Anti-Bribery and Anti-Corruption (ABAC) Policy

1. Definitions

“Associates” shall mean all directors, officers, managers, employees (whether full-time, temporary, or part- time), trainees, interns, etc. of CACTUS, wherever located.

“Business Partners” shall mean any individual or organization, who/which comes into contact with CACTUS or transact with CACTUS including but not limited to all past, current, and potential clients, consultants, vendors, suppliers, business contacts, intermediaries, advisors, agents, freelancers, contractors, including their employees, freelancers, and contractors.

“Bribery” shall mean an act of offering, giving, receiving, or soliciting of any item of value, reward, or advantage to influence the actions or decisions of a person to the benefit/interest of the giver.

“Corruption” shall mean to include a wrongdoing on the part of any authority or those in power or any persons, through means that are illegitimate, immoral or incompatible with ethical standards and is associated with bribery and includes extortion, fraud, influence peddling, embezzlement and such other dishonest acts.

“Facilitation Payments” mean typically small, unofficial payments (sometimes known as “grease payments”) made to secure or expedite a routine government action by a government official.

“Kickbacks” are typically payments made to commercial organizations in return for a business favor/advantage, such as a payment made to secure the award of a contract.

“Government Officials” shall mean officials, associates, employees, agents, representatives, and advisors of a federal, national, state, provincial, local, or municipal government, public bodies, and political parties and also includes Politicians and their family members.

“Higher ups” shall mean individuals in positions of significant authority and influence within regulatory bodies, statutory bodies, corporate entities, or multi-national companies.

“Politician” refers to a person who has political power in the government of a state, a person active in party politics, or a person holding or seeking an elected office in government. This doesn’t extend to people who have retired from political power.

“Stakeholders” shall mean collectively all Associates and Business Partners.

2. Policy Statement

The Cactus Communications group (“CACTUS” / “we” / “our” / “us”) is dedicated to fostering a culture of integrity, professionalism, and ethical conduct. As a global organization providing scientific communication solutions, we recognize the importance of maintaining the highest standards of business ethics. In line with our guiding principles, we have established an Anti-Bribery and Anti-corruption (ABAC) Policy (“Policy”) that serves as a cornerstone in our commitment to combat bribery and corruption in all its forms.

Our guiding principles serve as the foundation upon which we build our culture, make decisions, and interact with Stakeholders. One of our guiding principles is “Do what is right even if it is hard.” We firmly believe in doing what is right, even when no one is watching. Our Anti-Bribery and Anti-corruption (ABAC) Policy reflects our dedication to integrity, ethical conduct, and compliance with applicable laws and regulations. It ensures that we maintain the trust of our Stakeholders and protect our reputation as a trustworthy and reliable organization.

3. Purpose

1. The Policy emphasizes CACTUS’ zero-tolerance approach to bribery and corruption or facilitation payment in any form, whether in government or non-government dealings.
2. We always uphold all the applicable international and local anti-bribery and anticorruption laws.
3. The purpose is to spread awareness about the possible instances of misconduct related to bribery and corruption and ensure that there are adequate procedures to prevent Stakeholder involvement in any such activity, even where the involvement may be unintentional, and to set responsibility for Stakeholders to vigilantly observe and uphold the position against bribery and corruption.

4. Scope and applicability

This Policy applies to all Stakeholders working for or on behalf of CACTUS (referred to as “you” or “your” in this Policy).

5. What is not acceptable?

5.1 Facilitation Payments and Kickbacks

You shall neither make nor accept Facilitation Payments or Kickbacks of any kind to/from any and/or Government Officials. You must also desist from any activity that might lead to or suggest that a Facilitation Payment or Kickback will be made or accepted by CACTUS.

5.2 Guidance on how to avoid making Facilitation Payments:

Any Government Official demanding payments to perform routine government actions may often put people acting on behalf of CACTUS in very difficult positions. Therefore, there is no easy solution to the problem. However, the following steps may help:

1. Insist on official receipts for any payment you make.
2. Report suspicions, concerns, queries, and demands for Facilitation Payments to the Higher Ups and to local enforcement authorities and refuse to make such payments.
3. In case of circumstances where you are under any kind of threat and you must make such payments, it is your immediate responsibility to report the concern as per the process mentioned in this Policy, as soon as possible after the event, so that the incident can be properly recorded, reviewed, and accounted for.

