Dessert Holdings Code of Conduct

Department: Legal

Last Updated: December, 2023

Contents:

Our Code of Conduct outlines Dessert Holdings’ expectations and guiding principles for appropriate workplace behaviors employed by any Dessert Holdings business. It serves as a framework for ethical decision-making by “painting a picture” of how team members are expected to work and how individuals can expect to be treated in our workplace. In its simplest form, the underlying expectations of our Code of Conduct is to follow the golden rule and “treat others as you expect to be treated.”

The Code of Conduct outlines fundamental expectations and principles to guide your conduct. Team members are expected to do what’s right, use good judgment, apply common sense, and comply with all company policies, applicable laws, regulations, and contractual obligations.

SETTING THE TONE

Our team members are accountable for adhering to our Code of Conduct. Managers, Supervisors, Business Unit Leaders, Directors, Vice Presidents, and our President / CEO have the added responsibility of creating an open and supportive environment where staff feel comfortable asking questions, raising concerns, and reporting misconduct. Ethical behaviors are to be modeled at every organizational level and demonstrated by example.

MAINTAINING AN INCLUSIVE AND HEALTHY WORK ENVIRONMENT

Obey the Law
The obligation we all have is to obey and comply with the laws, rules, and regulations of every community, government, and country where we do business. The expectation we have of team members is to ensure that we comply with all laws and legal requirements in the course of our business. It is our collective responsibility to know and adhere to the laws relevant to our specific role or business unit, Province, State, or Country to ensure we are not putting the company, our peers, ourselves, and our customers at risk.

Company Policies, Procedures, and Rules
We must also follow and adhere to company policies, procedures and rules including those specific to our business unit and those that apply company wide. Like society, every company has set policies, procedures, or rules that some individuals will not like. While we welcome feedback and provide vehicles for you to voice opinions and concerns as well as influence change, adherence to business unit and company policy must be resolute.

Diversity & Equal Opportunity Promise
We are committed to promoting an inclusive and diverse organization. Our goal is to attract, develop, and retain a highly qualified, diverse, skilled, and knowledgeable workforce and to fully comply with laws of equal opportunity. In addition, we strive to promote an inclusive work environment where all team members feel welcome, respected, and safe.

Discrimination and Harassment
We have zero tolerance for discrimination, sexual harassment, bullying and other forms of harassment or for any behavior that violates any protected class under applicable provincial, state, or federal laws.

Violence
Threatening, hostile, violent, or abusive behaviors in the workplace, on company property, or at company events will not be tolerated. Conduct of this nature will be treated with immediate and appropriate action against offenders including possible termination and criminal prosecution.

Workplace Safety
We take workplace safety very seriously and to this end we work diligently to employ safe work practices and deliver extensive safety training in compliance with regulatory expectations. Team members are expected to do their part by performing work in a safe and responsible manner, by complying with all safety policy expectations, and reporting any concerns, including violations, in accordance with safety protocols.

Use of Social Media
Our team members are reminded that the use of social media such as but not limited to Facebook, Twitter, and Instagram to perpetuate hate directed toward co-workers or to publicly embarrass, threaten, harass, or intimidate coworkers is a form of harassment which the company will not tolerate. Appropriate steps will be taken to investigate these types of situations with the company treating this behavior in line with our Anti-Harassment Policy, attached hereto as Appendix 1.

Alcohol, Cannabis, and Illegal Drugs
Team members may not possess or be under the influence of alcohol, cannabis, or illegal drugs, drink alcohol, consume cannabis, or illegal drugs, while on company property, while in a company vehicle, or while conducting business for Dessert Holdings. The only exceptions are for functions where alcohol may be served (such as customer events). The expectation is that consumption is voluntary, is in moderation, and not to excess or in a manner that would otherwise affect the team member’s ability to perform their job or otherwise affect the company’s business interests. Consumption of alcohol, cannabis, or illegal drugs, and driving while under the influence is always prohibited while performing company business.

Substance Abuse, Illegal Drugs & Controlled Substances
Team members may never use, transfer, sell, manufacture, or possess illegal drugs, recreational drugs, or drug paraphernalia while on company premises, during working hours or while operating company equipment or rental vehicles. Individuals who report to work under the influence of any illegal drug or who appear to be under the influence of any substance causing concern for their personal safety or the safety of others will not be permitted to work, and such activity may lead to disciplinary action up to and including termination.

