1.0 BACKGROUND
Greenphire (GP), LLC’s (“Company”) Business Ethics Policy, embodied in the following standards, is a guide to ethical decision-making. GP is committed to uncompromising integrity in all that the Company does and in the way in which GP employees relate to each other and to people outside the Company. While the standards in this Policy are mainly based on laws, the standards also reflect the values which define GP employees and the Company. GP must constantly strive to avoid any circumstances which may create a conflict, or the appearance of a conflict, between the personal interests and those of the Company. The standards in this Policy may be implemented, interpreted, or amended from time to time through written procedures or other compliance guidelines.
This Policy and related procedures and compliance guidelines are available as part of GP’s Quality Management System (QMS) and the Company’s website: www.Greenphire.com.
2.0 DECLARATION OF INTENT
It is the Company’s policy to ensure the actions of the Company’s employees, contractors, directors, and owners all operate at the highest level of ethical behavior.
This statement of our Business Ethics Policy provides guidance in many of the areas where companies of all size occasionally encounter business conditions where we require reinforcement or support in maintaining these high, ethical standards. This policy does not encompass all venues in which ethical behavior is expected, but serves as a starting point, with guidelines and processes which can be employed in a multitude of scenarios to guide appropriate responses.
3.0 SCOPE
The following standards of conduct will be enforced at all organizational levels. Anyone who violates them will be subject to prompt disciplinary action, which may include dismissal for cause.
4.0 Responsibility
Greenphire Employees: Every employee of the Company is personally responsible for making sure that the Company’s business decisions and actions always comply with the spirit as well as the letter of this Policy. Given the pace of change in this industry, it is impossible for this Policy to anticipate all possible scenarios which may involve ethical decision-making. If there are questions about the application of a standard, or if confronted with a situation that presents an ethical issue that is not addressed by this Policy, employees should seek guidance from the Company’s Quality and Regulatory Compliance Leadership (hereinafter “Compliance leadership”) or Red Flag Reporting as noted in Section 6.23.5 below. In addition, employees owe it to each other to report the behavior of others if there is reason to believe that the behavior violates this Policy.
Supervisors/Managers: All supervisory and management employees, including all officers and directors of the Company, have a special responsibility to lead according to the standards in this Policy, in both words and action. Supervisory and management employees are also expected to adhere to and promote an “open door” policy. This means that they are available to anyone with ethical or other concerns, questions or complaints. All concerns, questions and complaints will be taken seriously and handled promptly, confidentially, and professionally. No retaliation will be taken against any employee for raising any concern, question, or complaint in good faith.
5.0 Definitions
Terms not uniquely defined as part of this document are defined in SOP DF0001 Table of Definitions.
6.0 Policy
6.1 Code of Conduct
6.1.1 All GP employees must follow the below standards of behavior, which are the core our organization’s culture.
6.1.1.1 GP shows integrity and fairness in every business relationship.
6.1.1.2 GP treats clinical trial patients with respect, empathy, and support.
6.1.1.3 In professional conduct, GP complies with all laws and regulations, and conducts business in a credible and trustworthy manner.
6.1.1.4 GP always acts legally and ethically at all times and undertakes necessary measures to prevent risk of conflicts of interest.
6.1.1.5 GP embraces diversity and shows respect for the uniqueness of every individual.
6.1.1.6 GP is dedicated to professional excellence in all aspects of work and is committed to continuous employee learning and growth.
6.1.1.7 GP is committed to the highest standards of confidentiality through data security.
6.1.1.8 GP works in a collaborative and supportive environment that values the voice and contribution of each employee.
6.1.1.9 GP is dedicated to improving and expediting the positive healthcare outcomes of the global clinical trial market.
6.1.1.10 If you encounter a business activity and think “someone” should say something or report the action, you are hereby granted the authority to be that “someone.”
6.1.1.11 Regarding 6.1.1.10 or any situation in which an employee in good faith reports a suspected case of impropriety, harassment, or otherwise unethical or illegal activity, retaliation of any kind is strictly prohibited.
6.2 Compliance with Laws, Rules and Regulations
6.2.1 It is the Company’s policy to be a good “corporate citizen.” Wherever we do business, employees and directors of the Company are required to comply with all applicable laws, rules and regulations.
