Compass

for good business conduct

 Our Compass is made available in several languages.

Royal FrieslandCampina N.V.

Stationsplein 4, 3818 LE Amersfoort
The Netherlands
T +31 33 713 3333

www.frieslandcampina.com

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FrieslandCampina’s
commitment
We are driven by our purpose nourishing by nature, which consists of three
pillars: better nutrition for the world’s consumers, a good living for our
farmers, now and for the generations to come. Based on these three
robust pillars FrieslandCampina develops and markets its products.

Besides being purpose–driven, our priorities are to delight our customers

and consumers. In that sense, we are ‘commercially obsessed’. We put our
customers and consumers first in everything we do, we enable our
commercial units to succeed and we act with speed and decisiveness
throughout the organisation.

As employees of FrieslandCampina we act with the mindset of a business

owner. This means that we focus on the things that really matter, we treat
company resources as if they are our own and we are generally prudent on
costs.

In order to be successful as a company, we understand that our

stakeholders have to put confidence in us. We intend to merit this trust,
which we have earned over many decades, by doing business in
accordance with the values set out in Compass. These values all relate to
behaving with integrity, with respect and in a transparent way.

The culture of our company is simply the sum of the behaviours of all of
us. The success and reputation of our company depend on our behaviour,
our good business conduct, every day again.

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 While doing our work, we are all confronted with obstacles, difficult
choices and dilemmas. At such moments, our code of conduct should serve
as our guide for good business conduct. This is why we have named it
Compass. It is the responsibility of each and every employee to act in line
with Compass. This means that all people working at FrieslandCampina
should familiarise themselves with the code and act accordingly.

Being a company living up to its purpose and its values means that all of
us must take responsibility. We do this by following Compass for good
business conduct. Whenever you face dilemmas or are in doubt about what
to do, please speak up and discuss with your colleagues what are the right
steps to take.

Thank you for deepening your understanding about Compass and for
representing our code of conduct. It is critical for our business success!

Hein Schumacher
Chief Executive Officer
Royal FrieslandCampina N.V.

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Table of contents

Our people, customers and planet

1. Safety with respect to food and people 7
2. Rights of employees and human rights 7
3. Sustainability 8
4. Avoid conflicts of interests 8

Our business partners and others

5. Business relations 9
6. Doing honest business - gifts and payments 9
7. Public activities – political contributions, lobbying, charity 10
8. Fair competition 10
9. Fair communication 11

Our company
10. Use of company resources 12
11. Protection of confidential information 12
12. Data protection 13
13. Integrity of (financial) reporting 13
14. Prevention of fraud 13

Follow our Compass 14

The policies, guidelines and other documents on the different

topics that Compass refers to can be found on intranet.

This Compass for good business conduct was adopted by the

Executive Board of Royal FrieslandCampina N.V. on 20 May 2015
and is effective as of 1 January 2016.

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 Compass for good
business conduct
Our success depends on the behaviour of each of us. We
must all demonstrate integrity, respect and transparency
in our business dealings. By doing this we create value,
maintain the confidence of our stakeholders and our
license to operate. It is the foundation of our excellent
reputation, our story and our future success.

We believe in respectful, honest business relations and in

showing respect for the world in which we operate. This
means that we follow not only the letter but also the
spirit of laws applicable to our activities. Additionally, this
includes following the letter and spirit of our Compass
and underlying policies. In the following sections you will
find the main rules of how to do good business. In each
section you will find one or more links to policies and
guidelines that provide examples and more detailed
information.

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 Our people, customers
and planet
Our business conduct regarding safety, protection of
human rights and protection of our planet is based on
integrity and respect.

1. Safety with respect to food and people

Our customers and consumers expect us to deliver safe and high-quality
products. Therefore, our products must meet our strict standards for
product quality, consumer health and food safety. Our focus on safety also
includes the safety for people: we are committed to a safe working
environment in which everyone takes responsibility for their own safety
and that of others. Safety always comes first for both our products and our
people.
→ FrieslandCampina’s Food Safety and Quality System (Foqus)
→ FrieslandCampina’s Safety policy

2. Rights of employees and human rights

We believe our employees are our most valuable asset. We favour an open
communication with all employees and we encourage all employees to
develop themselves both professionally and personally. We need motivated
and well-trained employees to reach our goals.