Fundraising
Team members often reach out to their peers when they are fundraising for a personal cause. While fundraising is an honorable effort, fundraising can be construed as coercive especially when there are power dynamics in a working relationship such as manager and direct report. Fundraising activities should not be conducted on company premises or during work hours. Dessert Holdings does sponsor numerous charitable events throughout the year, and we may organize fundraising efforts for specific causes and purposes.

Team member Privacy
Individuals need to take appropriate steps to protect confidential personal information. We adhere to our Privacy Policy and expect team members to comply in this regard. Staff who have no business reason to do so may not access or share personal information such as phone numbers, addresses, birthdates, bank accounts, team member files, social security numbers, HIPAA protected topics, etc.
Only those who have permission based on business needs, such as Payroll and Benefits Administration, may access and share such information in the course of doing business and only for the required business purpose. We treat the protection of team members’ personal information very seriously and disclosing this information is strictly prohibited.

Monitoring Systems & Devices
In order to protect company assets and to ensure a safe workplace, team members must understand that electronic communication, company computers, and your company email remain the property of the company. Dessert Holdings can monitor devices, computer systems and networks including the use of the internet and email accessed from company devices or systems if deemed necessary for legal reasons or otherwise. Staff do not have an expectation of privacy with respect to the use of such company provided devices, systems, or networks.

Video surveillance systems are used in our manufacturing facilities to ensure a safe workplace, to protect our team members, and our customers.

Personal recording devices (cameras, cell phones) may not be used in the facility or grounds to take pictures of our manufacturing process, technology, financial information, or any business-related activity without permission from the plant manager or the facility leader, as the case may be. Guests to our facilities are not permitted to use any recording devices (including cell phones) to take pictures. Any pictures that are requested must be approved by the location site leader in advance.

Maintaining Integrity
Our reputation is highly dependent on the actions of our team therefore it is necessary to avoid perceived or potential conflicts of interest and even the appearance of impropriety.

Anti-Trust Policy
Dessert Holdings is committed to upholding fair competition, ensuring consumer choice, and complying with antitrust laws. See Appendix 2 for a copy of Dessert Holdings’ Anti-Trust Policy.

Conflicts of Interest
A “conflict of interest” occurs when an individual’s private interest interferes in any way, or even appears to interfere, with the interests of the Company as a whole. A conflict situation can arise when a director, officer, team member, or representative of the Company takes actions or has interests that may make it difficult to perform his or her work for the Company objectively and effectively.
Personal conflicts of interest are prohibited as a matter of Company policy, unless they have been waived in writing by the Company. In particular, no director, officer, team member or representative of the Company may use or attempt to use his or her position at the Company to obtain any improper personal benefit for himself or herself, for his or her family members, or for any other person, including loans or guarantees of obligations, from any person or entity. Service to the Company should never be subordinated to personal gain and or advantage. Conflicts of interest should, to the extent possible, be avoided.

Any director, officer, team member, or representative of the Company who is aware of a material transaction or relationship that could reasonably be expected to give rise to a conflict of interest should discuss the matter promptly with their manager, their local Human Resources representative, the CEO/President, Chief Human Resources Officer, or General Counsel.

Gifts and Events
The purpose of business entertainment and gifts in a commercial setting is to create goodwill and sound working relationships, not to gain unfair advantage with customers. No gift or entertainment should ever be offered, given, provided or accepted by any director, officer, team member, or representative of the Company unless it: (1) is not a cash gift, (2) is consistent with customary business practices, (3) is not excessive in value, (4) cannot be construed as a bribe or payoff and (5) does not violate any laws or regulations.

As a general guideline we expect team members to use sound judgment when accepting gifts in line with the following:

• Entertaining customers with meals and events must be balanced and in good judgement. Accepting meal invitations must not compromise the integrity of the business relationship and is to be done using reasonable judgment with disclosure on all expense reporting.
• Acceptance of gifts needs to be disclosed to your immediate manager. Gifts should not exceed an approximate value of $100. However, as a general rule, gifts received should be shared with the organization (e.g., a gift basket should be set out for all to participate). Contact Human Resources for further information in this regard.
• Concerts, sports events, and other special event tickets must be declared to your manager for approval. When offered these types of tickets, it’s important to determine if it is more appropriate to share with the rest of the organization (a draw) or if they are identified for a specific team member
  because of the business relationship. This will determine if the tickets are accepted, raffled, given to another team member, or declined.
• Gifts or services must never be explicitly solicited.

