El Dorado Trading Anti-Corruption Policy and Procedures

Effective: June 2024

Policy Introduction and Purpose

El Dorado Trading is committed to ensuring its business conduct and the business conduct of those acting on El Dorado Trading’s behalf is done with integrity, the highest ethical standard, and in accordance with El Dorado Trading’s Code of Conduct, applicable laws, and regulations.

This Policy reinforces this commitment to ensure compliance with Guyana’s Anti-Corruption Laws and Policies and the AML/CFT Act 2009 of Guyana. Taken all together, these anti-corruption laws prohibit corruption within both the public (government) and private (commercial) sectors.

All persons or entities working for or acting on El Dorado Trading’s behalf must be familiar with and perform their duties in accordance with the requirements set forth in this Policy, El Dorado Trading’s Code of Conduct and applicable laws and regulations.

This Policy:

sets out our responsibilities, and the responsibilities of those working with or on El Dorado Trading’s behalf, in relation to bribery and corruption;
provides information and guidance to those working for us on how to recognize and deal with bribery and corruption issues;
provides awareness of El Dorado Trading’s global anti-corruption standards applicable to our business activities, recognizing possible warning signs of potential corrupt behavior of others, and the type of business activities that may need legal review; and
supports identification, management, and mitigation of common corruption risks associated with El Dorado Trading’s business activities and effectively promotes an organizational culture that encourages conduct compliant with all anti-corruption laws and El Dorado Trading’s Code of Conduct.

Policy Scope

Persons or entities in scope of this Policy include El Dorado Trading’s associates at all organizational levels, including senior managers, directors, officers, associates (whether permanent, contingent or temporary), consultants, contractors, trainees, interns, El Dorado Trading subsidiaries, Joint Ventures, affiliated companies and their associates, all are referred to as “El Dorado Trading” in this Policy. Business partners, certain third parties, including Third-Party Intermediaries, and their employees acting on El Dorado Trading’s behalf in any business transaction, or any other party associated with El Dorado Trading, wherever located are also within scope of this Policy.

El Dorado Trading’s Policy

El Dorado Trading conducts business lawfully, ethically, and with integrity. Corrupt practices are unacceptable, and El Dorado Trading takes a zero-tolerance approach to bribery, corruption and influence peddling. El Dorado Trading will not engage in, or otherwise tolerate, any form of bribery or corruption through its business dealings with governmental or commercial entities or individuals.

Specifically, El Dorado Trading will not offer, pay, or provide anything of value to a government employee or a representative of a commercial entity in order to gain improper business advantage or favorable treatment or otherwise unjustly influence their official action. Accordingly, El Dorado Trading will not accept anything of value from a government employee or a representative of a commercial entity for the same reason. Bribes, “kickbacks,” secret commissions, and similar monetary or non-monetary payments are strictly prohibited.

Other items of value such as gifts, travel (including sponsored travel), entertainment, and political and charitable donations, are only permissible if used in a manner that would not violate this Policy and Procedures or any anti-corruption law

This Policy forms a critical part of El Dorado Trading’ Code of Conduct and should be read in conjunction with the Anti-Bribery and Anti-Corruption Procedures, and El Dorado Trading’s Mission and Values set out in the Code of Conduct, as amended and supplemented from time to time.

Strict compliance with this Policy and Procedures is required even where local law or custom may appear to permit less stringent requirements, and even if business may be lost as a result of following this Policy and its related Procedures.

Roles and Responsibility for the Policy

This Policy has been approved and endorsed by El Dorado Trading’s Senior Management Team to show commitment to dealing with potential bribery and corruption issues.

El Dorado Trading’s Compliance Department has day-to-day responsibility for overseeing the implementation of this Policy, monitoring its use and effectiveness, and reporting any matters to El Dorado Trading’s Senior Management Team.

El Dorado Trading Management and Senior Leaders at all levels, are responsible for implementing this Policy in their respective areas of responsibilities, including communication to associates at all organizational levels and third parties, including third-party intermediaries used by the business.

