Anti-Corruption Policy

Introduction

Chariklo SRL., its divisions (hereinafter “Chariklo” or “the Company”) confirms and formalizes its commitment to the values and principles of business ethics and to the fight against Corruption and illegality through this Policy.

Chariklo has developed its Code of Ethics, as well as this Anti-Corruption Policy, to prevent and combat Corruption. Violation of the Code of Ethics, internal policies, or applicable anti-corruption legislation, even when the action or operation is carried out outside the Dominican Republic, may give rise to civil and criminal sanctions, which range from fines to penalties. deprivation of liberty and are applicable both at the personal level and at the Company level.

Aim

The objective of this Policy is to establish the principles and guidelines applicable to anti-corruption to have an adequate and effective system of prevention, control, surveillance and audit, which allows the Company to guarantee that any activity carried out in it or in your name, is based on our Code of Ethics, this Policy and in accordance with applicable laws.

Through this Policy we inform you of the conduct and activities that as Employees and/or Third Parties, we must observe in the interaction with Public Servants, Government Entities and any Third Party in order to protect the Company, its Employees, shareholders. and Third Parties of possible violations of our Code of Ethics, internal policies and/or applicable laws.

Scope

This Policy is applicable and mandatory for you and for each and every one of our Employees and Third Parties, in each of the countries in which we operate, so it is important to know, understand and put into practice the principles and values here contents.