Giving Gratuities & Donations
Dessert Holdings restricts team members from giving financial gratuities. Any financial donation made to a specific event such as a customer or business partner charity requires approval by the team member’s manager, Chief Human Resources Officer, and the Chief Financial Officer.

The donation and giving of imperfect cakes is a supported practice, provided cakes are donated for charitable purposes and are not for re-sale or profit. Cakes given to guests at the facility can be provided by Human Resources. Larger donations or donation programs with a local charity require the approval of the Chief Human Resources Officer and Corporate Controller.

We do not solicit donations from our customers or supplier partners. In the event we can exchange imperfect products for donations for events such as company picnics, this exchange is handled with approval of Human Resources.

Loans and Company Credit Cards
Financial loans from the company to any team member are strictly prohibited as is the use of company credit cards for personal purchases or payments. In the event a company credit card is used in error the team member needs to disclose the transaction immediately to the company Controller to make arrangements for reimbursement. Repeat personal transactions may result in the loss of company credit card privileges. Improper use of the company credit card may result in the termination of employment.
Company Credit Cards or loans of any kind should never be applied for without the approval of the Corporate Controller.

Procurement
Our procurement objective is to purchase materials, supplies, and services in the best interest of our company and our customers while maintaining good supplier and community relations. To the maximum extent possible our procurement practices are based on  competitive bids. Team members may not seek to profit from any bid financially or in the form of gifts. Team members are prohibited from soliciting favors or contributions from suppliers.
Staff who make company purchases are to comply with all company policies, ensure proper signing authority, use the company purchase order system, and adhere to the purchase limits provided by the finance department.

No Forced Labor or Human Trafficking
Dessert Holdings condemns the use of forced labor and human trafficking and does not knowingly work with suppliers who engage in these practices. All workers have the right to engage in work willingly, the right to freedom of movement, and the right to terminate their employment without penalty upon providing reasonable notice.

No Underage Labor
Dessert Holdings does not hire people under the age of 18. We do not knowingly work with suppliers that utilize underage workers. We define underage worker as any individual younger than the local minimum working age. Suppliers must comply with all age-related working restrictions as set by local law.

PROTECTING OUR COMPANY REPUTATION

We Make Safe, Quality Food
Every decision we make must support our first commitment – to make safe, quality food. Customer, team member, and government confidence must be unwavering in this regard. Staff are to ensure that all activities are aligned with this commitment and recognize that there is no room for compromise or complacency when it comes to the safety of our products. Confidence in producing safe food is built on trust and reputation. A damaged reputation and lack of consumer confidence can destroy a business.

Any concerns with food safety must be treated with the highest sense of priority and urgency. Team members who have concerns about food safety must bring them to the attention of their manager immediately.

Record Keeping
All records kept at Dessert Holdings (e.g., finance, employment, quality control, productivity, etc.) must be created accurately and be reflective of the true nature of the transaction or activity recorded. Records may be corrected when errors are noted, however records must not be misleading or contain errors or contain knowingly inaccurate information. It is never appropriate to tolerate the falsification or improper alteration of records. Official records such as payroll, legal, accounting, engineering and team member records must be retained for at least seven years and should never be deleted without proper approval by your manager. All records must be maintained in compliance with law. If a team member has received notice of a “litigation hold” or “legal hold” from the Legal Department, they must comply with the instructions of that hold.

Safeguarding Company and Third-Party Confidential Information
In carrying out the Company’s business, directors, officers, team members, and representatives of the Company often learn confidential or proprietary information about the Company, our customers, prospective customers, or other third parties. Directors, officers, team members, and representatives of the Company must maintain the confidentiality of all information so entrusted to them, except when disclosure is authorized or legally mandated. Confidential or proprietary information includes, among other things, any non-public information concerning the Company, including all non-public information that might be of use to competitors or harmful to the Company or our customers if disclosed. Examples include but are not limited to information related to intellectual property,  technology, recipes, manufacturing processes, sales information, pricing, vendors, meeting minutes, customer lists, team member lists, team member records and financial results. The obligation to preserve confidential information continues even after a director, officer, team member, or representative ceases to perform services for the Company.