6.2.2 Employees are also responsible for honoring and abiding by the contracts that we have entered into with other parties, including intellectual property licenses (e.g., software licenses related to software packages used in our business), confidentiality agreements, contracts with our customers and suppliers, and undertakings and other commitments we may have with government authorities.
6.2.3 The standards in this Policy must of course be interpreted in the context of applicable laws and practices of the countries where we operate, as well as good common sense. Any suspected or actual violation of any applicable law, rule or regulation or our contractual obligations or undertakings should be reported immediately to the Company’s Quality Management Representative (QMR).
6.3 Securities Laws and Insider Trading
6.3.1 During execution of their duties, employees, officers, and members of the Board of Directors may be exposed to information about other companies that is not available to the public
6.3.1.1 The use of such non-public or “inside” information for purposes of trading in stock is strictly forbidden, whether by the employee or by any of his or her family members, or by any other person to whom the employee, officer or director may have communicated the information.
6.3.1.2 Information should not be considered publicly available until a reasonable time (as a general rule at least 48 hours) after it has been disseminated by such means as public press releases, news tickers or newspaper items.
6.3.1.3 Commonly called “insider trading”, this kind of activity is not only unethical, but also illegal, and could expose the employee, to civil and criminal penalties.
6.3.1.4 This policy does not apply to transactions involving:
6.3.1.4.1 Money market funds
6.3.1.4.2 Publicly held mutual or exchange traded funds (closed-end funds are within the scope of the policy)
6.3.1.4.3 Accounts that are managed by securities professionals ( e.g., investment advisors or brokers) who have full and sole discretion over all transactions in the account, so long as the employee, contractor, intern or fellow does not discuss transactions in the account and is not otherwise informed of them before or after they are executed, except that an employee, contractor, intern or fellow may be informed of the fact and terms of a completed transaction
6.3.2 U.S. law prohibits anyone who possesses “material” non-public information about a company from trading in its stock or other securities
6.2.2.1 “Material” information is usually defined as any information that might influence a reasonable investor to buy, sell or hold stock. Common examples of material information include financial results, financial forecasts, possible mergers, acquisitions or divestitures, significant product developments, significant new customers or business and major changes in business strategy or organization.
6.3.2.2 U.S. law also prohibits anyone who possesses material, non-public information from using it to provide non-public information (tip) to anyone else who might trade on it. Violation of the law may result in civil and criminal penalties, including fines or jail sentences.
6.3.2.3 All employees who are uncertain about the legal rules governing purchases and sales of stock should consult with a member of the Company’s Executive Team before trading any shares of Company stock or other securities. Any employee, including the Company’s officers, who engages in insider trading will be subject to immediate termination.
6.4 Antitrust, Competition and Other Restrictions
6.4.1 In most countries, there are laws governing the ways in which the Company may compete. The purpose of these laws is to prevent interference with a competitive market system. Accordingly, as a matter of Company policy, participating in any of the following is strictly forbidden:
6.4.1.1 Discussions or agreements with competitors to fix prices, rig bids, allocate customers or markets, or restrict output;
6.4.1.2 Discussions or agreements by which competitors refuse to deal with certain suppliers or customers or agree to deal with them only on certain terms;
6.4.1.3 Agreements regarding the resale prices of products which we sell to distributors and customers (unless those agreements have been first reviewed and approved by the General Counsel;
6.4.1.4 Misrepresenting our own products or services; or
6.4.1.5 Offering, paying, or receiving bribes or kickbacks.
6.4.2 Contacts and discussions with competitors, whether for social or business purposes, should be avoided. No employee should contact, schedule a meeting, or engage in business discussions with a competitor unless approved in advance by the Chief Executive Officer. If any unauthorized contact, meeting or discussion occurs, the employee should immediately consult with the Chief Executive Officer immediately.
6.5 International Trade
6.5.1 Trade with certain parties and the import and export of products are regulated and controlled by federal and international law for reasons of national security, foreign policy, and competitive advantage.
It is GP’s policy to comply with all import and export laws in the countries and jurisdictions in which the company does business and not to conduct business with any sanctioned, embargoed, or otherwise prohibited party or participate in any unsanctioned boycott.