Definitions

• Friend(s): Any person, outside the family, with whom the Employee maintains a personal relationship of trust or a bond of affinity, the term includes close friendships and personal business contacts.
• Collusion: It is a form of Corruption that consists of a secret agreement between two or more parties to defraud or cause harm to a person or public or private entity to obtain an illicit purpose. Collusion is also considered to be anyone who executes, with one or more particular subjects, actions that imply or have the object or effect of obtaining an undue benefit or advantage.
• Competitor: Any company that participates in the same or similar business sector as Chariklo and its Divisions.
• Conflict of Interest: It is a form of Corruption that consists of an action that may be unduly influenced by a personal, Family or Third Party interest. A Conflict of Interest exists when an Employee or a Third Party guides their decisions or acts for their own benefit, which is frequently of an economic or personal nature, contrasting with the responsibility of acting for the benefit of the Company when they are representing it.
• Contract: Agreement between two or more people to create, transmit, modify or extinguish rights and obligations.
• Political Contributions: Monetary or in-kind contributions that are intended to support political parties, political party officials or candidates for elected positions.
• Corruption: In the public sphere it is the abuse of power for personal benefit or that of the Company, it occurs when interacting with Public Servants or Government Entities and is known as Public Corruption. In the area of individuals, it is when actions or omissions are carried out aimed at obtaining some undue benefit for the Company, personnel or for a Third Party and is known as Private Corruption.
• Things of Value: Any type of economic or in-kind benefit, mentioning but not limited to the following: cash or cash equivalents (securities, grocery vouchers, gift cards, electronic wallets, etc.), loans , Gifts, prizes, meals and drinks, trips, Entertainment Expenses, Hospitality, airline tickets, discounts on the price of goods or services, invitations to participate in trips, clothing, jewelry, offers or promises of employment for yourself or for Third Parties, any type of concession in a Contract, product or service, as well as the possibility or agreements to acquire shares of the company or its related parties.
• Due Diligence: Investigation of the background of a Company or individual, prior to establishing business relationships and/or signing a Contract, with the aim to identify potential legal, financial, corruption, money laundering or reputational risks.
• Donation: Act by which the company (Donor) transfers free of charge to a private legal entity, a public entity or a non-profit entity, money, goods or services of its own (Donation), who accepts it (Donatee) to be used for purposes of (i) social assistance or welfare; (ii) scientists; (iii) health; and/or other similar non-profit, political, entertainment or similar purposes; without there being in return a remuneration or benefit in favor of the company or any natural person.
• Employee(s): Any person or persons who are employed under an individual or collective bargaining agreement by Chariklo or any of its Divisions.
• Cover-up: It is a form of Corruption that prevents or makes it difficult to discover criminal activity.
• Relative(s): It should be understood up to the third degree of consanguinity. That is, the following will be considered Close Relatives: sons, daughters, spouses, father, mother, grandparents, uncles, nephews, grandchildren and cousins.
• Fraud: It is a form of Corruption committed by someone who, by deceiving someone or taking advantage of the error in which they find themselves, illicitly takes possession of something or achieves undue profit.
• Occupational Fraud: It is the intentional use that an Employee makes of his or her job for personal enrichment or that of a Third-Party through the improper use and exploitation of the Company’s resources or assets.
• Entertainment Expenses: Sports, musical or cultural events, such as tournaments, fairs, theater performances or concerts, among others.
• Government: Group of people and organizations that are institutionally entrusted with the exercise of political power to direct, control and administer a political-administrative division. It includes decentralized organizations and companies with majority state participation.
• Hospitality: Care expenses that are intended to strengthen a business relationship (payment for flights, transportation, hotels, business meals, courses, conferences, congresses or seminars, among others) whether to Third Parties or Public Servants.
• Management: It is the area of Chariklo responsible for establishing an Integrity and Compliance Program that includes adequate and effective control, surveillance and audit policies and systems, and that constantly and periodically examines compliance with integrity standards throughout the organization. info@chariklo.net
• Subsidiary Management: It is the area of the Subsidiary responsible for executing, monitoring compliance and disseminating the Integrity and Compliance Program, in accordance with the criteria, indications and evaluations of Chariklo Management.
• Facilitation Payment: It is a form of Corruption that consists of the payment made to a Public Servant with the purpose of expediting or ensuring the result of some process (license processing, operating permit, visas, among others).
• Private(s): This is any person other than a Public Servant.
• Sponsorship: Financial or in-kind support for meetings, events, conventions or activities in exchange for a commercial benefit with the purpose of promoting the brand and/or as an advertising strategy through an agreement in exchange between both parties.
• Free Product: Refers to those products that are offered to an end customer, as a product without consideration, as part of a current sales transaction, which are similar in nature to the products sold.
• Integrity and Compliance Program: Program developed and supervised by Management that includes, but is not limited to: (i) the development of policies and other Company guidelines to comply with current legislation; (ii) the identification, prevention and mitigation of operational and legal risks in order to guarantee long-term reputational value of the Company and generate greater certainty to its value chain; (iii) the establishment of adequate and effective control, surveillance and audit systems, which constantly and periodically examine compliance with integrity standards throughout the organization; and (iv) managing the operation of the Complaints Portal and coordinating training on compliance issues.
• Gift: Anything of Value or benefit given to a person as a sign of attention, esteem or friendship (Christmas gifts, promotional items, among others).
• Risk: probability of a negative event occurring and the effect or impact of such event, the existence of which represents a threat (source of danger) and vulnerability of the Company to its effects.
• Public Servant (national/foreign): It is the person who has a public position or is an Employee of a Government Entity or any other decentralized unit thereof, whether elected or appointed, representing any level of government, federal, national, state. or municipal; in an enunciative and non-limiting manner, to its legislative bodies, ministries or secretariats, judicial bodies, investigation agencies and organizations. Likewise, any member belonging to any political party or candidate for any popularly elected position. Officials of public international organizations (World Bank, the United Nations, the International Monetary Fund) are also considered Public Servants.
• Bribery: It is a form of Corruption that consists of offering, promising or granting, as well as demanding or accepting any benefit, whether in cash or in kind, directly or indirectly to another person, with the purpose that said person does or fails to do so. do anything to secure an improper advantage, or obtain, direct or retain business for a specific Company.
• Subsidiary: Any entity that is under the control of Chariklo.
• Third Party(ies): Distributors, representatives, advisors, business partners, agents, intermediaries, clients, contractors, managers, lobbyists, consultants or suppliers who are part of the Chariklo value chain or who represent the Company during an interaction with another Third Party, a government or public Servants. Civil society organizations and educational, charitable, cultural or sports institutions are included.
• Influence Peddling: It is a form of Corruption that is generated when an Employee induces an authority or individual to use their influence, economic or political power, real or fictitious, over any Public Servant or individual with the purpose of obtaining for themselves or for a Third Party, a benefit or advantage, or to cause harm to any person or to the public service.

General guidelines

Acts of Corruption for the purposes of this Policy include all illegal or unethical actions or omissions, mentioning the following as examples:

• The fraud
• Occupational Fraud
• The Conflict of Interest
• The Collusion
• The Cover-up
• The bribe
• The Traffic of Influences and
• Facilitation Payments (among others).