Company Equipment & Property
Protecting Dessert Holdings’ tangible and intangible property and any property entrusted in a team member’s care is expected. Company property and the property of co-workers, customers, and business providers is not to be taken, loaned, or given away or otherwise disposed of regardless of its condition or value without authorization. Any act that involves theft, fraud, embezzlement, or misappropriation of any property is prohibited. Company items being removed from Company premises require an approved Material Pass which can be obtained from your immediate manager or Human Resources.

Healthcare Plans & Company Benefits
Healthcare plans and company benefit programs are provided as compensation and are to be used in an honest manner. Team members may not misrepresent health status, dependent coverage, beneficiaries, or any other facts including reasons for absence in order to claim benefits to which you or others are not entitled or eligible. Individuals who claim a Workplace Injury must do so in an honest manner and are expected to comply with injury reporting protocols, participate in and follow return to work programs, and commit to a program of care.

Work Time
Team members must keep accurate records of their time worked including proper use of time clocks for record keeping. Overtime must be approved in advance and is to be recorded and approved by your manager or supervisor for payroll processing. Staff who have concerns about reporting, accuracy of wages, deduction from wages, or errors are to raise their concerns immediately with Human Resources or their manager.

Protecting Company Communication & Information Systems
Communication and information systems including company computers and mobile devices are provided to team members to conduct company business and are valuable assets to be protected by each individual. Staff must use good judgment to protect company information and data from accidental or unauthorized disclosure, misuse, improper alteration, or destruction. Limited personal use of communication equipment is permissible as long as it doesn’t interfere with work responsibilities or business operations, incur costs, or violate the law.

Team members need to protect the security of any identification access numbers, user ID or passwords used for accessing computers, networks, applications, or communication devices. Only approved and properly licensed software is to be used on company systems and is subject to applicable software license agreements.

Prohibited Activities
Facilities and company technology such as email, instant messaging, internet, and intranet are prohibited from being used for activities that are unlawful or violate company policies and should only be used for business purposes. Personal use should be strictly limited. Examples of inappropriate use include, but are not limited to, the following:

• Pornographic, obscene, offensive, harassing, or discriminatory content
• Chain letter, pyramid schemes, or unauthorized mass distributions
• Gambling and games
• Large personal files containing graphic material
• Malicious software
• Anything that has the potential to harm the Company

Handling External Communications
Unless team members receive prior approval, individuals may not suggest that they are speaking on behalf of Dessert Holdings when presenting personal views. Use of the Company brand and logo is for business purposes only. Requests to use the Company logo must be made through the marketing department.

• Media Inquiries must be directed to the CEO or General Counsel
• Government, Police, or Legal Inquiries must be directed to the General Counsel
• Human Resources issues such as inquiries regarding current or former team members including employment verification, verbal or written reference are to be directed to Human Resources for that location

Personal Working Relationships
We understand that co-workers quickly become a community of friends, and team members may establish dating relationships with a coworker. While we trust and expect our staff to exercise good judgment when engaging in dating relationships with other Dessert Holding’s team members, all individuals need to recognize that some relationships are not appropriate.
Romantic relationships between co-workers who are peers or where neither party supervises or exercises authority over the other are generally acceptable. This type of relationship must be consensual and workplace behavior cannot have a negative impact on the working environment or create a potential conflict of interest. If concerns arise, Dessert Holdings may transfer or reassign one or both team members if possible or take other appropriate steps to address the situation within reason.

Romantic relationships between a team member who is a manager, leader, or has a position in which they exercise authority or supervision (whether directly or indirectly) over the other individual involved, and/or are within the same functional group are, as a general rule, prohibited, except as otherwise required by applicable law. These relationships may compromise the manager’s (or leader’s) ability to perform their job responsibilities or create the perception that such performance is compromised. Such behavior could place you as a manager or lead, the team member, and other members on your team in an uncomfortable or conflicted position.
In these circumstances, both parties are required to notify Human Resources and their direct manager promptly when starting any such relationship. Failure to provide notification may result in discipline, up to and including termination. Dessert Holdings may require the transfer or reassignment of one or both involved team members, change their positions, or take other appropriate steps to address the situation within our business means. Dessert Holdings takes these issues very seriously and may be required to terminate the employment of one or both individuals based on any actual or potential conflict of interest.

