Corporate Governance Policy

The Board of Directors of Peak Governance Business Advisors Ltd (the "Company") has the sole power to design, assess and continuously revise the Governance and Sustainability System, and specifically to approve and update the corporate policies, which contain the guidelines governing the conduct of the Company.

In the exercise of these responsibilities, the Board of Directors hereby approves this Corporate Governance Policy (the "Policy").

Purpose

The purpose of this Policy is to establish the corporate governance strategy and commitments of the Company, based on the application of the highest ethical standards and upon compliance with the good governance recommendations generally recognised in international markets, adjusted to the needs and the business reality of the Company.

The Board of Directors acknowledges that corporate governance is a central element in service of the corporate interest, which the Company conceives as the common interest of all stakeholders of an independent company focused on the creation of shared sustainable value.

General Principles of the Corporate Governance Strategy

To achieve the objectives relating to the corporate governance strategy, the Company accepts and promotes the following general principles of conduct in each of the areas indicated below:

  1. Within the framework of the corporate interest, the Company takes specific and measurable financial and non-financial objectives into account in its strategic planning that always seek to improve profitability and to create value sustainably for the shareholders.

  2. The Governance and Sustainability System incorporates the measures that are appropriate to safeguard the interests of the shareholders.

  3. To the maximum extent possible, the Company respects the legal and functional separation of functions and duties to prevent, identify and resolve conflicts of interest, whether of an exceptional or a permanent nature.

Legal and Regulatory Considerations

The Company endeavours to ensure compliance with the law and with the ethical commitments made by virtue of the provisions of the Code of Ethics. The Company is committed to rigorously embedding a preventive culture based on the principle of "zero tolerance" in respect of the commission of wrongful acts and on the application of principles of ethical and responsible behaviour by all staff.

For this purpose it has a compliance system consisting of a structured set of rules, procedures and activities intended to ensure the development thereof in accordance with ethical principles and lawfulness, prevent and manage the risk of regulatory or ethical breaches or violations of the Governance and Sustainability System, as well as to contribute to the full realisation of the Purpose and Values of the corporate interest (the "Compliance System").

As regards data protection, the Company has a specific policy that endeavours to ensure compliance with applicable legal provisions in this area, particularly ensuring respect for the rights to reputation and to privacy in the processing of the various categories of personal data.

Promoting Diversity

The Company seeks an appropriate balance to ensure a diversity of skills, knowledge, experience, origins, nationalities, age, and gender among its staff.

Transparency

The Governance and Sustainability System entrusts to the Board of Directors the highest-level supervision of the information provided to shareholders including the commitment to safeguarding, protecting and facilitating the exercise of their rights and interests within the framework of the corporate interest.

At all times the Company employs best endeavours to ensure truthfulness, promptness, clarity, and respect for the principle of equal and accurate treatment in the dissemination of information.

The Company ensures that its financial information, which it must regularly publish, reflects in all material respects a true and fair view of its equity, financial position and results as provided by law.

Commitments Regarding Separation of Duties and Checks-and-Balances

The Board of Directors, the body with the broadest powers to administer the Company, focuses its activity on approving the strategic goals of the Company, on defining its organisational model, and on supervising compliance therewith and further development thereof. In the performance of its duties, it pursues the corporate interest and acts with unity of purpose and independent judgement, affording equal treatment to all shareholders in the same situation