The above, not only if a Public Servant is involved, but also an Individual or if they are committed by an Employee or a Third Party.

All of the aforementioned actions are prohibited and may constitute crimes, regardless of whether Public Servants are involved or not, whether or not a benefit was obtained and the effect they produce.

This Policy regulates the activities in which, due to the nature of its operations, Chariklo requires interacting with Third Parties and/or Public Servants and Government Entities directly or through Third Parties, in any area of its powers. These activities include:

• Interaction with Public Servants or Government Entities
• Obtaining Permits and Licenses
• Facilitation Payments
• Inspections or verifications of Authorities
• Public Tenders, Invitations or Direct Awards
• Gifts, Entertainment and Hospitality Expenses
• Free Product
• Sponsorships and Donations
• Conflicts of interest
• Due Diligence for the hiring of Third Parties
• Due Diligence for Hiring Employees
• Hiring of Public Servants
• Fusions and acquisitions
• Utility vehicles
• Appropriate Accounting Record

Interaction with Public Servants or Government Entities

In the different sectors where we operate at Chariklo, interaction with Public Officials is common, for example: issuance of permits and licenses, direct tenders and awards, sales to the Government, among others.

The Company recognizes that Employees and Third Parties, in the performance of their duties, may come into contact with Public Servants in any area of their competencies. However, said interaction must have the sole purpose of negotiating or discussing matters related to our operation and must be developed in accordance with the Anti-Corruption laws of the countries in which we operate and in accordance with the guidelines of this Policy.

In accordance with the above, all interactions with Public Servants or Government Entities must be carried out in an open and transparent manner, in addition to being appropriately documented and following the following guidelines:

• Employees and/or Third Parties in charge of the negotiation may only meet in the offices of the Government Entity in question or in the offices of the Company. Meetings in private places, restaurants, clubs, or any place that could involve an act of Corruption should be avoided.
• At least two people from the Company must attend all meetings.
• All communications must be made through the Company’s institutional email and to the authority’s institutional emails for transparency issues. In the event that the approach, prospective or communication has occurred via telephone or informal means, it will be necessary to formalize and document the agreement or negotiation through the institutional email.
• When a meeting is held with a Public Servant, it must be documented through internal minutes that include the objective, the participants and the points that were addressed during the meeting. Said minutes must be approved and signed by the Deputy Director or Director of the area responsible for the negotiation and delivered to the Subsidiary Compliance Office.

Obtaining Permits and Licenses

Obtaining any type of license and/or permit necessary for the normal functioning and operation of the Company (vehicular, construction, operating, etc.) must be carried out in strict accordance with the applicable regulations and respecting official processes; must always act in a lawful and transparent manner.

In the event that meetings of Employees with Public Servants are necessary for the purpose of discussing matters related to obtaining said permits and licenses, these must be carried out in accordance with the provisions of the preceding section.

If it is necessary to participate in meals with Public Servants, the provisions of Chariklo’s Gifts, Entertainment and Hospitality Policy must be followed at all times.

If the hiring of a Third Party is required for the processing of any permit or license of any kind, it must comply with the guidelines established in the applicable Purchasing Policy and in the Due Diligence Protocol for the hiring of Third Parties.

Any Third Party that provides a service and represents Chariklo in obtaining permits and licenses from Government Entities must have, among others, a Contract in which it commits to compliance with the applicable anti-corruption laws, as well as adherence to the Code of Corruption. Chariklo’s ethics and policies.

Facilitation Payments

In some jurisdictions, anti-corruption laws contemplate the concept of Facilitation Payments as a means commonly used in certain countries to expedite procedures with the Government; However, at Chariklo we consider this activity as a form of Bribery and it is prohibited to do so.

No Employee or Third Party acting in the name and representation of Chariklo may make payments to Public Servants to expedite a procedure.

In the event that a Public Servant conditions any type of procedure that affects the operation of the Company, the responsible area of the Company must stop the procedure and immediately notify the Subsidiary Management to define the legal way to proceed.

Inspections or Verification of Authorities

In response to inspections or verifications by government authorities, the only ones authorized to have contact with the Public Servant(s) or with the person authorized or responsible for the diligence, will be:

• The person responsible for the area subject to inspection or verification
• A representative of the Company’s Legal Department
• A representative of the Subsidiary Management
• If applicable, a single external lawyer to act as defender of the interests of the Company.

