Anti-Corruption Policy

Qbuzz's policy is to conduct business fairly without corruption practices or attempts at bribery to gain an unfair advantage. Qbuzz makes every effort to comply with the applicable legal and ethical standards concerning all business activities. This anti-bribery and corruption policy (hereinafter referred to as "Policy") is drafted to help uphold these standards and values. Preventing bribery or corruption is not just a statement; it is a moral issue and a legal requirement. Qbuzz does not tolerate any form of bribery and corruption.

This policy applies to all individuals who work with or on behalf of Qbuzz. Qbuzz aims to collaborate with business partners who adhere to principles comparable to the standards outlined in this Policy. Whenever possible, this commitment is formalized contractually.

Any violation of this Policy is taken seriously by Qbuzz and may result in disciplinary measures against employees, up to and including dismissal, if an investigation confirms that an employee has not complied with this Policy.

All employees are required to:

• comply with anti-bribery and anti-corruption legislation applicable in every jurisdiction worldwide where Qbuzz operates;
• protect and uphold the core values of Qbuzz by always behaving ethically, legally, and professionally.

Bribery of any kind (active or passive) is prohibited. Under no circumstances may a provision be made, money set aside, or an account opened to facilitate the payment or receipt of bribes. All employees are expected to always adhere to the guidelines in this Policy. In case of doubt whether something can be considered as a bribe or other breach of this Policy, the employee should contact their manager and/or the Compliance Officer.

5.1 Gifts, Hospitality, and Other Expenses

Gifts and hospitality include receiving or offering gifts, meals, expressions of appreciation and thanks, entertainment, or invitations to events or other social gatherings related to our company. These activities are acceptable if they have a reasonable value and occur infrequently. Misuse is usually present when such gifts and hospitality are offered or received to obtain or provide a business or personal advantage.

Expenses cover the payment or reimbursement by Qbuzz of travel, accommodation, and other related costs incurred by a potential customer or business partner, excluding reimbursements documented in a contractual agreement. These expenses typically include costs for activities such as travel to visit a business location, or to attend a conference or training/course. Misuse generally occurs when the journey or event is characterized by excessive hospitality, luxurious accommodation, little business relevance, or is intended for family or friends of the business relationship.

In general, offering and accepting business gifts and hospitality is not prohibited, provided the following conditions are met:

• The gift is not given to influence a third party to secure or maintain a contract or business advantage or to reward or secure such advantage;
• It is given in the name of Qbuzz, not on a personal basis of the giver;
• It does not consist of cash or cash equivalents (such as gift vouchers);
• It is an appropriate and reasonable type of gift with a suitable value given at an appropriate time;
• It is given transparently and openly, not secretly, and not sent to anyone’s private address.

It is forbidden to offer or accept gifts or hospitality during tendering periods and contract negotiations, unless written approval is granted by management. Any type of gift, hospitality, or expense reimbursement that exceeds the limits below and is offered, given, or received must be approved in advance by the manager or project leader and then reported to the Compliance Officer, who will keep a record of it. In case of doubt, the manager should seek advice from the Compliance Officer.

5.2 Political Contributions

Qbuzz makes no political contributions (donations to politicians, political parties, or political organisations).

5.3 Donations to Charitable Organisations

As a responsible member of society, it may happen that Qbuzz donates money or goods. This is an expression of Qbuzz’s corporate social responsibility.

Some donations are strictly prohibited, including donations:

• to individuals and organisations with commercial motives;
• paid into private accounts or in cash;
• to organisations with objectives incompatible with Qbuzz's corporate principles; or
• that could harm Qbuzz’s reputation.

All donations must be transparent. This means that the recipient’s identity and the intended use of the donation must be clear, and the reason and purpose of the donation must be justifiable, documented, and approved by the management of the relevant business unit. Donations to charitable causes are reported annually and recorded by the Compliance Officer.

5.4 Sponsorship

Sponsorship activities can take place in the fields of sport, arts and culture, education, and science. All sponsorship contributions must be transparent, based on a written agreement, for legitimate business purposes, and proportionate. Decisions on sponsorship contributions should be made by management and properly recorded by the Compliance Officer.

5.5 Facilitation Payments

Facilitation payments ('grease payments') to government officials are rare in the Netherlands and are prohibited.

5.6 Conflict of Interest

Bribery does not always involve a payment. Conflict of interest can also be considered bribery. For example, consider a situation where a potential business partner promises an employee of Qbuzz to employ the employee’s spouse during contract negotiations. The employee must always consider if the action is transparent, proportionate, reasonable, and based on good faith. The employee should contact their manager and/or the Compliance Officer if unsure whether an action or situation constitutes a conflict of interest.

5.7 Business Partners

If a business partner of Qbuzz engages in bribery, it can severely damage Qbuzz’s reputation. Qbuzz takes sufficient measures to prevent bribery via its business partners. The definition of a business partner is broad: it can include intermediaries, consultants, joint venture partners, contractors, and suppliers. Once a potential bribery risk is identified, the consequences must be assessed by management before such a relationship is established. Agreements with business partners should, where possible, include clauses that grant Qbuzz the right to impose sanctions, including termination of the agreement, if the principles of this Policy are not adhered to. In case of doubts or suspicion of bribery, the employee should consult their manager and/or the Compliance Officer.