct and the need for compliance with it. Furthermore, managers within Vitrolife should always set a good example.

Any failure to comply with this Code, its supporting policies, or the laws and regulations of the countries in which you work, will be fully investigated and appropriate action will be taken. This may include re-training, disciplinary measures, or other corrective action, up to and including termination of employment, depending on the circumstances. Violations of the law can also result in the imposition of criminal and/or civil fines and other penalties depending on the applicable law.

Our Code of Conduct describes our values, commitments and rights – both in the workplace environment and in business operations. It describes what Vitrolife expects of us and what we can expect of Vitrolife.

ABOUT THIS CODE

Reports of violations of this Code may be done anonymously and confidentially via an external partner, ‘WhistleB’. All messages are encrypted to ensure the anonymity of the person sending a message. The whistleblower function is managed by the HR Director and the Chairman of the Board. Those who report violations in good faith will not be subject to retaliation.

To report a violation, please enter the website: P https://report.whistleb.com/vitrolife.

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our values

In everything we do, whatever our area of business, we always rely on our values to guide us in the right direction. Our values combined with our vision and mission, are essential to help us achieve our business goal of being the leading provider of solutions that reduce the time to achieve a healthy baby and improve workflow efficiency and control for IVF clinics.

At Vitrolife our values are more than words on a piece of paper, we live by them every day.

Quality that makes a differenceAT VITROLIFE WE• Support clinics to be successful• Provide quality all the way to the patient• Act promptly if quality is compromised

AT VITROLIFE WE• Have customer focus• Take personal responsibility• Are proactive, curious and creative • Use resources in an efficient way

AT VITROLIFE WE• Learn from the best• Make use of opportunities• Are flexible and adapt promptly to new

circumstances• Learn and improve as we go along

AT VITROLIFE WE• Have mutual trust and respect• Cooperate across borders • Seek and share information • Use everyone’s experience and expertise• Celebrate success

Always forward

You contribute to our success

Together

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“In each country where Vitrolife operates, we offer a work environment that meets or exceeds applicable legal requirements and standards with regard to health and safety.“

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Health and Safety Vitrolife actively strives for continuous improvement of health and safety in the workplace. In each country where Vitrolife operates, we offer a work environment that meets or exceeds applicable legal requirements and standards with regard to health and safety.

What does this mean for you?

• You are responsible for understanding and following all safety requirements and guidelines.

• If you are a manager, you are also responsible for ensuring that employees are provided with adequate training for their jobs as well as creating a work environment where employees feel safe and comfortable to raise concerns.

• We are all responsible for the health and safety of ourselves and our co-workers and to prevent injury and illness by performing our duties and activities safely.

Diversity, Equality and Non-DiscriminationVitrolife promotes diversity, equality, and fairness, and a work environment where all employees are valued and respect one another. Vitrolife is dedicated to the principles of equal employment opportunity. We prohibit unlawful discrimination against applicants or employees on the basis of age, race, sex, color, religion, national origin, disability, military status,

genetic information, sexual orientation, gender identity, political affiliation, or any other status protected by applicable laws. Our goal is for each employee to reach their full potential.

Moreover, Vitrolife does not accept any form of mental or physical punishment, threat of punishment, bullying, discrimination or sexual or other harassment in the workplace – whether verbal, physical or visual, and whether committed in person or in any other way. Vitrolife provides fair employment opportunity. Employment decisions regarding, for example, hiring, promotion or working conditions shall be conducted without any discrimination.


• Do not practice discrimination against others, e.g. your colleagues or candidates.

• If you make employment decisions, you shall base them on objective criteria and qualifications, such as education, prior experience and merit.

• Treat others with respect and avoid behavior others may find offensive or inappropriate. Be aware that different people may perceive humor and jokes differently.

• If you notice any discriminatory behavior against you or someone else, please report this. Also, do object to and report any discrimination or harassment you experience yourself or you observe happening to others.

WORKPLACE ENVIRONMENT

Discrimination occurs when individuals are treated differently, directly or indirectly, because of age, race, sex, color, religion, national origin, disability, military status, genetic information, sexual orientation, gender identity, political affiliation or other characteristics prohibited by law.

Harassment means any behavior that creates or encourages an offensive or intimidating environment. Such behavior includes, but is not limited to, physical or sexual harassment, bullying or inappropriate humor.

What is discrimination and what is harassment?

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Child Labor and Forced LaborVitrolife does not accept any forced labor or child labor in any of its businesses and shall ensure the same from its suppliers, service providers or other business partners. In no event will Vitrolife employ any person below the age 16 or the country´s legal minimum age, if over 16.


• We are all responsible to make sure we do not use or support any forced labor.

• If you are a manager, ensure that our employees have freely chosen to work and are equally free to leave under their terms of employment.

• If you work with recruitment, ensure that the employees are above the minimum employment age.

Drugs and AlcoholVitrolife is committed to taking appropriate action to ensure a safe, substance-free workplace. Any misuse of alcohol or illegal drugs while on company premises or in business relations is strictly prohibited. Employees are expected to perform their work in a safe manner, free from the influences of alcohol, illegal drugs or controlled substances.