It is strictly prohibited to give, offer or promise any type of Gift or Things of Value before, during or after the inspection or verification visit.

Likewise, it is prohibited at all times to negotiate fines or sanctions for alleged irregularities during the inspection or verification visit.

Any fine or sanction arising from the inspection or verification visit must be reported to the Company’s Legal Directorate and Subsidiary Management and must be managed, paid, or, where appropriate, challenged in accordance with the law.

Any payment derived from fines or sanctions must be made by electronic transfer or personal check directly payable to the government entity.

It is strictly prohibited to make payments in cash or in kind, or checks in the name of a natural person (Public Servant or any Third Party).

The person responsible for the area will make sure to obtain the official receipt from the agency showing the penalty imposed, the reason and the amount to be paid.

Public Tenders, Invitations or Direct Awards

Due to the nature of the activities carried out by the Company, as well as its Divisions, services are offered to the Government or government companies. Generally, there are processes regulated in law so that a government agency can contract.

Although it is true that Chariklo operates in various countries and therefore the government contracting process may vary, we have observed that it is generally carried out through three schemes:

• Public tender
• Invitation to participate to a restricted number of participants
• Direct award.

It is prohibited to attempt to give, offer or promise, directly or through a Third Party, any Gift or Things of Value to a Public Servant or their Family Members, with the purpose of influencing them, to use their authority or influence in order to favor the interests of Chariklo during the course of a public or private tender or direct award of a Contract with government entities.

In the case of Direct Awards, the area responsible for the process in the Company must clearly and transparently document and substantiate the cause that led to the award, and comply at all times with the guidelines established in section 5.1 (Interaction with Public Servants or Government Entities).

Employees must not obtain, favor, give or attempt to benefit from confidential information from any source such as:

• Confidential information of the Government in the bidding or direct award process of a non-public nature.
• Offer, give or transmit confidential information of the Company and of a non-public nature to Third Parties that participate directly or indirectly in a public bidding or direct award process.
• Obtain or give key information and data about a competitor or the Company.

Likewise, it is noted that it is prohibited for Employees of the Company, its Divisions or Third Parties to agree on prices or quantities (bids) with their Competitors in any public or private bidding procedure, invitation to participate in a process of acquisition or sale of goods or services.

Chariklo will always reserve the right to challenge, before the applicable legal authorities, any bidding and/or direct award process in which it is not favored, as long as there are situations of form and substance with which the responsible authority has failed to comply. and in accordance with applicable law.

Gifts, Entertainment and Hospitality

In certain business relationships, culturally the acceptance of meals and other types of hospitality are considered normal and are considered not to influence a person’s decisions.

In this sense, it is considered that giving or receiving Gifts, Entertainment and Hospitality may be acceptable as long as there is no expectation that the person who received the benefit will reciprocate something in exchange for that attention.

If you give or offer travel expenses, the guidelines established in the Gifts, Entertainment and Hospitality Policy must be followed.

As stated in the Gifts, Entertainment and Hospitality Policy, the attention received must be appropriate, reasonable in terms of its amount and according to the circumstances, not excessive or recurring, and must be previously reported and authorized by Management.

Employees are not authorized to accept or offer Gifts, Entertainment and Hospitality or Things of Value, from or to a Public Servant or Third Party or carry out any type of act or activity that can be interpreted as an incentive to influence a decision or obtain benefits. an advantage that improperly benefits the Company, the Employees, their Family, Friends or acquaintances.

Employees or Third Parties acting on behalf of Chariklo may not promise, offer, give or accept Gifts, Entertainment and Hospitality Expenses or Things of Value that are intended to retain, obtain business or improperly influence the decisions of the recipient.

Providing or accepting Gifts, Entertainment and Hospitality or Things of Value may seriously damage the reputation of the Company and may constitute the commission of a crime.

If you have questions about accepting or giving a Gift, Entertainment and Hospitality, you must follow the guidelines of the respective Policy or we invite you to consult with Management by writing to info@chariklo.net

Free Product

As Chariklo Employees, we must take into account that the granting of Free Product may be considered in the Company’s commercial strategies and that this activity is subject to applicable legislation on Anti-Corruption.

It is important that as Employees we do not offer Free Products or other incentives whose value is inappropriate to a Public Servant or any Third Party that could be interpreted as an incentive to influence a decision or obtain an advantage that improperly benefits the Company. Employees or Family Members.

