Anti-Corruption and Bribery Policy

1. Purpose Of This Policy

   1. The successful business operation and reputation of ControlPlane Group Limited (“ControlPlane”, “we”, “us”, “our”) is built upon the principles of fair dealing and ethical conduct of our employees. It is our policy to conduct all our business in an honest and ethical manner. ControlPlane takes a zero-tolerance approach to bribery and corruption, and we are committed to acting professionally, fairly, and with integrity in all our business dealings and relationships. We expect and require the same high standards from all our contractors, external consultants, third-party representatives, suppliers, and other business partners (collectively referred to here as “Associated Businesses” or individually as an “Associated Business”), and we expect that Associated Businesses will hold their own suppliers to such high standards. This policy therefore applies to all Associated Businesses.
   2. ControlPlane Group Limited is a limited company registered in England and Wales under company number 14149926 with its registered office at 49 Queens Road, Cheltenham, England, GL50 2LX.
   3. ControlPlane is the ultimate parent company of a group of legal entities with a corporate presence in the United Kingdom, the United States (through ControlPlane North America, LLC) and in New Zealand (through ControlPlane APAC Limited). This policy is therefore issued on behalf of ControlPlane and all entities within its group, and any reference to “ControlPlane” includes its Group companies.
   4. The paragraph headings contained in this policy, and their capitalisation, are included solely for convenience of reference and shall not in any way affect the meaning or interpretation of any of the provisions of this policy.

2. What Is Bribery?

   1. A bribe means a financial or other inducement or reward for action which is illegal, unethical, a breach of trust or is improper in any way. Bribes can take the form of money, gifts, loans, fees, hospitality, services, discounts, the award of a contract or any other advantage or benefit.
   2. Bribery includes offering, promising, giving, accepting, or seeking a bribe.
   3. All forms of bribery are strictly prohibited.
   4. Specifically, Associated Businesses must not:
      1. give or offer any payment, gift, hospitality, or other benefit in the expectation that a business advantage will be received in return, or to reward any business received;
      2. accept any offer from a third party that they know, or suspect, is made with the expectation that a business advantage for them or anyone else will be provided; or
      3. give or offer any payment (sometimes called a facilitation payment) to a government official in any country to facilitate or speed up a routine or necessary procedure.
   5. Associated Businesses must not threaten or retaliate against another person who has refused to offer or accept a bribe or who has raised concerns about possible bribery or corruption.

3. Gifts And Hospitality

   1. This policy does not prohibit the giving or accepting of reasonable and appropriate hospitality for legitimate purposes such as building relationships, maintaining our image or reputation, or marketing our products and services.
   2. A gift or hospitality will not be appropriate if it is unduly lavish or extravagant or could be seen as an inducement or reward for any preferential treatment (for example, during contractual negotiations or a tender process).
   3. Gifts must be of an appropriate type and value depending on the circumstances and taking account of the reason for the gift. Gifts must not include cash or cash equivalent (such as vouchers) or be given in secret.
   4. Promotional gifts of low value such as branded stationery may be given or accepted without breaching this policy.

4. Record-Keeping

   1. All accounts, invoices, and other records relating to dealings with third parties, including suppliers and customers should be prepared with strict accuracy and completeness. Accounts must not be kept “off-book” to facilitate or conceal improper payments.

5. How To Raise A Concern

   1. If one of our Associated Businesses is offered a bribe, asked to make one, or suspects that any bribery, corruption, or other breach of this policy has occurred or may occur, they must inform the Chief Operating Officer of ControlPlane immediately.