Human Resources Policy Manual

CODE OF BUSINESS CONDUCT AND ETHICS Rotana places the highest value on the integrity of the Company and each of its directors, officers, employees and representatives. All Corporate Office and Hotel employees are responsible for complying with all applicable laws and regulations in each country in which the Company does business and for knowing and complying with this Code of Business Conduct & Ethics and other policies of the Company. Violations of law or breach of this Code or other policies of the Company are subject to disciplinary procedures, which may include termination and legal action. Hotels are responsible for ensuring that their policies and practices are consistent with this Code. If a local law conflicts with a policy in this Code, you must comply with local law. If a local custom or practice conflicts with a statement in this Code, you must comply with the Code. The Code of Business Conduct & Ethics includes the following sections: Compliance with Laws, Rules and Regulations 2. Conflict of Interest 3. Confidentiality 4. Use and Protection of Company Assets 5. Entertainment and Gifts 6. Dealings with Government Employees or Officials 7. Dealings With Media and Online Communities 8. Corporate Opportunities 9. Protection of Company Records 10. Competitive Practices 11. Political Activities and Contributions 12. Safety, Health and Environment 13. Grooming Standards 14. Discipline 15. Discrimination and Harassment 16. Use of Electronic System
1.

1. Compliance with Laws, Rules and Regulations Abiding by the law is the foundation on which Rotana ethical standards are built and is critical to its reputation and continued success. All employees must respect and obey the laws of the various jurisdictions in which the Company operates and avoid even the appearance of impropriety. Although not all employees are expected to know the details of these laws, it is important to know enough to determine when to seek advice from supervisors, managers or other appropriate levels.

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2. Conflict of Interest A conflict of interest exists when a persons private interests interfere in any way with the interests of the Company. A conflict of interest can arise when employees take actions or have interests that may make it difficult for them to perform their work for Rotana objectively and effectively. Conflict of interest may also arise when employees or members of their families have a material interest in a transaction or receive improper personal benefits as a result of their positions with the Company. Employees shall avoid any outside interests that may improperly influence the decisions they make on behalf of the Company. Personal or family investments in an enterprise that either does business with the Company or competes with the Company are examples of outside interest that might influence business decisions. 3. Confidentiality Each employee shall maintain the confidentiality of information belonging to the Company regarding Rotana, its officers, employees, guests, supplier, or competitors. Information shall not be disclosed to the media except in accordance with established Company procedures. Laws of the countries within which the Company does business, protect personal data collected on individuals, which are stored on computers. A universal legal principle is that company data must not be used for purposes other than those for which it was properly obtained, and must not be disclosed to persons who are not entitled to it. Consequently, in order to ensure compliance with these laws the following principles apply:

Any employee with access to private data is expected to hold it in strict confidence. Any code or identifications which permits access to data held on computers may only be used by the person to whom it is issued. Employees using computers must ensure that access to data is protected by a password and shall change the password at frequent and regular intervals. Work on back up data disks must be secured both during and after work hours. Company business records held on computer systems must be treated as confidential records. Employees may disclose confidential information of the Company only to persons having the authority to receive such information. Confidential information may not be disclosed to persons outside the Company except in accordance with Company policy. Confidential papers must be shredded or otherwise kept locked away. Deliver confidential papers into the hands of the intended recipient. Such documents must be put into an envelope marked Private & Confidential. Use cello tape to deter intermediate handlers from opening the flap.
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Human Resources Policy Manual

4. Use and Protection of Company Funds and Assets Each employee shall ensure that Company funds and assets are used only for proper Company purposes and are protected from loss or damage. Theft, carelessness and waste have a direct impact on Rotana profitability. Any suspected incident of fraud or theft should be reported immediately for investigation. The terms funds and assets are all inclusive. They cover both tangible and intangible property such as but not limited to buildings, equipment and supplies as well as money, contracts, computer software, data held on computers, and the goodwill of the Company. They also include the Company proprietary information such as trade secrets, patents, trademarks (logos), copyrights and exclusive photo images, marketing and service plans, policies & procedures, manuals, designs, databases and any unpublished financial data and reports. Unauthorized distribution or Company policy and could penalties. The obligation to information continues even relationship with Rotana. use of this information would be illegal and result in civil preserve the confidentiality of after the employee ceases violate the or criminal proprietary to have a

Fraudulent act or abuse of authorities whether for personal or business purpose is a fundamental deviation from the company code of conduct and will result in severe disciplinary action and where deemed appropriate termination and/ or criminal prosecution will be applied. 5. Entertainment and Gifts Business gifts and entertainment are customary courtesies designed to build goodwill and constructive relationships among business partners. They might include such things as meals, beverages, tickets to events, discounts, accommodation and other merchandise or services. Offering or receiving any gift, gratuity or entertainment that might be perceived to unfairly influence a business relationship should be avoided even in traditional gift-giving seasons. No cash gifts should ever be offered, given, provided, authorized or accepted by any employee or their family members. Gifts in kind, meant as a gesture of good will that would enhance and promote good business relationships, is acceptable provided that it is consistent with customary business practices, is not excessive in value, cannot be construed as a bribe or payoff, and does not violate any laws. No employee shall require of any person or firm that, as a condition of doing business with the Company, the person or firm must purchase the Companys goods or services. 6. Dealings with Government Employees or Officials

