Business Ethics Policy

Purposes

1. The ComponentSource Group (“ComponentSource” or “the Company”) is committed to the practice of responsible corporate behaviour at all times.
2. Through its business practices ComponentSource seeks to protect and promote the human rights and basic freedoms of all its employees and agents.
3. Further the Company is committed to protecting the rights of all of those whose work contributes to the success of ComponentSource, including those employees and agents of suppliers to the Company.
4. The Company is also committed to eliminating bribery and corruption. It is essential that all employees and persons associated with ComponentSource adhere to this policy and abstain from giving or receiving bribes of any form.
5. This Policy is non-exhaustive, and all aspects of ComponentSource business should be considered in the spirit of this Policy.

Human Rights

1. ComponentSource is fundamentally opposed to the use of slavery in all forms, cruel, inhuman or degrading punishments, and any attempt to control or reduce freedom of thought, conscience and religion.
2. ComponentSource will use its reasonable efforts to ensure that all of its employees, agents and contractors are entitled to their human rights as set out in the Universal Declaration of Human Rights and any local human rights legislation.
3. ComponentSource will not enter into any business arrangement with any person, company or organisation which fails to uphold the human rights of its workers or who breach the human rights of those affected by the organisation’s activities.

Employee Rights

1. We are committed to complying with all relevant employment legislation and regulations. ComponentSource considers such regulations and legislation to be the minimum rather than the recommended standard.
2. No employee will be discriminated against on the basis of age, gender, race, sexual orientation, religion or beliefs, gender reassignment, marital status or pregnancy. All employees will be treated equally. Employees with the same experience and qualifications will receive equal pay for equal work.
3. No employee will be prevented from joining or forming a staff association or trade union, nor will any employee suffer any detriment as a result of joining, or failing to join, any such organisation.
4. Employees will be made aware of the terms and conditions of their employment or engagement from the outset. In particular employees will be made aware of the salary that they receive, when and how it is to be paid, the hours that they must work, any legal limit which exists for their protection and when and how any overtime provisions will apply. Employees will also be allowed such annual leave, sick leave, maternity / paternity leave and such other leave as is granted by legislation as a minimum.
5. ComponentSource does not accept harassment in any form, or bullying in any form.

Environmental Issues

1. ComponentSource is committed to keeping the environmental impact of its activities to a minimum and has published an Office Environmental Policy Statement in order help achieve this aim.
2. As an absolute minimum, we will ensure that we meet all applicable environmental laws in whichever jurisdiction it may be operating.

Conflicts of Interest

1. ComponentSource believes that the trust and confidence of those with whom it deals, including clients, suppliers and employees, are essential to its success. Conflicts of interest potentially undermine our relationship with our partners.
2. In order to help preserve and strengthen these relationships ComponentSource has developed a Corporate Hospitality and Gifts Policy, which provides rules and guidelines concerning the conduct of its officers and employees aimed at minimising the possibility of conflicts of interest and at avoiding risks associated with bribery and corruption.
3. All officers, employees and representatives of the Company are expected to act honestly and within the law.

Information and Confidentiality

1. Information received by employees, contractors or agents of ComponentSource will not be used for any personal gain, nor will it be used for any purpose beyond that for which it was given.
2. ComponentSource will at all times ensure that it complies with all applicable requirements of Data Protection Legislation. “Data Protection Legislation” means (1) the EU General Data Protection Regulation (“GDPR”), (2) the UK General Data Protection Regulation (“UK GDPR”), (3) the EU-US Data Privacy Framework and the UK Extension to the EU-US Data Privacy Framework (“DPF”), the California Consumer Privacy Act (“CCPA”), the Japanese data protection laws and regulations, or their equivalents, (4) the prevailing data protection legislation in all jurisdictions deemed adequate by the EU where ComponentSource has offices or does business, and in relation to all such legislation, (5) any national implementing laws, regulations, and secondary legislation (as amended from time to time), and (6) any successive legislation.

Shareholders and Investors

ComponentSource, its officers, employees and representatives are committed to ensuring that no act or omission which is within their power, and which would have the effect of deliberately, negligently or recklessly misleading the shareholders, creditors or other investors in the Company, occurs.

Suppliers and Partners

1. ComponentSource expects all its suppliers, publishers, customers and partners to work towards and uphold similar ethical and moral standards.
2. ComponentSource will consider the ethical record of potential new suppliers before entering into any agreement. Further, the Company reserves the right to request information from suppliers regarding the production and sources of goods supplied.
3. ComponentSource reserves the right to withdraw from any agreement or other arrangement with any supplier, publisher, customer or partner who is found to have acted in contravention of the spirit or principles of this Business Ethics Policy.