Employment of Relatives
Relatives of team members may be eligible for employment with Dessert Holdings if the individuals are not in positions where they exercise authority or supervision (whether directly or indirectly) over the other relative, are not reporting to the same manager, and are not in positions where a conflict of interest could arise, except as otherwise required by applicable law. For the purposes of this policy, Dessert Holdings defines “relatives” as spouses, domestic partners, children, siblings, parents, grandparents, in-laws, and stepfamily.

The intent of this policy is forward looking and is not intended to make any changes to current situations where a team member is currently reporting to a relative. However, if favoritism, conflict, or personal gain are evident, these situations will be addressed. Relationships in conflict with this policy or purposefully hidden will result in an investigation with the potential of termination of employment. If there is a request for an exception it will need approval from the Chief Human Resources Officer, President and CEO, and potentially the Board of Directors.

National Labor Relations Act Protections
The rules set out in this document are not intended to and do not in any manner restrict employees’ rights under Section 7 of the National Labor Relations Act. Specifically, nothing in this document prohibits employees from engaging in the following actions:

1. discussing wages or other working conditions with co-workers or a union;
2. taking action with one or more co-workers to improve working conditions by, among other means, raising work-related complaints directly with the Company or with a government agency, or seeking help from a union;
3. striking and picketing, depending on its purpose and means;
4. taking photographs or other recordings in the workplace, together with co-workers, to document or improve working conditions, except where an overriding Company interest is present;
5. organizing a union to negotiate with the Company concerning employee wages, hours, and other terms and conditions of employment;
6. forming, joining, or assisting a union, such as by sharing employee contact information;
7. talking about or soliciting for a union during non-work time, such as before or after work or during break times, or distributing union literature during non-work time, in non-work areas, such as parking lots or break rooms;
8. wearing union hats, buttons, t-shirts, and pins in the workplace, except under special circumstances; and
9. choosing not to engage in any of these activities.

If an employee has any questions about this section, they should contact Human Resources.

Questions or concerns?
Reports and complaints will be kept confidential to the extent permitted by law and if practical, given the need to investigate certain situations or allegations. All violence and harassment incidents should be reported to your local Human Resources representative or the Chief Human Resources Officer to ensure an investigation is conducted with impartiality and executed appropriately. Dessert Holdings will not retaliate against team members who report violations of the Code of Conduct.

If you prefer, you can use the Company’s Confidential Reporting Hotline:

1. Dial Toll Free 1-833-472-9865, 24 hours a day, 7 days a week. Or visit www.lighthouse-services.com/DessertHoldings
2. Write down the report ID and password you are given.
3. A written summary of your call will be shared with Dessert Holdings’ management.
4. Your call, email, or website submission can be anonymous. Leave your name and number if you prefer and someone from Dessert Holdings will contact you.
5. To receive a response from Dessert Holdings management, call back after at least 5 business days and provide your report ID and password.

Use the Company’s Confidential Reporting Hotline to confidentially report:

• Violations of the Code of Conduct
• Improper Accounting, Accounting Controls, and Auditing
• Bribery
• Conflicts of Interest
• Illegal Activities
• Theft or Fraud
• Discrimination, Harassment, or Workplace Violence
• Safety, Health, or Environmental Issues
• Questions, Ideas, and Suggestions
• Food Safety and Quality Concerns

This Code of Conduct may be updated from time to time.

APPENDIX 1

Anti-Harassment Policy

Department: Legal

Last Updated: November, 2023
Contents: Dessert Holdings is committed to ensuring a safe, healthy, inclusive, and respectful workplace for all team members. Violence and harassment in the workplace are unacceptable from anyone. Everyone is expected to uphold this policy and work together to prevent workplace violence and harassment.
Management pledges to investigate and manage all incidents and complaints of workplace violence and harassment in a fair and timely manner, respecting the privacy of all concerned as much as possible.