6.5.2 GP must comply with all customs regulations when importing goods.
GP will report to management any provision in a contract or otherwise requesting GP boycott or refuse to engage in business with another party.
6.5.3 GP will not conduct business in contravention of any sanction or embargo imposed by the Office of Foreign Assets Controls (OFAC) unless GP is within scope of an applicable regulatory or statutory exemption
6.6 Conflicts of Interest
6.6.1 A conflict of interest occurs whenever personal interests interfere in any way with an employee’s ability to perform their job objectively and in the best interests of the Company.
6.6.2 For the Company to carry out its business effectively, it must be assured of its employees’ undivided loyalty. Employees must therefore refrain from entering into relationships or transactions that might impair their judgment as to what is best for the Company. Even relationships that create the appearance of a conflict of interest should be avoided. We cannot circumvent these ethical standards by acting through someone else, such as a friend or family member (which includes our spouse, domestic partner, children, parents, in-laws, and siblings).4
6.6.3 It is not possible to provide an exhaustive list of situations that might involve violations of this policy. However, the situations that would constitute a conflict in most cases include but are not limited to:
6.6.3.1 Holding an interest in or accepting free or discounted goods from any organization that does, or is seeking to do, business with the Company, by any employee who is in a position to directly or indirectly influence either the Company’s decision to do business or the terms upon which businesses would be done with such organization
6.6.3.2 Holding any interest in an organization that competes with the Company
6.6.3.3 Being employed by (including as a consultant) or serving on the board of any organization that does, or is seeking to do, business with Greenphire (GP) or which competes with GP
6.6.3.4 Profiting personally, e.g., through commissions, loans, expense reimbursement, or other payments, from any organization seeking to do business with the Company
6.6.4 This policy is not intended to prohibit the acceptance of modest courtesies openly given and accepted as part of the usual business amenities, for example, occasional business-related meals or promotional items of nominal value.
6.6.5 As part of our commitment to fostering a knowledgeable and compliant workforce, 100% of our employees receive training in subjects covering Ethics, Code of Conduct and Ethical Dilemmas.
6.6.6 Responsibilities and Violation of the Policy
6.6.6.1 It is the employee’s responsibility to report any actual or potential conflict that may exist between the employee (and the employee’s immediate family) and GP.
6.6.6.2 Any conflict of interest observed shall be reported directly to hr@greenphire.com.
6.6.6.3 Each director, officer, employee agent, and affiliate of GP has a personal responsibility and obligation to conduct GP’s business activities ethically and in compliance with all applicable laws based on the countries where GP does business. Violations of GP’s Conflict of Interest Policy or the laws underlying it may give rise to disciplinary action up to and including termination of employment, engagement, or affiliation with the company.
6.6.6.4 In cases when a conflict of interest is deliberately concealed or, disciplinary action may be invoked up to and including termination
6.6.6.5 Legal violations can also result in criminal and civil penalties.
6.6.7 Documentation and Resolution
6.6.7.1 GP is committed to addressing any reported conflict of interest within 2 business days of reporting.
6.6.7.2 The Human Resources Manager or delegate will review all reports and thoroughly evaluate disclosed conflicts. Following the assessment, decisions on resolutions are communicated to involved parties, documented internally, and integrated into ongoing training to prevent future conflict.
6.6.7.3 Regular policy reviews ensure continued effectiveness in addressing emerging challenges.
6.7 Outside Employment and Directorships
6.7.1 No employee of the Company may work for, or receive compensation from, any competitor, customer, distributor, broker, or supplier without the approval of the Company’s Chief Executive Officer and the Chairman of the Board of Directors.
6.7.2 In addition, no employee may serve on the board of directors of another company or of a governmental agency without the advance approval of the Company’s Chief Executive Officer; if the other company is a public company, then the approval of the Chairman of the Board of Directors is also required.
6.7.3 Even where approval is granted, employees must take appropriate steps to separate Company and non-Company activities. The Company’s Chief Executive Officer will assist in determining what steps are appropriate. Directors who are not employees will notify the Chief Executive Officer prior to beginning service on the board of directors of another company or with a governmental agency.
