Approved by: SEPTIMIU-MIHAI NEMES – GENERAL MANAGER
Approval Date: 01.06.2021
Effective Date: 01.06.2021

Intellectual Property:
This document and the entire documentation describing the ethics, sustainability and compliance
management system are the exclusive property of SC PRO CONECT SRL.

PURPOSE
In accordance with the Code of Ethics and Professional Conduct, the Company undertakes, through the
Ethics and Compliance Officer, to ensure that its activities are carried out under conditions of ethics and
integrity. The purpose of the Policy on Gifts, Hospitality Expenses and Prohibition of Facilitation Payments
is to protect the Company against ethical misconduct and any other non-compliance issues that could
cause reputational, commercial or financial damage, or attract legal sanctions, thereby reducing the
Company’s prestige and profitability both in the short and long term.

SCOPE
This Policy applies to all personnel of ProConect SRL and ProConect Servicii SRL, in all activities carried
out for or on behalf of the Company.

DEFINITIONS
Company – PRO CONECT Group (Pro Conect SRL and Pro Conect Servicii SRL).

PRO CONECT Personnel – Management, employees and any other persons acting within or on behalf of
the Company, with or without decision-making authority, remunerated or not, regardless of the legal form
of the agreement they have with the PRO CONECT Group.

Facilitation Payment – An additional payment made to induce a person to properly perform their
professional duties, which could result in preferential treatment.

Personal Interest – Any material or other advantage pursued or obtained by PRO CONECT Group
Personnel, directly or indirectly, for themselves or others, through the use of reputation, influence,
facilities, relationships or information accessed as a result of their job duties.

Gift – Any material or non-material advantage or benefit offered during or in connection with the exercise
of professional duties to PRO CONECT Group Personnel by a natural or legal person with whom the
Company maintains or intends to establish business relations. Gifts include, but are not limited to: holiday
invitations, invitations to unofficial events, financing of travel expenses unrelated to Company interests,
goods and services, remuneration, rewards outside personnel incentive policies, facilities or privileges of
any kind.

Travel and Assignment Expenses – Expenses borne by the PRO CONECT Group consisting of
transportation, accommodation and meal costs for the participation of its personnel in activities resulting
from contracts to which the Group is a party, or at national or international events organized in its interest
or relevant to its business.

Hospitality Expenses – Expenses borne by the Company for providing hospitality at events and business
meals organized in its interest, attended by Company personnel and, where appropriate, business
partners.

Travel Expenses – Expenses borne by the Company for transportation and accommodation of its
personnel and, where applicable, business partners invited by the PRO CONECT Group.

POLICY PRINCIPLES
1. Gifts and Facilitation Payments
PRO CONECT Group and its personnel shall monitor and avoid situations that may constitute breaches of
this Policy.
Situations to Avoid
• Requesting, directly or indirectly, gifts, business meals, paid trips, services, favors or any other benefits
from business partners, clients or stakeholders intended personally for employees or their relatives, for the
purpose of influencing decisions or creating expectations of preferential treatment.
• Accepting gifts voluntarily offered by a natural or legal person if their gross value exceeds the RON
equivalent of EUR 50.
• Granting gifts exceeding the RON equivalent of EUR 50.
• Accepting or granting gifts from/to the same business partner, client or stakeholder whose cumulative
gross value exceeds the RON equivalent of EUR 100 in one calendar year.

Strictly Prohibited Situations
• Granting gifts of any kind to PRO CONECT personnel, except promotional materials whose gross value
does not exceed the RON equivalent of EUR 50.
• Accepting or granting gifts whose nature, value or timing raises suspicions regarding the influencing of a
business decision.
• Accepting or granting monetary gifts from or to business partners, clients or stakeholders.
• Soliciting or accepting facilitation payments.
• Using the powers associated with a Company position for purposes other than strictly professional ones.
• Financing or supporting political parties, politicians, parliamentary or governmental institutions, directly or
indirectly.

