Compliance Policy

Prohibited Business Practices Policy

It is the policy of SÄKAPHEN GmbH, including all of its subsidiaries and affiliates wherever they may be located (hereafter collectively referred to as the “Company”), to, at all times, conduct its affairs in a manner avoiding even the appearance of impropriety. This policy extends to all officers, directors, employees of the Company (hereafter collectively referred to as “Personnel”) and any individual or entity acting for or on behalf of the Company as an agent, representative, consultant, or in any other capacity (hereafter collectively referred to as “Agents”).

Compliance with all Laws and Regulations

It is the general policy of the Company that all of its Personnel and Agents comply with all applicable laws and regulations in carrying out their responsibilities on behalf of the Company. Because a certain practice may be followed in a particular country, or region of a country, this does not make the practice lawful. Nor is a practice lawful because other individuals and entities engage in the practice. The guiding principle must always be whether the practice is prohibited by the written law of a country or unit of government that has the power or jurisdiction to prohibit the practice that may be in question.

This seemingly simple policy can prove to be complex, confusing, and difficult when one is confronted with the practical realities associated with conducting business in unfamiliar settings as in many parts of the world. There may also be situations that arise where it may not be possible to comply with the laws of one country without violating the laws of another country. When questions arise as to what may be permitted or as to how to handle a situation, it is important that advice be promptly sought.

Any Personnel or Agents who may have a question or a concern or need advice or assistance in addressing a situation should contact Susanne Fischer-Zernin, CEO, or Dr. Cornelius Fischer-Zernin, CEO.

Prohibited offers or payments to public officials

No offer, promise, or payment of anything of value may be made, directly or indirectly, to or for the benefit of a public official, that is or may appear to be related to obtaining, retaining or directing business or for any other improper advantage.

Agents and Consultants

The use of intermediaries for the purpose of facilitating prohibited transactions is prohibited. No agent, representative, or consultant may be retained without the written approval or after the satisfactory completion of specific due diligence procedures established by the management of the Company.

Political Contribution

Without prior written approval, no funds, facilities, or services of any kind may be paid or furnished to any political candidate or prospective candidate for public office, to any political party, or to any political initiative, referendum, or other form of political campaign.

Facilitating Payments

“Facilitating payments” are small payments made to a public official necessary to expedite or secure performance of a routine governmental action. Facilitating payments can never be made to assist in obtaining or retaining business, to influence a particular decision or transaction, or for any other improper purpose. Although strongly discouraged, facilitating payments may be made in certain limited circumstances, but only with the prior written approval of Susanne Fischer-Zernin, CEO.

Prohibited Means of Payment

Without the prior written approval of Susanne Fischer-Zernin, CEO, no payments by the Company shall be made to an individual or entity other than those with whom the Company has contracted, or outside the country of the principal place of business of the recipient.

No corporate checks shall be written to “cash”, “bearer”, or third-party designees of a party entitled to the payment. Other than fully- documented petty cash transactions, no transaction in cash that is not evidenced by a receipt bearing the signature of the recipient shall be made. In those situations, the recipient must also be the acting party in a fully-documented business relationship with the Company.

Bona fide and reasonable reimbursement of Business Expenses

Offers to reimburse and the actual reimbursement of expenses to a public official shall be documented. The amount and the reimbursement must be reasonable, and the purpose must relate directly to the promotion, demonstration, or explanation of products or services of the Company or to the execution or performance of a contract of the Company with a government, government agency, or government-owned or government-controlled enterprise.

Accounting and Record-Keeping requirements

It is the policy of the Company that all transactions be recorded in a timely and accurate manner. Transactions must be accurately recorded in terms of amount, accounting period, accounting classification, and Company policies. Any information material to a transaction must be recorded. No transaction shall be entered into that requires or contemplates the making of false or fictitious entries or records in whole or in part.

Accounting Practices

Each transaction and disposition of assets by the Company must have proper authorization. No secret, unrecorded, or unreported fund or asset of the Company shall be created or maintained. No accounting balances shall be created or maintained that have no documentary support, that are fictitious in whole or in part, or that have no reasonable basis in fact.

Accounting Adjustments

Adjustments to accounting records must follow established procedures. Once finalized, documents are not to be altered.

Maintenance and Retention of Records

Access to systems of accounting or financial records shall not be permitted for individuals without proper authorization. Record destruction can be undertaken only in compliance with the Company’s policies concerning the retention and destruction of records. Records in their original form shall not be removed from the Company without prior written authorization.

Disclosure Obligations

Any Personnel or Agents of the Company who become aware of a failure on the part of anyone associated with the Company to abide by the terms of this Prohibited Business Practices Policy shall make known the information that has come to their attention by contacting Susanne Fischer-Zernin, CEO.