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Rotana employees are not allowed to offer, promise or give (or authorize any of those activities) anything of significant value, directly or indirectly, to government employees to influence any of their acts or decisions or to obtain or retain business. Authorized entertainment such as an invitation for a meal for reasons of goodwill is acceptable. 7. Dealings with Media & Online Communities Questions or queries from the media should be referred to the propertys Marketing and Communications Department. Statements whether formal, informal or off the record should not be given under any circumstances. If an employee contributes to Online Communities or has a Blog, he/she is expected to remember at all times that they should respect the Code of Business Conduct & Ethics and maintain confidentiality. They are expected to conduct themselves in a manner that does not threaten or harm the reputation and goodwill of Rotana. 8. Corporate Opportunities Corporate Office and Hotel employees owe a duty to Rotana to advance the Companys business interests when the opportunity to do so arises. They are prohibited from taking (or directing to a third party) a business opportunity that is discovered through the use of company property, information or position, unless the Company has already been offered the opportunity and turned it down. More generally, Corporate Office and Hotel employees are prohibited from using corporate property, information or position for personal gain and from competing with the Company. Sometimes the line between personal and Company benefits is difficult to draw, and sometimes there are both personal and Company benefits in certain activities. Corporate Office and Hotel employees who intend to make use of Company property or services in a manner not solely for the benefit of the Company should consult beforehand with the Corporate Office. 9. Protection of Company Records Rotana requires honest and accurate recording and reporting of information to make responsible business decisions. Employees shall neither falsify nor permit falsification of any Company record. Accounting records should not contain any false or intentionally misleading entries. All transactions should be supported by accurate documentation in reasonable detail and recorded in the proper accounts and in the proper accounting period. Business records and communications often become public through legal or regulatory proceedings or the media. Rotana employees should avoid exaggeration, derogatory remarks, guesswork or inappropriate characterizations that can be misunderstood. This requirement applies equally to communications of all kinds, including internal and external mails, informal notes, internal memorandum and formal reports. 10. Competitive Practices
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Employees shall scrupulously avoid communications with competitors about pricing, marketing, product development, or about any other matter which suggests price

fixing or anti-competitive activities in violation of the Code. Employees shall not acquire information about a competitor by improper means. 11. Political Activities and Contributions Employees of Rotana shall not represent and shall not create the impression that they are representing the Company in any political activity in which the employee engages. No employee shall cause the Company to make any political contribution in any manner that is contrary to law. 12. Safety, Health and Environment Each employee of Rotana shall assist in maintaining a safe and healthy workplace. Each employee shall assist concerning the environment. in maintaining compliance with laws

Any equipment or supplies used by employees must be used in line with prescribed standards for safeguarding health and safety. No employee shall use any illegal drug or intoxicating beverage on the job. 13. Grooming Standards A positive first impression is what we should strive to make. Consequently all Rotana employees are expected to maintain a high standard of personal hygiene and grooming. It is essential to ensure impeccable grooming and presentable appearance at all times and to be in compliance with the grooming standards in line with the company policies. 14. Discipline Rotana expects the highest standards of discipline, together with good standards of work performance from all its employees. These expectations are communicated through the contents of this code and disciplinary policies. A well defined disciplinary procedure as a documented system is in place across the company and all its properties. It specifies the corrective steps and actions that would be applied in cases of breach of discipline. Disciplinary action will not be carried out on hearsay and impressions. A black and white approach must be taken, relying on indisputable facts from outcome of investigations and other reliable sources. Employees involved in Gross misconduct or serious breach of the Code of Conduct &
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Ethics will be liable to termination or summary dismissal (in accordance with the labour laws of the country). The decision to terminate will be based on careful evaluation of the outcome of investigations, application of prudent judgment, in consultation with the required levels, and in line with the Disciplinary policies of the company. Any violation could also result in criminal charges and legal action taken against any offending employee. 15. Discrimination & Harassment Rotana is firmly committed to providing equal opportunity in all aspects of employment and will not tolerate any illegal discrimination or harassment of any kind. Examples include derogatory comments based on racial or ethnic characteristics and sexual advances at the workplace. Each employee shall cooperate fully with management in maintaining a workplace free of employment discrimination on the basis of race, gender, religion, national origin, age, disability, or other bases prohibited by law. 16. Use of Electronic System Employees of Rotana may only access the electronic system (computer hardware devices, software, applications, databases, networks, e-mail, and internet resources), documents or messages using their assigned username and password. Incidental and occasional personal use is permitted, but never for a personal gain or any improper purpose, including accessing, downloading, storing or sending any information that could reasonably be insulting or offensive to another person, such as sexually explicit messages, cartoons, jokes, unwelcome propositions, derogatory comments based on gender, racial or ethnic characteristics. Electronic documents and messages sent and received, created or modified by employees are considered Company property and not personal or private. Unless prohibited by the law, the Company reserves the right to access and disclose (both internally and externally) electronic documents and messages. Acknowledgment: I have received, read, understood and will comply with this Code of Business Conduct & Ethics. Unless disclosed below, I have no knowledge of any violation or potential violation of this code. I understand that violation of this Code may result in disciplinary action, which may include termination and legal action. Name: --------------------------------------------------------------------------------------Position: -----------------------------------------------------------------------------------Reviewed on September 09 Page 6 of 7 Code of Business Conduct & Ethics

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