Anti-Bribery Policy

Document Version 1.0 — Published July 23, 2023

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Enclave Networks Limited (“the Company”) is committed to conducting business with integrity, transparency, and in compliance with all applicable anti-bribery laws and regulations. This Anti-Bribery Policy (“the Policy”) outlines the standards and guidelines that all employees, contractors, consultants, and relevant stakeholders must adhere to when representing or conducting business on behalf of the Company.

This Policy applies to all employees, directors, officers, contractors, consultants, agents, suppliers, and any other individuals or entities acting on behalf of Enclave Networks Limited.

1. Prohibited Conduct

   1. Bribery: The Company strictly prohibits offering, giving, receiving, or soliciting bribes, kickbacks, or improper advantages, whether monetary or non-monetary, to or from any person or entity, with the intent to influence business decisions or gain an unfair advantage.

   2. Kickbacks: Employees are prohibited from receiving or offering kickbacks, which are payments made in return for a favor or preferential treatment.

   3. Facilitation Payments: Facilitation payments, also known as “grease payments,” are strictly prohibited, regardless of local customs or practices.

   4. Conflicts of Interest: All employees are expected to act in the best interests of the Company and avoid any situation that may create, or appear to create, a conflict of interest. Such conflicts should be promptly disclosed to the CEO.

2. Compliance with Laws and Regulations

   1. The Company and its employees will comply with all applicable anti-bribery laws and regulations, including the UK Bribery Act 2010 and other relevant legislation.

   2. It is the responsibility of all employees to familiarize themselves with the laws and regulations pertaining to bribery and corruption.

3. Gifts, Entertainment, and Hospitality

   1. Employees must exercise caution when offering or accepting gifts, entertainment, or hospitality to ensure they do not create an obligation or give the appearance of impropriety.

   2. Gifts, entertainment, or hospitality should be reasonable, proportionate, conducted transparently, in good faith, and in compliance with this Policy and comply with local laws and regulations.

4. Due Diligence and Third Parties

   1. The Company will conduct appropriate due diligence on third parties, such as agents, suppliers, and business partners, to ensure they adhere to anti-bribery standards.

   2. Contracts with third parties will include anti-bribery provisions and the right to terminate the relationship in case of non-compliance.

5. Reporting and Whistleblowing

   1. Employees are encouraged to promptly report any suspicions or incidents of bribery, corruption, or violations of this Policy. Reports should be made directly to the CEO.

   2. The Company will treat all reports with confidentiality and protect whistleblowers against retaliation.

6. Consequences of Non-Compliance

   1. Violation of this Policy may result in disciplinary action, up to and including termination of employment or contract termination, in accordance with the Company’s disciplinary procedures.

   2. Non-compliance with anti-slavery laws and regulations may result in legal consequences, including fines and imprisonment.