Anti-Corruption Compliance Policy

Technical Staff

February 21, 2023

Anti-Corruption Compliance Policy

Purpose

This Anti-Corruption Compliance Policy provides guidelines for our organization to comply with the Anti-Corruption Policy. This policy is designed to prevent, deter, and detect corruption, fraud, and bribery within our organization and among its stakeholders. It also aims to bolster our corporate culture and values.

Policy Statement

Our organization is committed to conducting its business ethically, transparently, with integrity, and in compliance with all applicable laws, rules, and regulations related to corruption, fraud, and bribery. We expect our directors, officers, employees, agents, contractors, vendors, customers, and other stakeholders to share this commitment and adhere to the following Anti-Corruption Compliance Policy:

1. Anti-Corruption Policy

Our organization has a zero-tolerance policy towards corruption, fraud, and bribery, including offering or accepting improper advantage, anything of value or benefit. We expect our directors, officers, employees, agents, contractors, vendors, customers, and other stakeholders to comply with all applicable laws, rules, and regulations, including the Foreign Corrupt Practices Act (FCPA), the UK Bribery Act, and other anti-corruption laws in the jurisdictions in which we operate.

2. Gifts and Entertainment Policy

Our organization recognizes that exchanging gifts and entertainment can foster goodwill and strengthen relationships with stakeholders; however, we prohibit offering or accepting gifts that could be interpreted as a bribe or corrupt practice. Our directors, officers, employees, agents, contractors, vendors, customers, and other stakeholders must follow our Gifts and Entertainment Policy, which establishes guidelines for exchanging gifts and entertainment.

3. Due Diligence

Our company conducts due diligence on its third-party relationships, which include agents, intermediaries, consultants, and other business partners, to ensure that they comply with anti-corruption laws and regulations. We expect our directors, officers, employees, agents, contractors, vendors, and other stakeholders to conduct third-party relationship due diligence and to report any concerns or red flags to our Anti-Corruption Compliance Officer.

4. Reporting Violations

Our organization encourages directors, officers, employees, agents, contractors, and other stakeholders to report any suspected violations of our Anti-Corruption Compliance Policy, including corruption, fraud, and bribery. We established a whistleblowing policy that explains the reporting mechanism for this purpose and prohibits retaliation against employees or stakeholders who make such reports in good faith.

5. Training and Education

Our organization provides rigorous training and education to our directors, officers, employees, agents, contractors, and other stakeholders on our Anti-Corruption Policy, Anti-Corruption Compliance Policy, applicable laws and regulations, internal control, corporate governance, whistleblowing, auditing and accounting for the board and senior executive to enhance the effectiveness of their management decisions, and best practices for preventing and detecting corruption, bribery, and fraud. We expect all stakeholders to complete this training and education regularly.

6. Compliance Oversight

Our organization has appointed an Anti-Corruption Compliance Officer responsible for overseeing our Anti-Corruption Compliance Policy and ensuring that it is effectively implemented and enforced. We understand the significance of the independence of the Officier. Therefore, the Anti-Corruption Compliance Officer reports directly to our CEO and the Board of Directors.

Consequences for Non-Compliance

Violations of our Anti-Corruption Compliance Policy are taken seriously by our organization, and appropriate action, including disciplinary measures, will be taken to address such violations. We may also terminate any director, officer, employee, agent, contractor, or other stakeholders who violates our Anti-Corruption Compliance Policy.

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Disclaimer: It is important to note that this is our opinion regarding the subject matter. It is not intended to provide legal analysis or professional advice. Individuals and entities should seek the advice and opinion of appropriate advisers on specific questions and practices related to their unique circumstances.

We point out the “Chief Compliance Officer (CCO) certifications,” their meaning, significance, and application, as Assistant Attorney General Kenneth Polite explained in his speech at the University of Texas last September. 1

1. Assistant Attorney General Kenneth Polite. Dallas, TX. (2022, September 16). Assistant Attorney General Kenneth Polite Delivers Remarks at the University of Texas Law School. Retrieved from https://www.justice.gov/opa/speech/assistant-attorney-general-kenneth-polite-delivers-remarks-university-texas-law-school , Accessed on February 19, 2023.

2. Effective Internal Control, Effective and Good Governance, Independent and Effective judiciary, and Investment in Corruption Prevention are among the Ten Principles of Fighting Corruption promulgated by The American Anti-Corruption Institute (AACI).