Anti-corruption Policy

Policy Objective

To reaffirm CompuSolutions’ commitment to the Sistema Nacional Anticorrupción (SNA) and applicable legislation in Mexico, as well as the Foreign Corrupt Practices Act (FCPA) in USA.

Specific Objectives:

• Prevention and Identification: Have mechanisms aimed at preventing, detecting, and addressing fraud and/or corruption events within the company.
• Risks: Implement mechanisms for identifying and training on the main fraud and/or corruption risks that the company may face.
• Transparency: Ensure training or the hiring of external experts so the company can disclose all necessary information in its financial statements for a proper understanding and assessment of its financial situation. The company’s accounting information must be reliable and verifiable.
• Legality: Maintain investor confidence by protecting the company’s reputation. It is a priority to comply with provisions and regulations prohibiting fraudulent and/or corrupt behavior within the company.

Policy Description

CompuSolutions is committed to conducting its business in accordance with applicable laws, standards, and regulations, as well as the highest ethical standards. This commitment is reflected in our Code of Ethics and Conduct, in the definition of CompuSolutions’ culture, and in the hiring of external experts who help validate the adherence to these standards.

In business relationships, CompuSolutions is committed to ethical business practices and full compliance with applicable laws and regulations. Therefore, there is zero tolerance for bribery and corruption by any stakeholder. The consequence is the immediate termination of employment or commercial relationships, as applicable.

To combat bribery and/or corruption, it is prohibited, directly or indirectly through a third party, to pay, offer, promise, or give anything of value to companies, employees, or public officials, as well as to government or political party-controlled entities or organizations, when there is reasonable knowledge that it is being used to obtain undue benefit or to improperly influence actions or decisions of such persons or entities for the purpose of obtaining, retaining, or generating business.

This policy extends to all stakeholders, who are expected to implement controls and align themselves with CompuSolutions’ commitment.

Stakeholders for CompuSolutions are:

• Clients, associates or distributors, manufacturers, contractors or suppliers recognized for their autonomy and self-regulation who have a commercial relationship and who provide or receive payment for goods or services derived from CompuSolutions’ operations. We expect any third party to share this commitment and, as an interested party in our business chain, to agree to comply with this Integrity Policy.
• This applies for Board members, shareholders, and employees of CompuSolutions.

Mechanisms for Ensuring Policy Compliance

Any questions or concerns regarding compliance with this Policy must be submitted through the Ethical Breaches Mailbox, located at the bottom menu of www.CompuSolutions.com under “Report an Ethical Breach”

CompuSolutions enforces strict adherence to its Code of Ethics. It strictly prohibits offering, paying, promising, or authorizing any payment or anything of value to any person, directly or indirectly, in exchange for obtaining a unilateral benefit to the detriment of a third party. This includes influencing, coercing, manipulating, or deceiving internal or external auditors, clients (distributors), shareholders, suppliers, third parties, board members, or employees in the course of their duties. Accepting or offering bribes to distort or misrepresent the truth is also prohibited.

Regular training is provided to employees to prevent requesting or encouraging, directly or through third parties, actions that violate legal duties; abusing one’s position; or seeking undue advantage, contracts, or concessions for the benefit of CompuSolutions. Policies and training courses are maintained to ensure employees are up to date on due diligence and transparent transaction recordkeeping.

Internal and external audits are conducted to ensure CompuSolutions’ books and records correctly reflect the amount and description of all transactions. Employees must ensure that a reasonable relationship exists between the substance of a transaction and its representation in records.

Prior to signing legal documents, expectations regarding CompuSolutions’ integrity policy are communicated and included in contract clauses for validation.

Mechanisms exist for engagement with stakeholders, such as supplier onboarding processes or candidate selection procedures, which allow CompuSolutions to verify legal and personal information as permitted by law.

The scope of relationships with stakeholders is formally defined through written contracts that establish, among other things, the terms of engagement, compensation, and a declaration that the relationship is conducted in accordance with this Policy. Legal documents must include:

• Service description and remuneration details, including justification for the reasonableness of the payment.
• An ethics clause acknowledging that both parties operate under the General Law of Administrative Responsibilities in Mexico, Law 1474 of 2011 in Colombia, and this Policy.
• Details of deliverables and evidence to be periodically provided to CompuSolutions to fulfill materiality requirements.

During the commercial relationship, and in compliance with applicable laws, stakeholders’ information is safeguarded to validate adherence to this policy.

Warning systems are in place for suspicious situations, known as “red flags.” In such cases, the commercial relationship must be suspended or not initiated. Examples include:

• The stakeholder is specifically recommended by a government official.
• Incomplete information is provided during the commercial relationship, and the stakeholder is unwilling to comply with processes or signed agreements.
• One party offers employment or advantages to a friend or relative, violating signed contract terms.
• One party refuses to formalize the engagement with a legal document.
• During due diligence or throughout the commercial relationship, it is found that the person and/or company are listed by the Tax Administration Service (SAT) under articles 69 and 69-B of the Federal Tax Code.

Definitions

Corruption is defined as the misuse of public power for private gain, or the misuse of delegated power for private benefit. Bribery refers to the offering, promising, or payment of cash, gifts, excessive entertainment, or any type of incentive to someone in a position of trust to influence their views or actions or to gain an improper advantage.

Bribery and corruption can take many forms and have various consequences, including:

• Influence peddling.
• Bribery of public officials and public organization employees (see Code of Ethics, Conduct Relating to Government Authorities and Laws).
• Private sector bribery.
• Business entertainment and courtesies.
• Obstruction of justice.
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• Illicit enrichment.
• Cash payments.
• Fake “consulting” jobs or relationships.
• Political contributions.
• Charitable donations with political intent.
• Gifts, travel, hospitality, and reimbursements that exceed industry norms.

Serious Offenses (Mexico)

As per Mexico’s General Law of Administrative Responsibilities, the following offenses may involve private parties:

• Bribery (Art. 66).
• Illicit participation (Art. 67).
• Influence peddling (Art. 68).
• Use of false information (Art. 69).
• Collusion (Art. 70).
• Misuse of public resources (Art. 71).

Types of Sanctions

Violations of this Policy or the Code of Ethics are reviewed by the Ethics Committee. Based on the zero-tolerance approach, any breach of this Policy results in contract termination, regardless of the stakeholder’s relationship with CompuSolutions.

 

Note: If you identify any outdated information in this document, please notify the processes area for its update.