Exceptions
• Gifts offered on special occasions may be accepted if they do not violate the provisions of this Policy and
are subject to prior review by the Ethics and Compliance Officer.
• Gifts exceeding EUR 50 may be accepted only if their nature and timing do not raise suspicions of
influence and provided they are declared, recorded and transferred into Company ownership.
• The declaration and transfer to Company ownership rule applies in all cases where the value thresholds
are exceeded.

TRAVEL AND HOSPITALITY EXPENSES
General Provisions
• Travel expenses related to the participation of PRO CONECT personnel in conferences, symposiums,
seminars, workshops, official events, business meetings and negotiations shall be borne by the Company.
• Personnel may participate in such events even when expenses are covered by business partners or
stakeholders, provided the event is related to Company activities or interests and participation has been
approved by management and the Ethics and Compliance Officer.
• Participation in events involving personal benefits, such as business meals or entertainment, is allowed
only when the event relates to Company interests, does not raise suspicions of influence, and prior
approval has been obtained.
• Participation together with family members is permitted only in exceptional circumstances where
culturally required and subject to prior approval.
• The Company may allocate reasonable hospitality budgets for official events organized by or in
partnership with the Company.
• Hospitality expenses for business partners or public sector personnel may be reimbursed only under the
conditions and limits established by this Policy and with the approval of the Ethics and Compliance Officer
and General Manager.

IMPLEMENTATION RULES
Rules Regarding the Acceptance of Gifts
• PRO CONECT personnel must declare any gift received during the exercise of their duties within a
maximum of 10 working days to the Ethics and Compliance Officer.
• Gifts must be declared in a report containing information regarding the recipient, donor, description,
reason and date of receipt.
• The gross value of gifts shall be determined based on online market searches and compared to the EUR
50 threshold using the National Bank of Romania exchange rate valid on the date of receipt.
• Gifts exceeding the threshold shall be recorded in a special register and transferred into Company
ownership.
• The Ethics and Compliance Officer shall analyze the nature and circumstances of gifts to determine
whether they could influence business decisions.
Rules Regarding the Granting of Gifts
• The Ethics and Compliance Officer shall review documents related to the acquisition of promotional
materials and gifts.
• Personnel intending to offer gifts must inform the Ethics and Compliance Officer at least 5 working days
in advance.
• All gifts granted shall be recorded in a dedicated register.
• The Ethics and Compliance Officer shall analyze any risks associated with granting gifts and issue
recommendations accordingly.

Rules Regarding Travel and Hospitality Expenses
• Invitations shall always be sent to the Company or institutional address, not to personal addresses.
• Reimbursement of travel expenses shall be carried out in accordance with Company procedures and
based on opportunity notes and approvals where required.
• Participation in events funded by third parties requires approval from the General Manager following
review by the Ethics and Compliance Officer.
• Accepted participations shall be recorded in a public register managed by the Ethics and Compliance
Officer.
• Risk analyses regarding invitations and hospitality shall be conducted every two years and
communicated internally.

REPORTING NON-COMPLIANCE
The Company adopts and implements a whistleblowing policy based on the principles set out in the Code
of Ethics and Professional Conduct. Any employee, client, supplier, contractor or subcontractor connected
to the Company’s activities may submit confidential reports or complaints regarding actions by employees
or persons acting on behalf of the Company that violate the law or the Company’s internal ethics and
business conduct rules, including the provisions of this Policy.
Any breach of this Policy may be reported in accordance with the ethical misconduct reporting procedure
to: compliance@proconect.ro.

DECLARATION REGARDING THE RECEIPT OF GIFTS

I, the undersigned _____________________________________________________
holding the position of __________________ Department __________________
Company _____________________________________________________________
domiciled at __________________________________________________________
In accordance with the provisions of the Code of Ethics and Professional Conduct and the Policy on Gifts
and Hospitality Expenses, and acknowledging the provisions regarding false statements under the
Criminal Code, I hereby declare the following:
I have received:
• Type / description of the gift received
• Reason / context of receiving the gift
• Estimated value of the gift received
• Name of the company/person who offered the gift
• Date the gift was received
Signature: ____________________ Date: ____________________