Administration and Policy Manual APM 2.2 Business Conduct and Ethics	Doc No.: APM 2.2 Revision: 0 Date: 15Apr 2023 Issued by: DPA Approved by: MD Page: 1

2.2.1 Company Books and Records

All books, records, accounts, and financial statements of our clients are to be prepared and maintained in reasonable details, must appropriately reflect the Clients’ transactions, and must conform both to the Clients’ legal requirements and system of internal controls or the Company’s internal controls where applicable.

No Employee shall make, use, or approve any false, fictitious or misleading entries, any unrecorded or “off-the-record” funds or assets (unless permitted by applicable law or regulation) or any other device that could be used to distort records of the Clients’ operating results or financial condition.

Each Employee is personally accountable for Client funds under his or her control. For example, anyone approving or certifying the correctness of a bill or voucher should do so only on reasonable knowledge that it is proper.

Business records and communications often become public, and all Employees should avoid exaggeration, derogatory remarks, guesswork, or inappropriate characterizations of people and companies that can be misunderstood. This applies equally to e-mail, internal memos, and official reports. Records should always be retained or destroyed according to the Company's (or Client’s) record retention policies.

Anyone aware of any irregularities is required to report this to the Line Manager, if necessary.

2.2.2 Confidentiality

The Company expects its, and its client’s affairs to be conducted with discretion and in confidence. Under no circumstances may an Employee use or disclose any confidential, non-public information in the possession of the Company regarding the Company, Client, or any other company with which the Company / Client deals, such as customers, prospective customers, and other third parties, except when disclosure is specifically authorized by the appropriate party or legally mandated.

Confidential information includes, among other things, any non-public information concerning the Company, including its business, financial performance, results or prospects, and any non-public information provided by a third party with the expectation that the information will be kept confidential and used solely for the business purpose for which it was conveyed.

2.2.3 Compliance with Laws, Rules and Regulations

All Employees have the responsibility to comply with the various laws, rules and regulations of the cities, states and countries and other regulatory authorities that affect the Company's business.

2.2.4 Conflicts of Interest

Employees should avoid situations in which their personal interests could conflict with, or even appear to conflict with, the interests of the Company, its clients or its stockholders. Conflicts of interest arise when the position or responsibilities of an Employee present an opportunity for personal gain (or a benefit to a family member of such Employee) apart from the normal rewards of employment or other position within the Company, or when his or her personal interests are inconsistent with those of the Company and create conflicting loyalties.

It is almost always a conflict of interest for a Company Employee to work simultaneously or have a role as consultant for a competitor, customer, or supplier.

2.2.5 Competition, Fair Dealing

It is the Company's long-standing policy to conduct its business at all times in a fair and honest manner in accordance with the highest ethical standards. Stealing proprietary information or otherwise possessing trade secrets that were obtained by any means without the owner’s consent is prohibited.

2.2.6 Anti-Bribery and Corruption

Demands from Third Parties

Employees, and especially crew, receiving unwarranted demands for gifts or payments should follow the “three “R”s” approach, in dealing with them:

1. Resist

The Master should consider the following steps:

• Question the legitimacy of the request by asking where the requirement for the “fee” is displayed or to provide a copy of the local law the ship operator is purported to have infringed and refusing to pay if the official cannot confirm the validity of the “fee”;
• Question any “fee” where the official is not able or prepared to provide a legitimate receipt/invoice;
• Reject any suggestions on how the demand might be re-structured to reach the same result;
• Tell the demander that the demand will be reported;
• Ask to speak to the demander’s supervisor or manager;
• Show the person demanding the payment a copy of the company’s anti-bribery policy;
• Conduct all activity in view of CCTV to record all transactions on board and inform the official that this is standard practice.

2. Report

Report any demands to the Technical Superintendent as quickly as possible.

Where the Employee believes there is a need to make a payment, in the circumstances, they must firstly obtain the express written permission of Senior Management. In these cases, upon receiving notice of the demand, the Technical Superintendent will report the matter to Senior Management who will provide their instructions accordingly.

The Technical Superintendent will keep a record of the demands that are reported and advise Owner of actions taken.

3. Record

• Any payment made to an official should be witnessed by another Officer and the Agent if on board.
• The Master must try to get an official receipt.
• Record payment on Form ADM 10

Note: Some Flags have introduced "Corruption Reporting" forms - e.g. Marshall Islands Form MI-360 and Liberia.

Gifts, Hospitality and Entertainment

The Company recognizes that the practice of giving and receiving business gifts or hospitality varies between countries and regions and what may be normal and acceptable in one region may not be in another. The test to be applied is whether in all circumstances the gift or hospitality is reasonable and justifiable. The intention behind the gift or hospitality should always be considered.

Normal and appropriate hospitality (given and received) to or from third parties, for the purposes of establishing or maintaining good business relationships is not prohibited by the Company. An example would be offering a meal and/or a non-alcoholic beverage to a mooring captain who comes on board a vessel.

2.2.7 Corporate Opportunities

Employees owe a duty to the Company to advance the Company’s legitimate business interests when the opportunity to do so arises. Employees are prohibited from taking for themselves (or directing to a third party) a business opportunity that is discovered through the use of corporate property, information or position, unless the Company has already been offered the opportunity and turned it down.

More generally, Employees are prohibited from using corporate property, information or position for personal gain or competing with the Company. Except to the extent disclosed in advance, and approved by the Board of Directors, Employees should have no significant financial interest in, or dealings with, competitors or persons who do business with the Company. Such interests and dealings may create divided loyalties or the appearance of them and may cause speculation or misunderstanding.

2.2.8 Protection and Proper Use of Company Assets

All Employees should endeavor to protect the Company's / Clients’ assets and ensure their efficient use. Theft, carelessness, and waste have a direct impact on the Company's / Clients’ profitability. Any suspected incident of fraud or theft should be immediately reported for investigation.

Company equipment should not be used for non-Company / non-Client related business, though incidental personal use may be permitted. The obligation of Employees to protect the Company's assets includes its proprietary information. Proprietary information includes intellectual property such as trade secrets, patents, trademarks, and copyrights, as well as business, marketing and service plans, engineering and manufacturing ideas, designs, databases, records, salary information and any unpublished financial data and reports. Unauthorized use or distribution of this information would violate Company policy. It could also be illegal and result in civil or even criminal penalties.

2.2.9 Environmental Compliance

It is the Company's policy to operate its clients’ vessels in accordance with all applicable safety, environmental and safety laws and regulations so as to ensure the protection of the environment and the Company's personnel and property. It is the obligation of all personnel to conduct themselves in a manner that is consistent with this policy. It is essential that everyone at the Company who deals with crude oil, petroleum products, hazardous or toxic materials or other potential pollutants complies with environmental laws and regulations and follows the environmental safety procedures specified in the Company’s training programs and environmental compliance manuals.

2.2.10 Compliance with Anti-Trust Laws

Most state governments, the European Community and many foreign governments have enacted anti-trust or similar laws designed to ensure that the market for goods and services operates competitively and efficiently. All of the Company’s Employees must comply with such laws. Employees are encouraged to speak with their Line Managers with respect to any existing or potential anti-trust issues.

2.2.11 Discrimination and Harassment

The Company is committed to a work environment in which all employees, vendors and business associates are treated with respect and dignity.

2.2.12 Occupational Safety and Health

The Company is committed to providing a safe workplace for all Employees. In addition, laws and regulations impose responsibility on the Company to prevent safety and health hazards. By reason of law and policy, and to protect their own safety and the safety of other Employees, Employees are required to carefully follow all Company safety instructions and procedures.