Anti-fraud, Bribery and Corruption

1. ComponentSource has zero tolerance towards any acts of fraud, bribery and corruption. Any allegations of such misconduct will always be investigated proportionately and appropriate action taken, including but not limited to disciplinary and/or legal action for both criminal and civil liability against those found to have perpetrated fraud or other acts involving dishonesty.
   • Fraud is knowingly making an untrue or misleading representation or failing to disclose information with the intention of making a gain for oneself or another or causing a loss or risk of loss to another.
   • Bribery is giving or offering someone a financial or other advantage to encourage that person to perform their functions or activities improperly, or to reward someone for having already done so. This includes bribing a foreign public official in order to obtain or retain business.
   • A facilitation payment is a type of bribe, such as an unofficial payment or other advantage given to a public official to undertake or accelerate the performance of their normal duties.
   • Corruption is the misuse of entrusted power for personal gain. This would include dishonest or fraudulent behaviour by those in positions of power, such as managers or government officials. It includes offering, giving and receiving bribes to influence the actions of someone in a position of power or influence and the diversion of funds for private gain.
   • A conflict of interest is where an individual has private interests that may, or actually do, influence the decisions that they make as an employee or representative of an organisation.
2. Acts of bribery and the making of facilitation payments are as defined by all applicable anti-bribery legislation.
3. Employees and any other persons associated with ComponentSource such as agents, subsidiaries and business partners are not permitted to either offer or receive any type of bribe and/or facilitation payment.
4. All employees are encouraged to report any suspicion of fraud, corruption or bribery within the Company to their Manager or directly to the CFO in accordance with the Whistleblowing Policy.
5. Should any employee or associated person be in doubt when receiving or issuing gifts and hospitality, he/she must refer to the Corporate Hospitality and Gifts Policy.
6. ComponentSource uses its reasonable endeavours to implement the guidance principles on bribery management that are published, from time to time, in the jurisdictions where it maintains a legal presence.
7. When appropriate, ComponentSource will work with regulators and government organisations to combat fraud. The Company will fully meet all its legal obligations to report fraud, bribery and corruption to relevant third parties.
8. Any employee found guilty of fraud, bribery or corruption of any kind will be held responsible for all related remedial costs such as losses, court fees and consequential expenses.

Money Laundering

1. The business of ComponentSource is low risk in relation to money laundering, but in order to prevent any of the Company’s services being used (or potentially used) for any money laundering activity, as well as any of its employees being exposed to money laundering, the following anti-money laundering provisions apply.
2. The broad definition of money laundering means that potentially anyone could commit a money laundering offence, this includes all employees of the Company, all temporary staff and contractors. ComponentSource policy is to enable the Company to meet its legal and regulatory requirements in a way which is proportionate to the low risk nature of the business, by taking reasonable steps to minimise the likelihood of money laundering occurring.
3. All employees are expected to be aware of their legal responsibilities in this area and with the ComponentSource Anti-Money Laundering Policy.
4. Money laundering can be defined as the process of moving illegally acquired cash through financial systems so that it appears to be from a legitimate source. Money laundering offences include concealing, disguising, converting, transferring criminal property, or entering into or becoming concerned in an arrangement which is known or suspected likely to facilitate the acquisition, retention, use or control of criminal property by or on behalf of another person.
5. There are also several secondary offences, failure to disclose knowledge or suspicion of money laundering to the Money Laundering Reporting Officer (MLRO); failure by the MLRO to disclose knowledge or suspicion of money laundering to the relevant National Crime Agency; and ‘tipping off’ whereby somebody informs a person or persons who are, or who are suspected of being involved in money laundering, in such a way as to reduce the likelihood of their being investigated or prejudicing an investigation.
6. ComponentSource has a Money Laundering Reporting Officer (MLRO), the CFO (accounts@componentsource.com), appointed to receive disclosures about money laundering activity and be responsible for anti-money laundering activity within the ComponentSource Group. The MLRO will ensure that adequate training and awareness is provided to new and existing employees as appropriate and that this is reviewed and updated as required. The MLRO will also ensure that appropriate anti-money laundering systems and processes are incorporated by the Company.
7. You must report any suspicious activity to the MLRO as soon as practicable in the prescribed form as set out in the Anti-Money Laundering Policy. Once the matter has been reported to the MLRO, you must follow the directions given to you and must NOT make any further enquiry into the matter. In particular you must NOT voice any suspicions to the person(s) whom you suspect of money laundering, as this may result in the commission of the offence of “tipping off”. You must NOT discuss the matter with others or note on the file that a report has been made to the MLRO in case this results in the suspect becoming aware of the situation.
8. Once the MLRO has received the report, it will be evaluated in order to determine whether:
   • There is actual or suspected money laundering taking place; or
   • There are reasonable grounds to know or suspect that this is the case; and
   • Whether the MLRO needs to lodge a Suspicious Activity Report (SAR) with the relevant National Crime Agency.

   Where the MLRO concludes that there are no reasonable grounds to suspect money laundering then consent will be given for any on-going or imminent transaction(s) to proceed. Where consent is required from a crime agency for a transaction to proceed, then the transaction(s) in question must not be undertaken or completed until the crime agency has given specific consent, or there is deemed consent through the expiration of the relevant time limits without objection from the crime agency.

   All disclosure reports referred to the MLRO and reports made to crime agencies will be retained by the MLRO in a confidential file kept for that purpose, for a minimum of 5 years. The MLRO must also consider whether additional notifications and reports to other relevant enforcement agencies should be made.

9. Due diligence is performed at the customer account opening stage and the customer must provide basic information including name, address, registration details (corporate bodies). In the case of customers known or deemed to be in high risk industries or jurisdictions, or who wish to conduct unusual transactions or make unusual requests such as highly complex transaction or payment arrangements the Company may wish to seek additional evidence of identity. This may include:
   • Checking the customer’s website to confirm the identity of personnel, its business address and other details;
   • Attending the customer at its business address;
   • Searching the telephone directory;
   • Evidence or the personal identity of the key contact officer (passport, photo, driving licence, utility bill).

If satisfactory evidence of identity is not obtained at the outset then the business relationship or one off transaction(s) cannot proceed any further.

CSBEP 10/2025