El Dorado Trading’s Compliance Department is responsible for developing and maintaining El Dorado Trading’s Anti-Corruption Program to ensure that adequate procedures are in place to prevent and/or uncover corruption. This effort includes timely support to Divisions, Functions, Markets, etc; and El Dorado Trading’s Senior Management Team, on ethics and anti-corruption related issues and to provide guidance on Policy-related Procedures. El Dorado Trading’s Anti-Corruption Program also includes:

Anti-Corruption annual risk assessments;
Training and education; and
Communication of this Policy.

El Dorado Trading’s Senior Management Team and its members, are responsible for ensuring the business maintains a high-level focus on ethics and anti-corruption issues and a common understanding and practice regarding how best to address and follow up on such issues including adequate internal controls to ensure accurate and complete financial records of transactions are kept to minimize the risk of and detect any improper payments made out of compliance; and to report and assist the Compliance Department with matters associated with this Policy.

All associates, advocating, planning to use and/or seeking to retain any third-party in scope of this policy, whether in commercial or functional roles, have the responsibility to ensure all third parties are properly subject to anticorruption due diligence requirements prior to the third party being engaged. Coordination with Compliance and Legal teams is key to ensure completeness of all due diligence documentation. Moreover, associates responsible for the relationship with the third party must regularly and clearly communicate the business’s ethical obligations to the third party, and follow up with the third party to ensure all required documentation is in place.

El Dorado Trading’s employees are responsible for supporting the business with managing, documenting and monitoring all required steps for the timely completion of Third-Party Due Diligence; also ensure all red flags identified during the anticorruption due diligence or business dealings, are properly analyzed to provide sound advice to the Legal and Compliance teams on resolution efforts, conclusions and next steps.

Reporting Concerns

El Dorado Trading has a system for raising concerns and reporting suspected violations to this Policy. Any concerns about any past or proposed behavior by anyone at El Dorado Trading or any third-party working with El Dorado Trading regarding compliance with this Policy or anti-corruption law compliance must be reported immediately to the Compliance Department.

All reports of suspected violations are taken seriously and will be followed up on.

El Dorado Trading associates have the right and obligation to address ethical concerns in good faith without fear of punishment or harassment from co-workers, supervisors, or senior management. El Dorado Trading prohibits retaliation against anyone for making a good-faith report. Commitment to compliance with our legal obligations and ethical standards is valued and respected.

Non-Compliance

El Dorado Trading associates and leaders, as well as business partners and their employees who do not fulfil their integrity responsibilities face disciplinary actions and consequences up to and including termination of their employment and/or business partnership and contract.

Violating this Policy may also result in serious civil and/or criminal penalties. Penalties may consist of fines against El Dorado Trading as well as the individual, but also may include imprisonment for the individual.

Key Terms and Definitions

Anti-Bribery and Anti-Corruption Procedures: the purpose of these Anti-Bribery and Anti- Corruption Procedures is to provide detailed directions on critical areas of this Policy, establish additional reference for controls to ensure compliance with all applicable anti-bribery and anti- corruption regulations, as well as ensure that El Dorado Trading’s business is conducted in an ethical and responsible manner.

Anything of Value broadly defined includes goods, services, monetary and non-monetary benefits or advantages to a recipient. Under anti-corruption laws and this Policy, anything of value is not subject to a minimum amount or threshold of value, nor does the unlawful act has to be successful in its intent to violate the law. Some examples of anything of value include:

Gifts
Money (including cash equivalents, such as gift cards or vouchers)
Stocks, bonds or other securities
Meals, entertainment, travel or lodging
Material non-public information for financial or any other personal benefit
Offers of employment to those who are influential to a business dealing, or a relative
Payments or reimbursement of travel expenses
Financial incentives, discounts or rebates on El Dorado Trading products that are not otherwise generally available
Assumption or forgiveness of debt
Political contributions
Charitable contributions
Personal favors

Bribe/Bribery: Directly or indirectly paying, promising, giving, offering, or authorizing to give anything of value to a foreign official or government employee or representative of a commercial entity for the purpose of influencing that person to misuse his or her position to influence any act

or decision to obtain any improper advantage to obtain or retain business. It is not necessary for the corrupt act to be completed to violate this Policy and anti-corruption laws.