5.3 Charitable Contributions

CACTUS recognizes the importance of charitable contributions and philanthropic activities as part of its commitment to social responsibility, however, it is essential that such contributions are made in a manner that upholds the highest standards of integrity and transparency. Accordingly, all charitable contributions must be made to legitimate and recognized charitable organizations or causes and must not be intended to influence or reward any individual or entity in a manner that could be perceived as a bribe or corrupt practice. Seek clarifications in case required from your HRBP.

6. Your Responsibilities

6.1 Do’s

To maintain the highest standards of integrity, with respect to any dealings with a Stakeholder, you must ensure that

1. each individual/stakeholder within your work area is briefed on this Policy,
2. fees and commissions agreed shall be appropriate and justifiable remuneration for legitimate services rendered,
3. contractual agreements shall include appropriate wording making it possible to withdraw from the relationship if any of the Stakeholders fail to abide by this Policy,
4. all expense claims relating to charitable contributions are submitted in accordance with this Policy and specifically record the reason for the expenditure, and
5. all relationships with whom CACTUS deals with must be on an arm’s-length basis.

6.2. Don’ts

It is prohibited for you to:

1. threaten or retaliate against another stakeholder who has refused to commit a bribery offence or who has raised concerns under this Policy and
2. engage in any activity that might lead to a breach of this Policy.

CACTUS encourages openness and will support anyone who raises genuine concerns in good faith under this Policy, even if they turn out to be mistaken.

7. Books, Records, and Internal Control Requirements

Accurate and complete recordkeeping is essential to the successful operation of CACTUS, as well as to our ability to meet our legal and regulatory obligations. Expenses and entries must never be hidden or purposefully misclassified in order to facilitate or conceal improper payments or arrangements. All business units and entities must maintain an effective system of internal control and monitoring of our transactions. All books and records should be prepared and maintained with accuracy and completeness.

8. Communication and Training

It is our commitment to ensure that this Policy is available and understood throughout our organization through proper communication and there are adequate procedures to combat Bribery and Corruption risks and threats. To meet this objective, the following will be executed:

1. Dissemination of this Policy for new Associates shall be carried out at the time of induction.
2. This Policy will be shared with all existing Associates and Business Partners. If you have any query about this Policy, you should contact the HR Operations team.
3. CACTUS’ zero-tolerance approach to bribery and corruption should be communicated to all Business Partners, wherever possible, at the outset of CACTUS’ business relationship with them or as appropriate thereafter.

Appropriate and periodical training on this Policy will be provided to Associates to educate them about the principles and requirements of this Policy. The training will cover key aspects of anti-bribery and anti-corruption practices, including identifying and avoiding potential risks and ethical considerations.

9. Raising a Concern or Complaint

The prevention, detection, and reporting of bribery and other forms of corruption is the responsibility of all those working for or with CACTUS. You are required to avoid any activity that might lead to or suggest a breach of this Policy.

Any person who has reason to believe that a violation of this Policy has occurred, or may occur, must promptly report this information to the Grievance Committee (GC) by writing to grievance@cactusglobal.com.

CACTUS requests all Stakeholders to approach issues of bribery and corruption in a manner that is consistent with the principles set out in this Policy.

10. Zero Retaliation

CACTUS is committed towards no retaliation provisions towards Stakeholders who file reports or complaints under this Policy. CACTUS aims to prevent victimization and other retaliatory behavior towards the Stakeholders, so they aren’t afraid to speak up about any issues. To ensure that this Policy is adhered to and to assure that the concerns or grievances will be acted upon seriously, CACTUS shall ensure that

1. the Stakeholder reporting under this Policy is not victimized and adequate safeguards against such victimization are provided;
2. complete confidentiality of the reporting Stakeholder is maintained;
3. suitable action is taken against any person violating this Policy.

11. Monitoring and Review

CACTUS will establish appropriate measures to ensure compliance with the relevant policies, procedures, and controls. CACTUS will monitor the effectiveness and review the implementation of this Policy regularly, considering its suitability, adequacy, and relevance. Any improvements identified will be made as soon as possible. CACTUS reserves the right to amend, suspend or terminate this Policy at any time, at its sole discretion, with or without notice.

12. Disciplinary Action

Non-compliance with the Policy by a Stakeholder may result in criminal or civil penalties which will vary based on the offence. An Associate acting in contravention of the Policy will also face disciplinary action up to and including summary dismissal. A Business Partner acting in the contravention of the Policy will also result in suspension of payment and termination of all contracts and association with them.

Additionally, disciplinary procedure as per the Disciplinary Policy shall be referred if any violation is noticed in regard to this Policy.

Document History & Revision