6.8 Investments
6.8.1 No employee of the Company may have a financial interest in any competitor, customer, distributor, broker, or supplier where the financial interest would be likely to influence, or appear to influence, his or her actions on behalf of the Company.
6.8.2 If there is any doubt about how an investment might be perceived, it should be discussed in advance with the Company’s Chief Financial Officer, or in the case of directors, with the Board of Directors.
6.9 Using Company Time and Property for Personal Benefit
6.9.1 No employee of the Company, nor any of its officers, may perform non-Company work, or solicit such work, on the Company’s premises or while working on the Company’s time for his or her own personal benefit.
6.9.2 No such employee may use Company property (including equipment, telephones, materials, resources, or proprietary information) for his or her own commercial gain or endeavor.
6.9.3 No such employee may engage in any type of solicitation or distribution activities unrelated to the Company’s business on the Company’s premises without the approval of his or her immediate supervisor.
6.10 Loans to Employees and Others
6.10.1 Loans to and guarantees of obligations of employees incurred for personal reasons can also present conflicts of interest. It is the Company’s policy that the Company will not make loans to any employee for personal reasons, or guarantee any financial obligations undertaken by any employee for such purposes.
6.11 Gifts and Entertainment
6.11.1 The acceptance of gifts and entertainment by employees or members of their family may present a conflict of interest. While employees are permitted to accept gifts of nominal value from third parties, they are prohibited from accepting anything that might influence their judgment on Company matters affecting the gift donor or that might be accompanied by any express or implied understanding that the gift recipient is in any way obligated to take some action which would benefit the gift donor to the detriment of the Company in exchange for the gift.
6.11.2 Similarly, employees may accept entertainment from third parties, but only insofar as it is reasonable in the context of the business at hand and facilitates the Company’s interests. When practical and appropriate, hospitality should be reciprocated.
6.11.3 Employees are strictly prohibited from soliciting gifts, gratuities or business courtesies from third parties for the benefit of any family member or friend.
6.12 Family Members and Close Personal Relationships
6.12.1 The Company’s standards of conduct are not intended to intrude on our personal lives. Situations may arise, however, where our relationships with family members and friends create conflicts of interest.
6.12.2 Generally, employees are prohibited from being in the position of supervising, reviewing, or having any influence on the job evaluation or salary of their close relatives.
6.12.3 Employees who have family members or close personal friends who work for businesses seeking to provide goods or services to the Company or for businesses seeking to purchase goods or services from the Company may not use their personal influence to affect the outcome of negotiations to the detriment of the Company.
6.12.4 Employees who have relatives or close personal friends who work for such businesses, or for competitors, should bring this fact to the attention of their immediate supervisor and discuss any difficulties that might arise as well as appropriate steps to minimize any potential conflict of interest.
6.13 Public Service
6.13.1 We encourage our employees to be active in the civic life of their communities, including charitable or educational activities. When doing so and making any public communication, we should make certain that others understand that any opinions or comments that we may express are our own and not the Company’s.
6.13.2 Our participation in or service to the community may also at times place us in situations which conflict with the interests of the Company. This could occur, for example, where the community service organization is engaged in negotiations with the Company for goods or services or for some other matter. The law may require or permit us to abstain from any decision where these circumstances exist, depending on our position within the Company, or the community service organization, and perhaps for other reasons.
6.13.3 Before participating in such a decision, we should seek advice from legal counsel for the community organization and from the Company’s Executive Team. We should, in any event, make it clear to the appropriate persons at the community organization that we are employees of the Company engaged in negotiations with them. If we do abstain, we should make it clear that our action is to avoid a potential conflict of interest or the appearance of one.
6.14 Corporate Opportunities
6.14.1 No employee of the Company may pursue or undertake, for his or her own personal benefit or for the benefit of any other person or organization, any business venture, opportunity or potential opportunity which is in the Company’s line of business without first obtaining the Company’s consent.
6.14.2 Employees of the Company owe a duty to the Company to advance its legitimate interests when the opportunity to do so arises. It is never permissible for employees to compete against the Company.