Sponsorships and Donations

Sponsorships and Donations are an essential part of the Company’s social responsibility and business development; However, these types of activities are subject to local and international regulations on anti-corruption and sometimes prevention of money/asset laundering, because they can be used for purposes other than their nature to try to influence a decision or obtain undue benefits.

Chariklo is committed to preventing and preventing such activities from being a facilitating mechanism for Corruption and Bribery and Money Laundering; Likewise, it will ensure that the essence of supporting social development initiatives is maintained and that the

Donations and Sponsorships are granted in a transparent, lawful manner and that the funds are used for the purposes created.

All Donations that we make to the Company must comply with the terms and conditions established in Chariklo’s Donation Policy.

As for Sponsorships, they must always be done directly by the Company, without intermediaries and must be included in a Contract, clearly and transparently specifying its purpose, amount, benefits and validity.

All Sponsorships that we carry out in the Company must comply with the terms and conditions established in the Chariklo Sponsorship Policy.

If you have any questions about making Sponsorships or Donations, you must follow the guidelines of Chariklo’s Donation or Sponsorship Policies, or, if applicable, consult Management by writing an email to info@chariklo.net

Conflicts of interest

The Conflict of Interest arises when an Employee or a Third Party, instead of doing what is due, guides their decisions or acts for their own benefit, that of a Family Member or a Third Party, and may even interfere with the interests of the Company.

A Conflict of Interest may constitute an act of Corruption if it is not reported appropriately in accordance with the provisions of Chariklo’s Conflict of Interest Policy, which is why it is mandatory for Employees and Third Parties to know, understand it and comply with its terms and conditions.

If you have any questions about whether a situation may be a Conflict of Interest, we invite you to consult with Management by writing to info@chariklo.net

Due Diligence for Hiring Third Parties

We must consider that we continually require the contracting of goods and/or services from Third Parties for the execution of our operations or commercial activities.

Many times Third Parties act in the name and representation of the Company, so the Company may be affected in the event that there is any illegal conduct, act of Corruption, Bribery or any conduct that violates our Code of Ethics and/or Policies by part of the Third Parties.

At Chariklo we are committed to preventing and avoiding any act of Corruption that may be related to the actions carried out by said Third Parties acting in the name and representation of the Company, which is why we must carry out security procedures.

Due Diligence prior to hiring any Third Party to identify, analyze and evaluate warning signs of Corruption or illegal activities.

All Third Party hiring that we carry out in the Company must comply with the terms and conditions established in Chariklo’s Due Diligence Protocol for hiring Third Parties.

If you have any questions when hiring a Third Party, you must follow the guidelines of the applicable purchasing policies and the Due Diligence Protocol for the Hiring of Third Parties of Chariklo, or we invite you to consult with Management by writing to info@chariklo.net

Due Diligence for Hiring Employees

At Chariklo we consider that knowing our Employees is as important as knowing any other counterparty with whom we interact in the development of our operations.

Therefore, background checks must be carried out on candidates during the personal selection and hiring stage, in order to avoid the incorporation of people who may generate a risk to the integrity of the Company and minimize the risk of exposure. reputation of the Company.

All hiring of Employees that we carry out in the Company must comply with the terms and conditions established in the Due Diligence Protocol for the hiring of Chariklo Employees, as well as the applicable Human Resources policies and procedures.

Hiring of Public Servants

We are a Company in constant growth so we maintain an active process in identifying and attracting talent. There are specific regulations when it comes to the hiring of Public Servants or Former Public Servants that we must comply with.

Although the Company may be interested in having the experience and knowledge of a Public Servant or Former Public Servant, its hiring and incorporation process must comply with specific rules so that in fact and appearance the Company does not comply with the law. Therefore, Chariklo prohibits:

• Give special treatment to any Public Servant or Former Public Servant, their Family or relatives during the recruitment and selection process of candidates.
• Hold talks about employment possibilities with a Public Servant who actively participates in public tenders, direct awards or purchases with the Government, or in general any inspection or verification procedure.
• Hire Public Servants to obtain privileged information that allows you to have benefits in the market.
• Hire Public Servants who, by law or contractual agreement, are prevented from being hired by the Company.

Possible hiring of Servers or Former Public Servants must be carried out with strict adherence to the Due Diligence Protocol for the Hiring of Employees.