Fair Working TermsVitrolife applies fair labor practices and follows applicable national and international labor standards. We provide fair wages and benefits according to relevant standards wherever we operate. Vitrolife shall also comply with national legislation or local applicable collective agreements regarding working hours.

Freedom of Association and Collective BargainingVitrolife employees have the freedom to join or form a union, to organize and to bargain collectively and individually in accordance with local laws and regulations. No employee should risk harassment or retaliation for exercising these rights. The same applies for employees who choose not to join or establish an association.


• You are free to join or form any association that functions as an employee representative where any employment related questions may be asked and handled.

• We are all obliged to respect employees’ freedom of association and not to interfere with employee representative unions or any decisions taken by them.

“Vitrolife employees have the freedom to join or form a union, to organize and to bargain collectively and individually in accordance with local laws and regulations.”

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Business Partnership and Customer RelationshipVitrolife is committed to treating all its business partners fairly and in good faith. Vitrolife will only partner with businesses with good reputations and management integrity, and shall evaluate and select business partners based on their ability to meet the requirements of Vitrolife’s Code of Conduct.

Anti-Corruption and BriberyVitrolife does not accept bribes, favors, or gifts or solicitation of such, whatever the form, method, or purpose, in its business dealings. Vitrolife is

committed to complying with applicable anti-corruption and anti-bribery rules in all countries where Vitrolife operates. This includes complying with relevant legislation, industry rules and generally accepted codes of business conduct in each country where Vitrolife operates.

No employee shall offer, seek, or accept any gift (whatever its form) or personal favor that may have an influence on business-related decisions, actions, or transactions, or which are contrary to applicable laws or customary business practices. This prohibition includes cash (or money in whatever form), items of value, invitations, and trips/vacations.

business operations

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What is bribery?

Bribery is defined differently in different jurisdictions. In general, bribery is the act of giving or receiving something of value in exchange for some kind of influence, decision, or action in return. Bribery can be direct or indirect, and can be to or from private or public companies, as well as government agencies and organizations and their employees, officials, or representatives. Bribery can also include financing of bribery.

In many countries, there are strict rules on how suppliers to Health Care Providers may interact with Health Care Professionals and Health Care Providers. These rules regulate meetings, grants, donations etc.


• Be aware of the bribery and corruption laws in your country and those countries you visit while doing Vitrolife business.

• As a general principle, do not offer anything that could be considered a bribe and never accept anything from a supplier, business partner or anyone else if you believe it may affect your ability to be objective and act with integrity in business decisions.

• Situations can escalate quickly. Consult with your manager or a representative of Human Resources if you think you are being bribed or asked for a bribe. We encourage you to reach out even if the event already occurred, to minimize the impact of the situation and make this a learning experience.

Fair Competition and AntitrustVitrolife believes that fair competition is vital to ensure market efficiency and to succeed. Vitrolife is committed to complying fully and in good faith with antitrust laws and regulations as well as all applicable competition rules in countries where we operate. Vitrolife will compete vigorously and fairly and without anticompetitive understandings or agreements with competitors, suppliers, business partners or customers.


• You may only use legitimate methods when collecting information about competitors. You may not exchange competitively sensitive information regarding prices, costs etc., that is not publicly available, directly with a competitor or through a third party. The exchange of competitively sensitive information can constitute a breach of the competition rules.

• Furthermore, you may not make agreements or other arrangements with competitors that include price fixing, market sharing or customer allocation or carry out any activities that could hinder, restrict or eliminate fair competition in the market.

• If you are involved in a private or public tender process, you must have knowledge of and comply with applicable tender regulations, as well as competition laws, in particular laws regarding information exchange and cooperation between competitors.

• Report all intended cooperation with competitors to your Manager and seek advice at an early stage.

“Vitrolife does not accept bribes, favors, or gifts or solicitation of such, whatever the form, method, or purpose, in its business dealings.”

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Trade Compliance Vitrolife is committed to complying with international trade rules, including tax and customs laws and applicable export, import, transit and trade compliance laws in countries where Vitrolife operates. Employees are responsible for following all trade laws and regulations that apply in the country where they work.

Anti-Money LaunderingMoney laundering allows criminals and others to use funds obtained illegally to support criminal activities, such as trafficking, terrorism, or fraud. Vitrolife does not accept or support money laundering. Ensure that you know the terms of all transactions and be alert for signs of money laundering.

Security of AssetsVitrolife´s assets may be used only for the legitimate interests of Vitrolife in accordance with Vitrolife policies and never for private or personal gain. All employees or representatives of Vitrolife shall ensure that Vitrolife´s assets are handled, used, stored, shown and processed effectively and securely.Employees are obligated, during and after employ-ment with Vitrolife, to maintain the confidentiality of proprietary or confidential information of Vitrolife that the employees receive or to which they are exposed during employment. Employees may not misuse or inappropriately disclose any assets of Vitrolife.

All information relating to Vitrolife and its assets must be recorded and reported accurately and honestly. Employees should not make deliberately false or misleading statements (in any form) regarding Vitrolife information.