Confidential Information
6.15.1 Information is a valuable corporate asset. All employees have an obligation to safeguard confidential information about the Company and confidential information that our suppliers, customers, GP’s customers’ associated partners and contractors have entrusted to GP. Confidential information is information that:
6.15.1.1. Has not been disclosed to the public;
6.15.1.2 Gives GP’s business an advantage over our competitors; and/or
6.15.1.3 Could expose GP to harm or liability if released prematurely or inappropriately.
6.15.2 For a more detailed explanation of the definition of confidential information and the proper treatment of such information, please see the Company’s Procedure on Confidential Information found in SOP CP0005 Privacy and Compliance. Employees who are unsure about whether information should be treated as confidential must consult with their immediate supervisor or the Quality Management representative.
6.15.3 Employees must always remain conscious of their obligation to protect confidential information against unauthorized disclosure. In no event should confidential information be disclosed to third parties in violation of the Company’s Policy and Procedure on Confidential Information. This is an obligation not limited to the duration of employment or service; the obligation continues after an employee leaves the Company.
6.16 Fair Dealing
6.16.1 The Company is committed to having its employees deal fairly and honestly with the Company’s customers, suppliers, competitors, and other employees.
6.16.2 Customers
6.16.2.1 Doing business in an honest and fair manner with our customers means we must earn their business based on competitive pricing, the quality of our products and services, and our ability to fulfill our contractual commitments.
6.16.2.2 For example, where our products or services must meet customer specifications, employees are prohibited from using false data or manipulating data in such a way as to suggest compliance with these specifications when compliance has not been achieved.
6.16.2.3 Employees responsible for customer invoicing are required to reflect accurately on invoices the purchase price of the products and other contract terms.
6.16.3 Suppliers
6.16.3.1 Doing business in an honest and fair manner with our suppliers means that employees responsible for buying or leasing materials and services on behalf of the Company must do so objectively.
6.16.3.2 GP chooses to deal with GP’s suppliers based on the price, quality, and desirability of their goods and services. Employees must not accept or seek out any benefit from a supplier or potential supplier that would compromise their judgment or create an appearance that their judgment would be compromised.
6.16.3.3 In addition, it is against Company policy to prohibit suppliers from trading with our competitors to continue or expand their relationship with GP. Employees should seek the advance advice and approval of the Chief Executive Officer before entering any exclusive supply relationship with our suppliers.
6.16.4 Competitors
6.16.4.1 It is the Company’s policy to compete aggressively for new and existing business based on our superior product quality, innovation, technical competence, marketing support and service, and competitive pricing.
6.16.4.2 Accordingly, false, misleading, or disparaging statements or innuendo about our competitors, their products, or their services, or false or misleading statements about the Company and its products and services, will not be tolerated. All comparisons of the Company’s products and services with those of the Company’s competitors, and all claims about the Company’s products and services, must be accurate and factually supported.
6.16.4.3 Employees are strictly forbidden from using any illegal or unethical methods to gather competitive intelligence.
6.16.5 Employees
6.16.5.1 The Company recognizes that its employees are its most valuable resource. The Company values the contributions that each employee makes and is committed to treating every employee with dignity and respect.
6.16.5.2 This includes preserving the confidentiality of employee records in compliance with applicable law and refraining from unwarranted intrusions into employees’ privacy.
6.16.5.3 GP promotes diversity, inclusion, and equality. GP is an equal opportunity employer
6.16.5.4 GP has a zero tolerance for harassment or bullying of any type.
6.17 Protection and User of Company Assets
6.17.1 Safeguarding the Company’s assets and the assets of others entrusted to the Company is the responsibility of all employees. Theft, carelessness, and waste have a direct impact on the Company’s profitability.
6.17.2 Employees should use such assets efficiently and maintain such assets with care and respect, while guarding against waste and abuse. Employees should look for opportunities to improve performance while reducing costs.
6.17.3 The use of Company time, materials, assets, or facilities for purposes unrelated to the Company’s business, or the removal or borrowing of Company property, is prohibited, except where such use or removal is for purposes of supporting the occasional community service activity which has been endorsed by the Company and where such use or removal has been approved by the employee’s supervisor.