Corruption is dishonest and fraudulent conduct by those in power in abuse of public or private office for personal gain, typically involving bribery.

Facilitation Payments: also known as “speed money” or “grease payments” are small, infrequent payments to a government employee made to secure or expedite routine, non- discretionary governmental actions to which one is legally entitled, such as work permits and visas, custom clearance, product registration, or inspections.

Government Employee: any officer or employee of a foreign government or any department, agency, or instrumentality thereof, or of a public international organization, or any person acting in an official capacity for, or on behalf of, a government, a public international organization or any department, agency, or instrumentality thereof. If someone has the ability to influence a government decision, then that person is most likely a government employee. If there are any doubts or disagreement regarding the government official status of a person, consult the Legal Department for a final determination.

The term “instrumentality” is broad and can include state-owned, state-operated or state- controlled entities. Whether a particular entity constitutes an “instrumentality” under the Anti-Corruption Policies and Laws requires a fact-specific analysis of an entity’s ownership, control, status, and function. The definition of government employees includes:

Any employee of an entity hired to review and accept bids for a government agency;
Any agent, officer, or employee of a government or any government department, agency or instrumentality thereof;
Any officer or employee of a state-owned company or entity where a government holds a substantial ownership interest or where the government exerts actual decision-making authority;
Any political party or party official, or a candidate for political office;
Any official, employee, or person acting on behalf of a government-sponsored or public international organization, which may include Non-Governmental Organizations (NGOs) and non-profit organizations, such as the United Nations,
Healthcare professionals who are employed by or acting on behalf of a hospital or other institution owned or controlled by a government body, such healthcare professionals should be considered government employees even if they are not considered government employees under local law;
Any agent, immediate family member, or any person acting in an official capacity on behalf of the entities or individuals listed above.

Improper Business Advantage: Includes such things as influencing an individual to act in violation of his or her duty, which includes the individual failing to act. Even if it was not the intention, the perception of impropriety could result in obtaining an improper business advantage. An improper business advantage may involve efforts to obtain or retain business, as in the awarding of a contract, but also can involve regulatory actions such as licensing or approvals, for example.

Kickback: Any money, fee, commission, credit, gift, gratuity, thing of value, loan, entertainment, service, or compensation of any kind that is provided in exchange for a favor, regardless of whether business related or not. Kickbacks are a type of bribe where the two parties are in collusion so that each party gains from the exchange.

State-Owned Enterprise (SOE): with respect to government owned, operated or controlled entities, under most anti-corruption laws such entities generally include entities in which the government controls 50% or more of the voting shares, or where the government exerts actual decision-making authority even if it owns less than 50% of the shares. Whether an entity is government-owned or -controlled depends on the specific facts and circumstances. If it is unclear whether an entity is government owned, operated or controlled or whether a person qualifies as a government employee, advice should be obtained from the Legal or Compliance Department.

Third-Party Intermediary: is broadly defined as any individual, company, or entity that performs services for or acts on behalf of El Dorado Trading. Examples include sales agents and representatives, brokers, consultants, freight forwarders, distributors, product registration agents, attorneys, accountants, tax or custom advisors, and any other business or joint-venture partner. Under the anticorruption laws El Dorado Trading can be held liable for the actions of (or ineffective oversight of) third-parties, including third-party intermediaries. El Dorado Trading is prohibited of performing transactions indirectly, through a third-party, that the company would be prohibited from itself doing directly.

Third-Party and Third-Party Intermediary Anti-Corruption Due Diligence: A risk-based assessment of certain third-parties, including third-party intermediaries, in order to identify, mitigate, or resolve any information concerning the legal, ethical, reputational, financial, or other compliance risks that certain third-parties may pose to El Dorado Trading before entering a business relationship.