Fusions and acquisitions

Anti-corruption laws encourage companies to carry out business transactions and acquisitions transparently with entities that promote and exercise ethical and upright values in their operations.

For this reason, in operations that involve a merger or acquisition of businesses for the Company, the provisions of the Due Diligence Protocol for this type of operations must be complied with, which allows the identification and evaluation of the possible risks involved. exposed the Company. This evaluation will allow the Company to make objective decisions in accordance with the law.

Part of the Due Diligence process includes identifying possible acts of Corruption as well as Prevention of Money Laundering, in which the counterparty, its officials, directors and/or administrators have participated, constituting an essential requirement to materialize or not the operation.

Utility vehicles

In the event that a vehicle owned by the Company is involved and related to a violation of traffic regulations or an accident, it is prohibited for Employees and passengers to negotiate or deliver anything of Value to Public Servants.

Fines or sanctions imposed must be processed and paid in accordance with applicable law and policies.

Appropriate Accounting Record

National and international legislation on the matter, as well as the anti-corruption laws that apply to Chariklo, require that the Company be transparent in the accounting registration and recognition of its operations.

Each accounting record must clearly, transparently and accurately reveal the nature of the operation without giving rise to ambiguous concepts that may be used, intentionally or through ignorance, to hide information or operations that are potentially or apparently illicit or that lead to information. false, incomplete or without documentary support. For example; use the terms “consulting fees”, “consultancy”,

“technical assistance”, “commissions”, “miscellaneous” etc. to conceal a Bribery or some other act of Corruption.

No accounting account should be kept outside the books and other accounting records to facilitate or conceal improper payments.

Therefore, it is our responsibility to maintain an internal control accounting system that can detect and avoid any payment that could represent an act of Corruption.

All financial information generated in the Company must be accurate, complete and clear, in accordance with generally accepted accounting principles or international financial reporting standards, not only to avoid sanctions, but to demonstrate transparency, honesty and integrity in our operations.

Any activity that is aimed at altering, falsifying, destroying, hiding or modifying accounting records is expressly prohibited.

Prevention

To prevent any act of Corruption, our commitments as a Company and yours as a Chariklo Employee or as a Third Party are:

• Adhere to our Code of Ethics, this Policy, other applicable Company policies, international conventions on combating Corruption, international laws including the FCPA and local legislation applicable in each of the countries in which those of us who operate
• Comply with all financial reporting standards applicable to the Company, since omission, falsehood or lack of transparency in our accounting books and records constitutes a crime, which is why it is strictly prohibited.
• Carry out all interactions with Public Servants in accordance with the provisions of this Policy, in an open and transparent manner in order to minimize the perception of any act of corruption.
• Document and record all interactions with Public Servants in accordance with the provisions of this Policy
• Carry out all negotiations, purchases and transactions in accordance with applicable legislation, our internal policies and procedures, and keep all records thereof to be reviewed in the event of an audit.
• Ensure that the payments we make or that are made on behalf of our Company are legal, against receipt of official receipts or vouchers and always linked to the receipt or obtaining of goods, rights or services actually provided to and received by the Company.
• Adopt internal controls and report, if necessary, through the Complaints Portal and/or to the corresponding authorities, those cases in which an Employee or Third Party commits an act that violates the Company’s Code of Ethics, this Policy Anti-corruption or the law.
• Promote practices to fight Corruption throughout the value chain, train staff on preventive measures and carry out dissemination campaigns.

Likewise, Chariklo prohibits its Employees or Third Parties, either directly or on its behalf and on behalf of:

• Offer, give, promise, pay, authorize payment or receive, directly or indirectly, money, Gifts, Entertainment and Hospitality or anything of Value or service from or to any Public Servant or Third Party, for the purpose of influencing or being influenced in a decision that results in a personal benefit or some advantage or even benefit for the Company or its Divisions.
• Enter into Contracts with Third Parties that could represent a means to carry out Bribery. We must not negotiate or make payments to Third Parties if there is any indication that these persons may carry out any type of Bribery on our behalf.
• Giving Gifts, Entertainment and Hospitality or anything of Value to Third Parties, Public Servants or their Family Members, in violation of the provisions of this Policy and the Gifts, Entertainment and Hospitality Policy.
• Receive Gifts, Entertainment and Hospitality or anything of Value, from Third Parties, Public Servants or their Family Members, in violation of the provisions of this Policy and the Gifts, Entertainment and Hospitality Policy.
• Make donations or contributions, in money or kind, to political parties or members of electoral campaigns, with resources of the Company or in its name. You may make Donations in your personal capacity and in accordance with applicable local laws.
• Participate as author, co-author, instigator, accomplice, accessory or in any other way in the commission, attempted commission, association or conspiracy to commit any act of Corruption.