6.17.4 For these purposes, the Company’s assets include cash, inventory, equipment, computer software, computer data, vehicles, records or reports, non-public information, intellectual property or other sensitive information or materials and telephone, and voice-mail or e-mail communications.
6.18 Books and Records
6.18.1 A system of internal accounting controls must be maintained by the Company to provide reasonable assurances of adequate controls over the quality of our books and records at all levels. Employees are expected to cooperate fully with internal and independent auditors. Particularly, the following requirements must be strictly observed by all employees:
6.18.1.1 Access to Company Assets, Execution of Transactions
6.18.1.1.1 Access to Company assets and the execution of transactions must be properly authorized by the Company management.
6.18.1.1.2 All transactions with the Company must be recorded accurately on the Company’s books and records in accordance with all applicable laws and generally accepted accounting principles (GAAP) followed by the Company.
6.18.1.2 Accurate Books
6.18.1.2.1 The Company’s books and records must accurately and fairly present the results of operations and the financial condition of the Company.
6.18.1.2.2 False or misleading entries are strictly prohibited, and the Company will not condone any undisclosed liabilities or unrecorded bank accounts, or other unrecorded assets established for any purpose.
6.18.1.3 Proper Payments: No employee may authorize payment of Company funds knowing that any part of the payment will be used for any purpose other than the purpose described in the documents supporting the payment.
6.18.1.4 Prohibited Conduct: No action may be taken to, directly or indirectly, defraud, influence, coerce, manipulate or mislead any other employee or any independent auditor or lawyer for the Company for rendering the books, records, or financial statements of the Company incorrect or misleading.
6.18.1.5 Error Reporting: Each employee has an obligation to inform his or her immediate supervisor, the Company’s Chief Executive Officer and/or the Compliance leadership of any errors, or possible errors or misstatements, in the Company’s books and records, including its financial statements, promptly after such errors or misstatements are discovered or suspected.
6.18.1.6 Internal Controls
6.18.1.6.1 The Company’s system of internal accounting controls is the backbone of the integrity of the Company’s financial records and financial statements. It is important that all employees comply with the internal controls that have been established.
6.18.1.6.2 Each employee has an obligation to report any actual or suspected breaches or violations of the Company’s internal controls to the Company’s Chief Financial Officer or Compliance leadership promptly after such breaches or violations are discovered.
6.18.1.6.3 Each employee shall report any actual or suspected fraudulent or questionable transactions or occurrences that come to the attention of the employee to the Chief Financial Officer and/ or to Compliance leadership promptly. Potentially fraudulent transactions include, without limitation, embezzlement, forgery or alteration of checks and other documents, theft, misappropriation, or conversion to personal use of Company assets, and falsification of records.
6.18.1.6.4 Each employee is encouraged to advise the Chief Financial Officer of any changes that the employee believes may improve the Company’s system of internal controls.
6.18.1.7 Disclosure Controls
6.18.1.7.1 The Company’s system of disclosure controls is designed to help ensure that all important information regarding the business and prospects of the Company is brought to the attention of the Chief Executive Officer and Chief Financial Officer of the Company.
6.18.1.7.2 Each employee shall comply with the system of disclosure controls, including the internal reporting responsibilities assigned to each employee.
6.18.1.7.3 Each employee shall promptly report any significant event or occurrence (whether positive or negative) that arises during the employee’s duties and responsibilities.
6.19 Government Officials/Employees
6.19.1 The United States and many other countries have laws or rules which impose restrictions on the value of any gift which GP may wish to make to government officials and employees. It is the policy of the Company to comply with all those laws and rules, including but not limited to anti-bribery and anti-corruption. Refreshments such as coffee, juice or soft drinks during a business meeting are allowed.
6.19.2 In addition, the U.S. securities laws prohibit the Company, or anyone acting on behalf of the Company, from making a payment or giving a gift to an official of any foreign government for purposes of obtaining or retaining business.
6.19.2.1 This law applies to every country in which GP has business and to every employee regardless of citizenship.
6.19.2.2 A violation of this law occurs when a payment is made to a government official with the knowledge that the payment will be used to unlawfully gain or maintain business or direct business to/from another individual/business.