• As an employee or representative for Vitrolife, you have the responsibility to protect and respect trade secrets, designs, inventions, intellectual property or information by handling it properly and using it only in permitted ways.

• Respect and do not use intellectual property that belongs to others without approval from Vitrolife and the third party.

What are assets?

Assets include a broad range of tangible and intangible items, such as laptops, software, mobile phones, business plans, financial reports, electronic or paper documents, information, intellectual property (including intellectual property rights) or non-patented technology.

Confidential information includes, but is not limited to, financial or operating information, employee information, pricing, customer lists and related information, trade secrets, information about works of authorship, projects, plans and proposals, and information belonging to third parties that Vitrolife is required to maintain as confidential.

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Inside InformationInside information shall remain confidential until disclosed and no unauthorized party shall be given access to such information. Information made public shall be correct, relevant and clear. Information shall be disclosed in an open and prompt manner and be compliant with applicable legislation, requirements and internal policies. This includes compliance with NASDAQ Stockholm´s Rule Book for Issuers. For more information, please refer to Vitrolife´s Information and Insider Policy.

What is inside information?Inside information is non-public information, which, if made public, would be likely to have a significant effect on the Vitrolife share price.


• You are responsible for knowing the applicable requirements for inside information so that, for example, inside information remains confidential until disclosed and information released to the public is correct.

• Do not disclose any non-public information to anyone outside Vitrolife except when disclosure is required for business purposes. Also, do not disclose any non-public information to someone inside Vitrolife that does not have a business reason to know the information.

Conflict of InterestsVitrolife works with many suppliers, service providers, customers, and others in the course of doing business. A conflict of interest may arise when personal activities and relationships interfere with the interests of Vitrolife. This may be the case when an employee’s judgement is likely to be influenced by personal financial gain, personal relationships, participation in external activities, investment in another company or organization or in similar obvious or less obvious situations.


• You are responsible to learn how to recognize a conflict of interest and ensure you make all business decisions in the interest of Vitrolife and not to benefit yourself or anyone close to you.

• Report all potential conflicts of interest and side activities and seek advice.

Political AffiliationVitrolife does not take political stands. Therefore, we do not use Vitrolife´s assets to support political campaigns or candidates, or otherwise provide services to political endeavors.


• You may support political campaigns, causes, or candidates on your own time and using your own resources, however, you may not use Vitrolife’s name or resources (e.g., email addresses, phone numbers, employee lists, company products, company equipment) for political activities.

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Environmental ResponsibilityVitrolife is committed to environmental responsibility by striving to minimize the environmental impact of waste, pollution, transportation and energy consumption, and by adhering to legal and other relevant requirements. The company expects its employees to follow all applicable environmental laws and regulations as well as internal policies. For more information, refer to our environmental policies


• As an employee or representative for Vitrolife, you are responsible for having knowledge of and observing environmental laws and regulations in the country where you work.

• If you are a manager, you have the responsibility to communicate Vitrolife´s environmental policies to employees, suppliers, distributors and to the public.

Relationship with Government and Regulatory AuthoritiesVitrolife’s policy is to understand and comply with all laws, regulations and rules that apply to our businesses. Vitrolife will provide accurate, relevant information and records to government and regulatory authorities that are legally authorized to ask for such information.

Protection of Personal InformationVitrolife takes data protection seriously and always strives to protect personal information about individuals in the best possible way and to comply with all applicable laws and regulations for the protection of personal data. For more guidelines about how we work to protect personal data, please refer to our privacy policies.


• Comply with Vitrolife´s policies and guidelines when collecting, storing, using or sharing private information about individuals.

• Contact our Data Protection Coordinator if you have any questions regarding processing of personal data.

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If you can answer yes to all of these questions, the action is likely okay.

If you answer no, or are not sure, to

any of these questions, stop and consult a manager who can

help you handle the situation.

YOUR GUIDELINE FOR DECISIONS

Sometimes the right decision is not clear. If you are ever in doubt about a course of action,

ask yourself the following questions:

Is the decision or action legal?

Is the decision or action you are about to take in line with this Code of Conduct, values and policies of Vitrolife?

Is the decision or action you are about to take in the best interests of Vitrolife and our stakeholders?

Would you want your decision or action to be made public?

Is the decision or action you are about to take the right thing to do?

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If you have questionsIf you have any questions or feel uncertain about how to act, please contact your manager or any member of the HR department.

If you want to raise a concern about a potential violation of this Code of ConductReports of violations of this Code may be done anonymously and confidentially via an external partner, ‘WhistleB’. All messages are encrypted to ensure the anonymity of the person sending a message. The whistleblower function is managed by the HR Director and the Chairman of the Board.

To report a violation, please enter the website: P https://report.whistleb.com/vitrolife.

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Vitrolife AB (publ)Box 9080SE-400 92 GöteborgSwedenTel +46 31 721 80 00Fax: +46 31 721 80 [email protected]

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CODE OF CONDUCT - Vitroliferequirements of Vitrolife’s Code of Conduct. Anti-Corruption and Bribery Vitrolife does not accept bribes, favors, or gifts or solicitation of such, whatever