We respect and support internationally recognised human rights for all

stakeholders, such as the right of employees to join legal trade unions.

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 At FrieslandCampina, employees do not discriminate or harass others
based on, for example, race, colour, gender, sexual orientation, age,
religion, political opinion, national, ethnic or social origin. We base this
“responsible entrepreneurship” on the OECD Guidelines for multinational
enterprises, the ILO Declaration on Fundamental Principles and Rights at
Work and the United Nations Universal Declaration of Human Rights. We
expect every employee to directly address any form of discrimination or
harassment. We do not tolerate child labour and forced labour and
contribute to the elimination of these wherever we can. We expect all our
business partners to do the same.

3. Sustainability
We are committed to running our business in an environmentally sound
and sustainable manner. In 2010, we promised to make our business grow
in a climate-neutral way. We minimise the impact of our processes and
products on the environment and at the same time maximise our efforts to
secure health and nutrition globally and support small farmers in Asia and
Africa. In this way we contribute together to sustainable development
without preventing future generations from fulfilling their own needs.
These initiatives are an integral part of our business and our growth
strategy; therefore we monitor and annually report about our
sustainability performance in a transparent and consistent manner.
→ FrieslandCampina’s CSR strategy

4. Avoid conflicts of interest

Working at FrieslandCampina means working and acting impartially in the
best interest of our company. Sometimes this duty towards our employer
can be in conflict with more personal interests towards family, friends or
even ourselves. In such cases, we talk about this in a transparent way with
our colleagues and manager. We are open, honest and avoid even the
appearance of a possible conflict of interest. If necessary, we draw back.
→ FrieslandCampina’s Policy on avoiding conflicts of interest

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 Our business partners
and others
Our business conduct towards our business partners and
others is honest and transparent.

5. Business relations
We want to establish and maintain fair and mutually challenging relations
with reliable business partners that apply standards similar to ours and
contribute to our goals and integrity commitments. We regularly evaluate
business partner relations in order to ensure this. Furthermore, we
monitor and adhere to trade sanctions and we expect our business
partners to do this as well.
→ FrieslandCampina’s Procurement policy
→ FrieslandCampina’s Business practices for business partners

6. Doing honest business - gifts and payments

At FrieslandCampina we stand for honest business practices and therefore
we do not commit or allow any form of bribery. We do not provide or
promise anything of value to any person with the aim of improperly
receiving preferential treatment nor do we request or accept a bribe or
request or allow others to do so.

We only use gifts and entertainment to develop or strengthen business

relations, to show appreciation or to create goodwill when appropriate.
Appropriate here means well-timed, moderate, infrequent and not in

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 excess of locally acceptable business practices. We do not offer or accept
gifts or entertainment to put the recipient under pressure to return a
favour or to influence a business decision.

In relations with government officials we are even more careful, especially

because most of these people are not allowed to accept any gift or
entertainment at all. In all cases we only offer and accept gifts or
entertainment in conformity with the law and policy of the recipient’s
organisation as well as our own policy.
→ FrieslandCampina’s Doing honest business policy – Gifts and payments

7. Public activities – political contributions, lobbying,

charity
As a company we do not support political parties nor do we make financial
or other contributions (in time or products) to persons in politics.
Employees may do so personally in their spare time, but they should not
give the impression that our company provides support.

We actively participate in discussions on social and ethical issues. We also

encourage certain appointed employees to cooperate with governments
and organisations in formulating rules and laws that may have any effect
on our business.

We make community contributions and charitable donations in a transparent

and professional way, always in compliance with our internal rules.
→ FrieslandCampina’s Doing honest business policy – Gifts and payments

8. Fair competition
We believe in competition based on fair play and an equal playing field.
This is why we all conduct our activities in a fair and competitive manner
while carefully complying with competition laws. When we have any doubts
about an action being fully in line with competition rules, we first discuss
this internally.
→ FrieslandCampina's Fair competition policy

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9. Fair communication
In all our communications, including social media, each of us is expected to
communicate openly, respectfully and prudently and never to jeopardise
our excellent reputation. We address consumer complaints in a
professional and fair manner.
→ FrieslandCampina's Social media guidelines
→ FrieslandCampina’s Guide to media relations
→ FrieslandCampina's Guidelines on publicity by third parties
→ FrieslandCampina's Corporate Standard for Responsible Marketing
Communications
→ FrieslandCampina's Corporate Standard for the Marketing of Infant
Foods

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 Our company
Our business conduct aims at careful and honest use of
company assets.