6.19.2.3 Under the law, knowledge is imputed where the circumstances make it obvious that an illegal payment will occur, even if the employee or agent did not actually know the payment would be made.
Before making any payment or giving anything of value to a government official, employees should consult with their manager and/or a member of the Company’s Executive Leadership Team (ELT).
6.19.3 Commercial bribery of any nature is a violation of the Company policy and is unlawful. Employees are strictly prohibited from offering any form of bribe, kickback, or other like payment to any person.
6.20 Charitable and Political Donations
6.20.1 GP believes in and is committed to making a positive impact in our communities. However, charitable donations can also amount to bribery if the purpose is to improperly influence business decisions. Therefore, GP will only support causes and charitable organizations that align with the Company’s values and not because they offer any benefit to the Company.
6.20.2 Although employees may get involved in political activities, it should be done outside of the scope of employment, so as to not draw or infer an affiliation to or with GP, and not use company resources. If an employee has been asked to make a political contribution or provide support to a political candidate on behalf of GP, this request must be directed to the Compliance leadership for a response.
6.21 Human Rights Protection
6.21.1 GP supports the protection of human rights globally. Greenphire prohibits trafficked labor.
6.22 Annual Compliances Certificates; Investigations; Disciplinary Action
6.22.1 Each management employee will be required to review this Policy and discuss it with his or her direct reports at least once annually. Compliance with this Policy annually will be attested by each employee signing Business Ethics Procedure training.
6.22.2 Allegations of potential wrongdoing will be investigated promptly and will be reported to the Board of Directors. Knowingly false allegations of misconduct will be subject to disciplinary action. All employees are required to cooperate fully with any internal or external investigation. Employees must also maintain the confidentiality of any investigation and related documentation, unless specifically authorized by the Chief Counsel and Chief Executive Officer to disclose such information.
6.22.3 Appropriate disciplinary penalties for violations of this policy may include counseling, reprimands, warnings, suspensions (with or without pay), demotions, dismissals and restitution.
6.22.3.1 Disciplinary action may also extend to a violator’s supervisor insofar as the Company determines that the violation involved the participation of the supervisor or reflected the supervisor’s lack of diligence in ensuring compliance with this Policy.
6.22.3.2 Any person who takes any action whatsoever in retaliation against any employee who has in good faith raised any question or concern about compliance with this Policy will be subject to serious sanctions, which may include dismissal for cause.
6.22.4 Employees are reminded that the Company’s document retention policies strictly prohibit the destruction or alteration of documentation undertaken with the intent to obstruct any pending or threatened investigation or proceeding of any nature or in contemplation of a proceeding.
6.23 Where to Turn for Advice
6.23.1 Employees with questions about this Policy should contact the Company’s Compliance leadership or a designate for guidance without fear of retaliation. If the employee has reason to believe that an actual or potential violation of this Policy is occurring or has occurred, they should contact a member of the ELT immediately, again without fear of retaliation. The employee may also reach out to Red Flag Reporting as noted in Section 6.23.5 below. Refer to HR0006 Whistleblower Policy.
6.23.2 All reports will be treated in confidence except as necessary to conduct investigations. The ELT will determine the appropriate actions to remediate the situation in concert with the CEO or other Board Director(s).
6.23.3 Management/Employees may contact the Compliance leadership or a designate in person, or by e-mail.
6.23.4 All employee communications made in good faith will be treated promptly and professionally and without risk of retaliation as per HR0006 Whistleblower Policy.
6.23.5 In situations where employees prefer to seek guidance or report unethical behavior anonymously, GP employees can submit reports relating to violations stated in this policy by using Red Flag Reporting, a third-party ethics reporting service provider.
6.23.5.1 If the employee chooses, Red Flag Reporting is confidential and anonymous.
6.23.5.2 Greenphire’s Red Flag Reporting client code is: Greenphire
6.23.5.3 Red Flag Reporting can be reached in the following ways:
Visit RedFlagReporting.com and click ‘File a Report’
Call 1-877-647-3335
Text RFR to 234-231-9005
Fax: 330-572-8146
Email: redflag@redflagreporting.com
Mail: RFR, P.O. Box 4230, Akron, Ohio 44321
Effective Date: 19 Sep 2024