Supervision and Verification of Compliance with the Policy

Management, Subsidiary Management and Internal Audit are responsible for supervising, monitoring and, where appropriate, auditing due compliance with the provisions indicated in this Policy and must periodically evaluate its effectiveness.

Management is also responsible for periodically evaluating its Integrity and Compliance Program, which includes, among others, a series of measures that aim to prevent acts of Corruption. Likewise, it is responsible for providing guidance to Employees regarding this Policy, through the email info@chariklo.net . jointly with immediate superiors.

If it is necessary to carry out audits, these will be carried out periodically and randomly in the different areas of the Company.

All Company Employees must be committed to supporting and collaborating with the work teams in charge of carrying out said audits without hindering or obstructing the audit processes and without providing false or incorrect information.

Remember that it is everyone’s obligation to comply with and enforce this Policy and report any act that goes against it through Management.

Training and Dissemination

For us it is very important to understand and put into practice what is described in this Policy and in order to promote a culture of transparency, ethics and values, Chariklo offers its Employees and Third Parties, online or in-person courses, which will be announced through the official means of communication of the Company in order to train them so that they can understand the concepts, scope, situations, as well as expose concerns that may occur in the day-to-day work of our work.

It is the responsibility of all of us who work at Chariklo or its Divisions to attend the assigned sessions, comply with the times and with the requested evaluations.

It is your commitment as a Chariklo Employee to disseminate the terms and principles of this Policy and invite Third Parties with whom you maintain business relationships to comply with them.

Cooperation and Coordination

Management is responsible for generating and standardizing, to the extent possible, the Anti-Corruption Policy for the Company. However, the Divisions are responsible for complying with the applicable legal obligations before the Authorities of each country.

Therefore, the Divisions must have an internal regulatory compliance procedure considering the specific obligations of each country on anti-corruption and anti-bribery issues.

Likewise, the Divisions must ensure that they have effective mechanisms that allow them to cooperate and, when appropriate, establish internal coordination among themselves in the development and implementation of policies and activities to prevent acts of Corruption in general.

Sanctions

The sanctions for non-compliance with this Policy, both for Employees and Third Parties, may be administrative, labor or even criminal, depending on the severity of the act and will be sanctioned in accordance with the internal work regulations and/or legislation. applicable.

Within Chariklo, the Ethics Committee of each Subsidiary will be the last instance in determining the sanction in case of non-compliance with this Policy, without prejudice to the fact that said non-compliance may be additionally sanctioned by applicable legislation and the competent authorities.

Complaint Portal

To report any breach of this Policy or our Code of Ethics, we provide you with the email address info@chariklo.net

You, as well as each of the Chariklo Employees and Third Parties, have the right and obligation to report directly to our line manager, to the Compliance Office, to the Subsidiary Compliance Office or through the Whistleblower Portal, any conduct that violates this Policy, our Code of Ethics or any applicable law, regulation, policy or internal procedure and in general any unethical conduct.

Likewise, it is our duty to cooperate with any internal or external investigation and maintain its confidentiality. Employees who make a false or malicious report could be subject to disciplinary sanctions.

Remember that failure to report a serious ethical breach may have disciplinary consequences for you, as you could be covering up an unethical act or crime. Anonymous complaints may be submitted if the complainant so wishes, however, it is recommended to leave a contact person to follow up on the investigation.

It is important that you know that Chariklo has adopted all reasonable and justified measures to protect the confidentiality of the complaint and the complainant and also

guarantees at all times that no type of retaliation will be taken against you for reporting.

Likewise, it is important to make it clear that no provision of this Policy will be understood as an obstacle for people to directly file complaints with the competent authorities. In such cases, it is recommended to notify our Legal Department and/or Management so that, if necessary, they can assist with the corresponding authorities.

All complaints will be monitored by Chariklo Management.

Management is the body in charge of supervising and operating the corresponding complaints for proper investigation.

Questions and Comments

If you have any questions related to this Policy or any comments or suggestions, write to us at info@chariklo.net