10. Use of company resources

Each of us has access to various company resources and we are all
responsible for protecting these. These company resources include cars,
tools, computers and machines, as well as our brands, innovations and
intellectual property rights. We use resources in a careful way only for
their intended business purposes and such that our company is not at risk.
→ FrieslandCampina’ s Policy on the use of company resources

11. Protection of confidential information

We properly handle all confidential information of our company and others
and protect it against unauthorised disclosure. Confidential information
such as know how, is a valuable asset that provides a competitive
advantage. We only reveal our company confidential information to anyone
outside the company for an allowed business purpose. Even within our
company, we only share confidential information with people who have a
business “need to know”. We use confidential information of others (for
instance our competitors) only in a legal and honest way.
→ FrieslandCampina’s Policy on confidential information

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12. Data protection
We respect the privacy rights of employees, members, consumers,
customers, suppliers and other business partners and therefore we treat
personal data confidentially. We only collect, process, transmit and use
personal data insofar as reasonably required for communicated business
purposes. We respect the confidential nature of any personal data and we
take responsibility to keep such data accurate, complete, relevant and
secure.
→ FrieslandCampina’s Privacy manuals
→ FrieslandCampina’s Privacy Code for Employee Data
→ FrieslandCampina’s Third Party Privacy Code

13. Integrity of (financial) reporting

We want to make business decisions based on all relevant facts. For this we
need reliable data in conformity with our internal guidelines. We all have a
duty to ensure that our financial and non-financial documents, records and
reports (both internal and external) are accurate, complete, consistent and
up-to-date. We make sure that the financial reporting complies with the
local laws and regulations and group accounting policies (International
Financial Reporting Standards (IFRS) and local Generally Accepted
Accounting Principles (GAAP)).
→ FrieslandCampina’s Policy on financial and non-financial records

14. Prevention of fraud

We do not accept any behaviour intended to deceive or mislead others.
We expect each employee to contribute to preventing fraud within our
company.
→ FrieslandCampina’s Policy on preventing fraud

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 Follow our Compass
Scope
All employees of the FrieslandCampina group of companies are obliged to
adhere to our Compass. The same holds for all people working at our
company through an agency, a supplier, as an independent consultant or in
any other position. The Executive Board has appointed a Corporate
Manager Business Conduct, who monitors and regularly reports findings
and recommendations with regard to concerns relating to our Compass to
the Executive Board and the Supervisory Board.

Common sense
This Compass for good business conduct describes how we want to do
business in a responsible way and what is expected from all of us. However,
our Compass can never cover all situations we are confronted with in our
daily work. Common sense and professional personal judgment remain
necessary to make sure that we daily demonstrate our company values
integrity, respect and transparency, safeguard our excellent reputation and
expand our success.

Personal responsibility to understand

Each of us is responsible for understanding the letter and spirit of this
Compass and to follow it. If any part of this Compass is unclear, it is our
personal responsibility to ask for an explanation until we fully understand it.

Managers
Of course, our Compass also applies to our managers, our Executive Board
and Supervisory Board. Actually, people in management positions have

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even more responsibilities, as they must lead by example, make sure all
employees have access to the Compass and follow trainings and
e-learnings. Next to this, a key responsibility of management is to create an
open environment in which the employees can raise their concerns or
suspicions without fear of a negative reaction.

How to deal with dilemmas: the mirror test

Do the mirror test whenever you doubt whether a situation is acceptable or
not according to our Compass and underlying policies. Look in the mirror
and ask yourself the questions below. This will help you to critically evaluate
the situation.

Does it seem right?

Is it legal?
Is it in conformity with our
company values and Compass?
What will others think of me?
Will I take personal responsibility?
Do the right thing!

Raise questions or concerns

We encourage our employees who have concerns about a (suspected)
violation of our Compass, to speak up and express concerns. We understand
that it takes courage to speak up. That is why we want a company culture
without fear of punishment or unfair treatment for raising such concerns. If
you are worried that something wrong or dangerous is happening at work,
please do not keep it to yourself. FrieslandCampina will not tolerate
negative consequences for anyone who raises a concern in good faith; you
will be protected.

Our Speak Up procedure gives you guidance on how to raise concerns.

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