PensionBee Group Anti-Bribery and Corruption Policy

Background

Introduction and aims of the policy

PensionBee is committed to conducting business in an ethical and honest manner, and is committed to implementing and enforcing systems to prevent bribery in line with our legal obligations under the Bribery Act 2010.

PensionBee has zero-tolerance for bribery and corrupt activities.

The aim of this policy is to help us uphold all laws relating to anti-bribery and corruption.

This anti-bribery policy applies to all directors, officers, employees, consultants, contractors, interns, or any other persons (internal or external to PensionBee) associated with us wherever they are located (within or outside of the UK).

Applicable standards, definitions and concepts

Applicable standards

We are bound by the laws of the UK, including the Bribery Act 2010, in regards to our conduct both at home and abroad. PensionBee recognises that bribery and corruption are punishable by up to ten years of imprisonment, an unlimited fine and unquantifiable damage to our reputation.

Approach to compliance

We are required to put in place procedures to prevent acts of bribery and corruption taking place, either by people directly employed by us or by those external to our firm who may be acting on our behalf. Examples of the latter category include solicitors, accountants or surveyors engaged by us to act on our behalf.

Definition of bribery

Bribery refers to the act of offering, giving, promising, asking, agreeing, receiving, accepting, or soliciting a bribe, something of value or of an advantage so as to influence an action or decision. Bribery is not limited to the act of offering a bribe; an individual accepting a bribe is also breaking the law.

A bribe is any inducement, reward, or object/item of value offered to another individual in order to gain commercial, contractual, regulatory, or personal advantage.

Policy Framework

Employees are educated on bribery and anti-corruption

This policy and the definition of bribery is included in the annual compliance test. Employees are informed they must not engage in any form of bribery, whether it be directly, passively or through a third party (such as an agent or distributor). If they are uncertain about whether something is a bribe or a gift or act of hospitality, they must seek further advice from the company’s legal team. Any employee having any reason to believe or suspect that an instance of bribery or corruption in relation to any activity of PensionBee has occurred or will occur in the future must notify the Chief Legal Officer & General Council or, in their absence, report it anonymously by reporting in accordance with our Whistleblower Policy. If any employee violates this policy, they will face disciplinary action and could face dismissal for gross misconduct. Reports raised with the Chief Legal Officer & General Counsel under this policy will be treated confidentially and only be made available to those at PensionBee necessary to address, investigate and resolve such reports. PensionBee encourages employees to raise concerns under this policy. PensionBee’s policy is to ensure that no one is disadvantaged by raising concerns in good faith under this policy, even if investigation finds that a report made was mistaken or does not lead to further action being taken.

Employees are made aware of our gifts and hospitality policy

PensionBee maintains a gifts and hospitality register where details of gifts, hospitality or similar can be logged for approval where required in accordance with this policy. PensionBee accepts normal and appropriate gestures of hospitality and goodwill (whether given to/received from third parties) so long as the giving or receiving of gifts meets the following requirements: • It is not made with the intention of influencing the party to whom it is being given, to obtain or reward the retention of a business or a business advantage, or as an explicit or implicit exchange for favours or benefits; • It is not made with the suggestion that a return favour is expected; • It is in compliance with local law; • It is given in the name of the company, not in an individual’s name; • It does not include cash or a cash equivalent (e.g. a voucher or gift certificate); • It is appropriate for the circumstances (e.g. giving small gifts or celebrations around Christmas, as a small thank you to a company for helping with a large project upon completion or to mark a key milestone or anniversary in a business relationship); • It is of an appropriate type and value and given at an appropriate time, taking into account the reason for the gift; • It is given/received openly, not secretly; • It is not selectively given to a key, influential person, clearly with the intention of directly influencing them; • It is not above £100, unless it is disclosed with appropriate details on the PensionBee Gifts & Hospitality Register and approved by the Chief Legal Officer & General Counsel; • It is not offered to, or accepted from, a government official or representative or politician or political party, without it being disclosed with appropriate details by being logged on the PensionBee Gifts & Hospitality Register and approved by the Chief Legal Officer & General Counsel. As a general rule, where practical, a gift or hospitality should be logged and approval by the Chief Legal Officer & General Counsel obtained in advance of receiving the gift or hospitality. Prior logging and approval is mandatory when offering any gift or hospitality in your capacity as an employee of PensionBee. It is not always practical to log and obtain approval in advance of a gift or hospitality being received (e.g. where a gift is offered as a surprise). In those cases where you cannot make the log and obtain approval in advance you are still responsible for promptly, as soon as practical, logging the gift or hospitality in the Pension Gifts & Hospitality Register, with appropriate details (including why the log was not able to be made in advance) and the Chief Legal Officer & General counsel will respond with either approval or appropriate follow up actions (which may include a requirement to return the gift, the requirement for a donation to an appropriate charity or provide a formal acknowledgment of the gift or hospitality to the provider third party). PensionBee recognises that the practice of giving and receiving business gifts or hospitality varies between countries, regions, cultures, and religions, so definitions of what is acceptable and not acceptable will inevitably differ for each. Where it is inappropriate to decline the offer of a gift (i.e. when meeting with an individual of a certain religion/culture who may take offence), the gift may be accepted so long as it is declared with appropriate details (including details of why it would be inappropriate to decline) on the PensionBee Gifts & Hospitality Register. The Chief Legal Officer & General Counsel will assess the circumstances of the gift or hospitality received and advise as to appropriate follow up actions (e.g. this may include a requirement to return the gift, provision for a donation to an appropriate charity or formal acknowledgment of receipt). Gifts given or received over the value of £50 should always be disclosed by being logged on the PensionBee Gift and Hospitality Register.

