Anti Bribery and Anti Corruption Policy

The Reload Logistics Group (“Reload”) strictly abides by its values to ensure ethical conduct and commitment to honesty, integrity and an open and diverse corporate culture.

As part of this commitment, Reload is committed to conducting its business ethically in every country where it does business. This includes compliance with Anti-Bribery and Anti-Corruption (hereinafter “ABC”) laws.

Reload has a zero-tolerance policy towards bribery and corruption. Employees, directors, clients, suppliers (including operational suppliers, agents, banking institutions, underwriters and IT service providers), investors (including shareholders), members of the community, members of the public, any other stakeholders of Reload or any other party working on its behalf whether internal or external wherever located (“Interested Party”) may not offer, promise or give a bribe to anyone and may not request, agree to accept, or take a bribe from anyone.

Objective

The purpose of this Policy is to reiterate Reload’s commitment to full compliance by Interested Parties with local ABC laws
applicable to Reload’s operations worldwide and to provide guidelines for compliance with these laws.

Bribery is a crime and extends to indirect involvement. Penalties can be severe, including prison sentences, exclusion from
tendering for public and large financial penalties.

Reload aims to have adequate procedures in place designed to prevent bribery by all Interested Parties including those
performing services on its behalf.

Any third parties acting on behalf of Reload must adopt a similarly stringent approach

What is a Bribe

A bribe could include:

• The direct or indirect promise, offer, authorization, or provision of anything of value
• The offer or receipt of any kickback, loan, fee, commission, reward, or other advantage
• The giving of contributions or donations designed or stipulated to influence the recipient to act in the giver’s favour.
• The offering of employment or internship or free work experience or training to a relative or close friend of a government
  official
  

The Purpose of a Bribe

• The purpose of a bride is to secure an improper advantage often to obtain or retain business, where the person receiving the bribe is, or may be, in a position to provide that kind of advantage to the party offering the bribe.
• It may simply involve the handling of administrative tasks such as licences, customs or import/export matters.

A bribe can be made by any Interested Party (whether direct or indirect).

Corruption Risks

Use of third party as an agent or sub-contractor

• Prior to the use of a third-party contractor (subcontractor) or agent an appropriate due diligence should be undertaken prior to their appointment and retention or at renewal of any agreement.
• Any connection to a government official should be investigated and any concerns vetted in accordance with applicable law.
• Appropriate provisions should be included in contracts to ensure their compliance with appropriate laws.

Prohibited Expenditure

Any expenditure, including hospitality, entertainment or other similar expenses are prohibited if:

• It might influence the outcome of a business transaction, whatever the value of the expense, or a reasonable individual could interpret it that way.
• Given for the purpose of facilitating or expediting any decision to award new business, to renew existing business or to take any other action.
• Given for personal benefit, friendship, personal acquaintances or family purposes.
• It is against the local law and/or has been given secretly and not openly.

Giving and Receiving Gifts

• In many countries, gifts are considered customary business courtesies to strengthen business relationships.
• Gifts should be of nominal value and should never be used to obligate, or appear to obligate, the recipient.
• These gifts should never take the form of gifts of cash, cash vouchers or other cash equivalents.

Charitable and Political Contributions

• Charitable contributions may not be used to confer a personal benefit on a Government Official or business contact and must not be made to seek an improper benefit or to influence a Government Official.

Facilitation or Expediting Payments

• Facilitation payments are any payment to a public official, however small, to speed up or secure the performance of a routine government action such as issuing permits, licenses, or other official documents, processing governmental papers such as visas and work orders, providing customs clearances, providing police protection, providing utility services and handling cargo.
• Facilitation payments are a form of bribery and are prohibited.

Exceptions

No payment, gift, offer, or promise of anything of value should be made if it is unlawful under the written laws and regulations
of the country. It is the Interested Party’s obligation to establish any payment is lawful at the time of such payment.

Reasonable and bona fide expenditures:

• It is permitted to provide reasonable and legitimate and lodging expenses to a government official, where expenses are directly related to the promotion, demonstration, or explanation of products or services, or are related to execution or performance of a contract with a government agency.
• Trips that are primarily for personal entertainment purposes, however, are not legitimate business expenses and may violate ABC laws and regulations.
• It is not permitted for any expenditure to be made to pay for the travel and hospitality expenses of any relative or friend who is proposed to accompany any government official on any such trip.
• All expenditures should be made directly to the relevant provider and not be paid directly to the government official.
• While certain expenditures are more likely to raise red flags, they will not give rise to prosecution if they are (1) reasonable, (2) legitimate, and (3) directly related to the promotion, demonstration, or explanation of products or services or the execution or performance of a contract.

Record Keeping

Financial records must be kept and have appropriate internal controls in place that will evidence the business reason for
making payments to third parties.

Interest Parties must keep a written record of all hospitality or gifts accepted or offered.

All accounts, invoices, memoranda and other documents and records relating to dealings with third parties should be prepared and maintained with strict accuracy and completeness. Adequate internal controls must be implemented, and no accounts must be kept “off-book” to facilitate or conceal improper payments.

In instances where all the elements of a violation of the ABC provisions are not met, an Interest Party may nonetheless be
liable if the improper payments are inaccurately recorded.

Audit

Audits may be conducted periodically to ensure that the requirements of this Policy and applicable procedures and guidelines are being met.

Audits may be conducted internally by Reload, or externally by retained third parties.

Breach of this Policy

All Interested Parties are encouraged to raise concerns about any issue or suspicion of malpractice at the earliest possible stage.

Any Interested Party who violates the terms of this Policy will be subject to disciplinary or legal action.

In all cases, any employee or third-party contractor who violates the terms of this Policy, who knows of and fails to report
potential violations of this Policy, or who misleads investigators making inquiries into potential violations of this Policy, may
face disciplinary action which may include termination of employment or have their contracts re-evaluated or terminated.

Revisions to the Policy. Reload reserves the right to, and may from time to time, update this Policy. Any such revisions will be published as an amended version and in such circumstances, Interested Parties agree to accept such reasonable revisions.

Do not hesitate to contact a representative of Reload should you have any questions or concerns or require any aspect of this
ABC Policy to be clarified or explained in further detail.