Ethics and Business Conduct

This CODE OF ETHICS AND BUSINESS CONDUCT of Sai Group serves as our ethical commitment and as a guide to proper business conduct for all of our stakeholders. We, at Sai Group are committed to doing business legally, ethically and in a transparent manner.

This document is a set of rules that everyone who works for Sai Group needs to follow. It includes being honest and fair in all business dealings, treating others with respect, and reporting any misconduct without fear of punishment.

Managers and leaders have an extra responsibility to follow these rules and make sure their employees do too. If someone breaks these rules, they could get in trouble or lose their job.

Sai Group will only work with suppliers and partners to follow similar rules.

Our core values at Sai Group are:

Respect for others: This includes treating others with dignity and respect, regardless of their race, gender, sexual orientation, religion, or other personal characteristics.

Professionalism: This includes acting with integrity, honesty, and transparency in all interactions, as well as maintaining confidentiality when appropriate.

Inclusivity: This includes creating an environment that is welcoming to individuals from diverse backgrounds and experiences, and fostering a culture of inclusion.

Compliance with laws and regulations: This includes adhering to all applicable laws, regulations, and ethical standards, as well as reporting any violations or concerns.

Accountability: This includes taking responsibility for one’s actions, as well as holding others accountable for their behavior when necessary.

Safety: This includes ensuring the safety and well-being of all individuals within the organization or community, and taking appropriate measures to prevent harm or injury.

Continuous improvement: This includes actively seeking feedback and striving to improve both personal and organizational performance.

Ethical conduct is a value-driven decision-making. Several key questions can help to identify situations that may be unethical, inappropriate or illegal. Ask yourself:

Is what I am doing legal? ● Does it reflect our company values and ethics? ● Does it comply with the Code and company rules/policies? ● Does it respect the rights of others? ● How would it look if it made the news headlines? ● Am I being loyal to my family, my company and myself? ● Is this the right thing to do? ● What would I tell my child to do? ● Have I been asked to misrepresent information or deviate from normal procedure?

Our commitment to integrity begins with complying with laws, rules and regulations. We understand and comply with the legal requirements and commercial practices of lawful business.

We are committed to adhere to every valid and binding contractual agreement that we conclude, and we do not abuse our rights.

Our staff must follow applicable laws and regulations, including the Code at all times and must ensure compliant operation.

We are committed to meeting present requirements while also ensuring the needs of future generations are not compromised. Our operations and business decisions incorporate economic, environmental, and social factors to achieve this goal.

We promote equality in our employment practices and maintain fair employment and remuneration policies in compliance with applicable laws. We strongly oppose employing or contracting child or slave labor, as well as any form of forced, compulsory, or bonded labor. We condemn all forms of illegal, unfair, and unethical labor practices that exploit the workforce, undermine social security, or facilitate tax evasion, including undeclared and “grey” work, and withholding wages. Our staff is expected to act with integrity and treat their colleagues and others with full respect while on the job.

We offer equal employment opportunities and have a zero-tolerance policy towards discrimination, harassment, abuse, and any form of bullying. Discrimination based on gender, marital status, age, national or social or ethnic origin, color, religion, political opinion, disability, sexual orientation, employee representation, property, birth or any other status is strictly prohibited. Our staff is expected to maintain the highest standards of conduct in all communication, verbal or written, with mutual respect and refrain from any behavior that can be considered offensive, intimidating, humiliating, malicious, or insulting.

We ensure clean, safe, and healthy work conditions and prioritize maintaining a healthy environment. Our operations strive to minimize our impact on the natural environment by reducing the use of finite resources such as energy and water, and minimizing harmful emissions like waste. All staff is required to comply with relevant health, safety, and environmental protection laws, regulations, and rules at all times.

Our relationships with business partners are based on trust and mutual benefits, in compliance with competition law. We prioritize ethical and fair competition by selling products and services based on their quality, functionality, and competitive pricing. We make independent pricing and marketing decisions and do not improperly coordinate our activities with competitors or offer or solicit improper payments or gratuities. We comply with all applicable trade controls, restrictions, sanctions, and import-export embargoes, and do not allow any violence of the fairness of any tendering process or behavior that damages competition and the reputation of our business partners. We prohibit malicious, unlawful, or undue payments towards our partners and in our supply chain, and fight against the unethical practice of “debt chain”. Our staff is responsible for ensuring fair business practices and adhering to competition, consumer protection, and fair marketing rules. We treat customers and business partners fairly and equally, display products and services in a manner that is accurate and transparent, and discloses all relevant information.