Facilitation payments and kickbacks

PensionBee does not accept and will not make any form of facilitation payments (a form of bribery that involves expediting or facilitating the performance of a public official for a routine governmental action) or kickbacks (typically made in exchange for a business favour). If you are aware of any attempt to make a facilitation payment by any employee or agent of PensionBee in connection with PensionBee’s business, or any attempt by a third party to make a facilitation payment to any employee or agent of PensionBee in connection with PensionBee’s business you must promptly report this to the Chief Legal Officer & General Counsel or report it anonymously in accordance with our Whistleblower Policy.

Political contributions and boycotts

PensionBee will not make donations, whether in cash, kind, or by any other means, to support any political parties or candidates. We recognise this may be perceived as an attempt to gain an improper business advantage. Furthermore, PensionBee will not engage in any boycott activity with a view to expressing a political opinion through its business choices. This includes any boycott activity of Israel in accordance with US Anti-Boycott Regulations. Directors, officers, employees, agents and contractors of PensionBee are not prohibited from making political or campaign contributions in their own personal private capacity but such donations must not ever be connected to their role at PensionBee or the conduct of PensionBee’s business. A failure to observe this distinction will be considered a breach of this policy and may result in PensionBee taking disciplinary action (if involving a director, officer or employee of PensionBee) or exercising contractual rights or making commercial decisions around the terms of and continuation of commercial relations with such third party.

Charitable contributions

PensionBee accepts (and indeed encourages) the act of donating to charities and agrees to disclose all charitable contributions it makes to its accountants. Donations made by the company must be approved by the CEO.

Due diligence and fraud prevention

Each department approving payments to third parties must have robust processes in place to ensure that the amounts charged are in accordance with the terms of the contract and the services provided, and that appropriate documentation (such as purchase orders) is retained as a part of PensionBee’s records. PensionBee must have immediate access to these records (it is not acceptable that only the third party retains such records). All records evidencing the details, background and surrounding arrangements for payments are subject to both internal and external review and audit. It is the responsibility of those approving invoices to check that the details of the invoice are proportionate to and aligned with the goods or services provided and are accurately described and processed. Whenever a request is received to change the account details in respect of the payee, independent checks must be performed to ensure these requests are legitimate

Second line controls

Our Risk Register includes the risks related to all financial crime, and the Risk Management Team oversees the risk and control assessments. PensionBee will keep detailed and accurate financial records in accordance with the PensionBee Record Keeping Policy, and will have appropriate internal controls in place to act as evidence for all payments made. The PensionBee Gifts & Hospitality Register will act as a written record of the amount and reason for hospitality or gifts accepted and given over £50, and further acts as a record of formal PensionBee decisions on recorded gifts and hospitality. The PensionBee Gifts & Hospitality Register is subject to managerial review including by the Chief Legal Officer & General Counsel.

Key Principles

This policy strictly prohibits the giving or receiving of bribes, including facilitation of payments. It requires consideration of bribery and corruption risks in any business relationship including when entering into new business relationships, and it highlights the need for controls to be exercised. The giving and receiving of bribes by any employee will not be tolerated. Attempts to induce particular behaviour through offering payments or advantages are also strictly prohibited. Further, it is not acceptable for any employee, regardless of their department or location, to threaten or retaliate against another employee who refuses to commit a bribery offence or who has raised concerns under this policy, or ‘turn a blind eye’ to the awareness of any act of bribery. All employees are required to promptly report actual, suspected or attempted bribery. Reports can be made to the Chief Legal Officer & General Counsel, or anonymously by reporting in accordance with our Whistleblowing Policy. In having an appropriate approach to compliance, we aim to meet the requirements of Section 7 of the Bribery Act 2010 which states we can rely on the procedures we have put in place as a corporate defence in the event of an offence being committed by a person associated with our firm.