Application of Policy
Without exception, violent, threatening, hostile, abusive, sexual, and other harassing or inappropriate behavior in the workplace will not be tolerated from anyone, including managers, team members, contractors, subcontractors, visitors, and customers, anywhere on company premises, while conducting business, during company functions, company travel, or at company social events. Any infringement of this policy will give rise to an investigation and disciplinary measures up to and including termination of employment.

Definition and Examples of Harassment
Harassment or inappropriate conduct includes, but is not limited to, any unwanted behavior, comments, actions, or communication that belittles, humiliates, intimidates, or creates an uncomfortable or hostile environment for any individual.

The following is non-exhaustive list of prohibited conduct:

• Verbal, written, or physical harassment, including offensive jokes, slurs, derogatory comments, and unwelcome advances
• Visual harassment, such as displaying offensive images, posters, or materials
• Cyberbullying or online harassment, including sending inappropriate emails, messages, or comments
• Retaliation against any individual who reports harassment or participates in an investigation

Reporting Incidents of Violence and Harassment
Any team member who observes, or is a victim of workplace violence or harassment, should immediately go to a safe location and report it to their local Human Resources representative or supervisor/manager who will forward all information to Human Resources and summon the authorities if necessary.

Where an incident of workplace violence occurs or is likely to occur, the worker should summon immediate assistance by phoning the police using 911.

If your supervisor or manager is the alleged harasser, then you can report the incident to your local Human Resources representative or the Company’s Confidential Reporting Hotline: Dial Toll-Free 1-833-472-9865 24 hours a day, 7 days a week. All violence and harassment incidents should be reported to local Human Resources (HR) personnel to ensure an investigation is conducted with impartiality and executed appropriately.

Investigation
Management will ensure a thorough investigation is conducted. All reports will be investigated, and the information will be kept confidential, to the extent possible. If the investigation reveals the existence of any actual or potential hazard to worker(s), we will advise the potentially affected workers(s) and take every precaution reasonable in the circumstances.

The Company will determine who will conduct the investigation. If necessary, an independent, third-party investigator may be assigned to ensure an unbiased investigation.

This Policy may be periodically reviewed and updated.

APPENDIX 2

Anti-Trust Policy

Department: Legal

Last Updated: October, 2023
Contents/Purpose: Dessert Holdings is committed to upholding fair competition, ensuring consumer choice, and complying with antitrust laws. This policy outlines our approach to antitrust compliance and reflects our dedication to maintaining a competitive marketplace.

Compliance with Antitrust Laws

1. Dessert Holdings commits to comply with all applicable antitrust laws and regulations, including but not limited to the Sherman Act, the Clayton Act, and the Federal Trade Commission Act.
2. Dessert Holdings commits to avoid any activity that restricts competition, hampers consumer choice, or leads to unfair market dominance.
3. Dessert Holdings’ team members are prohibited from engaging in any anti-competitive practices, such as price fixing, bid rigging, market allocation, or monopolization.
4. Collusion or agreements with competitors that reduce competition (e.g., reduce output; allocate products, customers, or markets) or manipulate prices (e.g., agreements not to discount at certain levels; not price above or below certain ranges) are strictly forbidden even if price levels do not change or the agreement is never implemented.
5. Dessert Holdings’ team members should not share sensitive information about pricing, costs, bids, or strategic plans with competitors or seek such sensitive information from competitors.
6. Dessert Holdings shall compete independently of competitors and set prices independently, based on market factors, costs, and customer demand.
7. Discounts and incentives offered to customers should be transparent, non-discriminatory, and not intended to undermine competition.

Training and Education
Team members engaged in sales, marketing, and legal functions shall receive specialized antitrust training.

Reporting Violations; Questions

1. Individuals who suspect antitrust violations or witness potentially anticompetitive behavior must report their concerns to the General Counsel or Chief Financial Officer.
2. Whistleblower protection will be provided to team members reporting in good faith.
3. Team members should contact the General Counsel with any questions about whether any proposed action could implicate this Policy/the antitrust laws.

Enforcement and Consequences

1. Violations of this Policy may result in disciplinary action, up to and including termination of employment.
2. Dessert Holdings will cooperate with law enforcement authorities and regulatory bodies in the investigation of antitrust violations.

This Policy may be periodically reviewed and updated.