We firmly condemn and do not tolerate all forms of corruption. It is prohibited directly or indirectly offering, promising, giving, asking, soliciting or accepting any unfair advantage or benefit, in order to obtain, retain or facilitate in any way the business. An unfair advantage or benefit may include cash, any cash equivalent (e.g. voucher), gift, credit, discount, travel, personal advantage, accommodation or services. We do not permit facilitation (or “grease”) payments to government officials or private business in order to secure or speed up routine actions. Corruption also covers the misuse of function or position as well, when someone makes that false appearance that s/he improperly influences a decision maker.

Corruption for either to obtain or retain business, or to obtain or retain an advantage in the conduct of business is considered gross misconduct. Similarly accepting or allowing another person to accept a bribe is considered gross misconduct. Our staff’s has to account for all benefits received in the course of doing business and must to not give or receive bribes or otherwise act corruptly.

We shall avoid any actions that create a perception that favourable treatment was sought, received or given in exchange for personal benefits.

Business courtesies or benefits include gifts, gratuities, meals, refreshments, entertainment or other advantage from persons or companies with whom we do or may do business. We will neither give nor accept such benefits that constitute, or could reasonably be perceived as constituting, unfair business inducements that would violate law, regulation or polices, or would cause embarrassment. Our staff may never use personal funds or resources to do something that cannot be done with our resources.

We may accept and offer occasional gifts and hospitality that are customary and conform to reasonable ethical practices of the market, provided that they are not inappropriately excessive, not frequent and do not reflect a pattern of frequent acceptance, does not create the appearance of an attempt to influence business decisions. Only trivial gifts with low value can be accepted. All other gifts must be politely refused or, if received through post, returned to the donor. If return is not possible it shall be offered for charity or community purposes. It is the responsibility of the person offering, providing, receiving or accepting the gift to decide whether the gift is appropriate.

We are responsible for the security, protection and for the economic use of company resources. Our resources, including time, material, equipment and information are provided for legitimate business use only. Occasional personal use is permissible as long as it is lawful, does not affect job performance or disrupts workplace morale.

All staff is obliged to follow appropriate security measures and they should treat company property, whether material or intangible, with respect and shouldn’t misuse company assets or use it carelessly.

We are committed to maintaining the confidentiality, integrity, and accessibility of business information by implementing proper technical security measures, which is the responsibility of our staff to uphold. Proprietary information includes all non-public information that, if disclosed to unauthorized parties, could harm the company, its customers, or business partners. All staff must handle such information with confidentiality. It is prohibited to trade securities while in possession of non-public information or to deliver such information to others that could impact securities. Every rule ensuring information security must be followed at all times. We respect the property rights of others and will not acquire or seek to acquire trade secrets or other proprietary or confidential information by improper means. Unauthorized use, copying, distribution, or alteration of software or other protected intellectual property is strictly prohibited.

We maintain detailed books, records, accounts, and financial statements that accurately reflect our transactions. We condemn all forms of money laundering and are committed to doing business only with partners involved in legitimate business activities with funds derived from legitimate sources. We uphold fair taxation practices and avoid all forms of tax evasion, including failing to issue receipts or accounting for fake expenses. All staff must follow accounting procedures, record and document business transactions appropriately, and ensure that all disclosures made in financial reports are full, honest, accurate, timely, and understandable. Staff must not improperly influence, manipulate, or mislead any audit.

Fraud, which includes acts or intentions to cheat, steal, deceive, or lie, is both unethical and often a criminal offense. We prohibit fraud in all its forms, including but not limited to submitting false expense reports, forging or altering financial documents or certifications, misappropriating assets or misusing company property, and making untrue financial or non-financial entries on records or statements.

Our decisions shall be based on objective and fair assessments avoiding the possibility of any improper influence. A “conflict of interest” exists when an employee’s personal interest (that can be linked to e.g. friends, family, or customer, competitor, supplier, contractor entity, as well) interferes or potentially interferes with the best interests of Sai Group. Determining whether a conflict of interest exists is not always easy to do, thus anyone with a conflict of interest question should seek advice from management.

Conflicts of interest could arise:

• Being employed (you or a close family member) by, or being in economic relation with an actual or potential customer, competitor, supplier or contractor.
• Hiring or supervising family members or closely related persons.
• Serving as a board member for an other company or organization.
• Owning or having a substantial interest in a customer, competitor, supplier or contractor.
• Having a personal interest, financial interest or potential personal gain in any company transaction.

If co-workers become involved in personal relations with each other, the onus is on the senior employee concerned to bring this to the attention of his or her manager to confirm that there is no conflict of interest, nor will a conflict of interest arise.

We respect people’s privacy and we acknowledge customers, employees and other natural persons’ need to feel confident that their personal data is processed appropriately and for a legitimate business purpose. We are committed to comply with all personal data protection laws. We only acquire and keep personal information that is necessary and we give proper information on these activities to data owners. We implement proper security measures to assure confidentiality, integrity and availability of personal information.

Our staff must observe the legal requirements, apply compliant practices and follow related procedures to ensure legality of personal data handling and processing activities.