Conflict of Interest Guidelines

Hello Bitsonauts; we want to provide you with some general guidelines about how to identify Conflicts of Interest and how to address them. Thanks for reading it.

I. Introduction

Each Bitso, its subsidiaries and affiliates (“Bitso” or “Company”,), employee or contractor ( the “Collaborator(s)”), has a commitment to Bitso for carrying out the activities related to its specific role with the utmost proficiency and work ethic, always safeguarding Bitso’s and its user’s best interest and abiding by the Company’s core values. These guidelines are meant to be read together with the Lines We Don’t Cross and with The Badger Technology Company Limited’s Conflict of Interest Policy, as well as with any other applicable policy (which will vary depending on the different matters the Collaborator is up front with). Every Collaborator has the responsibility of avoiding any actual or potential conflict of interest that may appear in the course of business.

What is a conflict of interest?

A conflict of interest arises when there is a situation in which a Collaborator or the Company itself is involved in multiple interests, personal, financial or otherwise, and serving one interest could involve working against another, specifically when those interests can cause damage to Bitso. It’s quite difficult to list all possible conflicts of interest, so let us try by giving you some guidance.

What could be considered as a personal interest? 

Any family, friendships, financial, or other social factors that could comprise the Collaborators’  judgment, decisions, or actions. A personal interest can be conflictive when it is unfair, goes against Bitso’s values and interests, it’s unethical, or even illegal.  Given the subjectiveness to which we may be subject to when dealing with personal matters, it is crucial that each Collaborator reaches out for help to the Chief People Officer or Chief Legal Officer in order to rule out any biased opinions and have an opinion based on facts.

II. Conflicts of interest

1)GENERAL GUIDELINE

All Collaborators must avoid situations in which their personal interests may conflict, or appear to conflict, with the interests of Bitso. The responsibility for conduct and the spirit of this regarding conflicts of interest rests with each individual. It is, however, important to avoid not only any situation that is an obvious conflict of interest, but also to be aware of situations that might appear to be a conflict.

In evaluating your conduct, it is useful to ask the following questions:

Purpose

• Why am I doing this?
• Is it legal? Even if it is legal, is it the right thing to do?

Process

• Did I follow the right steps?
• Did I consult the right experts or stakeholders?

Perception

• How would this look to our customers, regulators, fellow employees or the media
• How would this look in three to four years in the future?

Sometimes it is hard to determine whether it is a conflict or not because one does not have an independent or objective point of view over oneselve’s actions, so please always remember that:

“When in doubt, ask”

If you are ever in an uncomfortable situation or have any doubt about whether a situation is consistent with our ethical standards or complies with the law, please seek help from your direct supervisor or our Chief People Officer or Chief Legal Officer.

2)SPECIFIC CASES

a. Use of Company Property

Company assets should only be used for legitimate business purposes and for personal purposes only to the extent allowed by the applicable Company policy. By using any Company electronic equipment or systems or by accessing the Internet or any Company domain using a Company sign-on ID or any Company computer equipment or systems, the Collaborator acknowledges that they represent the Company and agrees to comply with any and all applicable acceptable use and information security policies.

b. Dealings with Partners, Suppliers and Competitors

Collaborators shall select and deal with suppliers, customers, partners and other persons doing or searching to do business with the Company in an impartial manner, without favor or preference based upon any considerations other than the best interests of the Company.

Collaborators shall not look for or accept, directly or indirectly, any payments, fees, services, or loans from any person or business entity that does or is looking to do business with the Company. Bona fide hospitality and promotional or other business expenditure which seek to improve the image of the Company, better present its services or cement or establish good relations, is recognised as an established and important part of doing business.

However, Collaborators are always expected to use common sense when making decisions related to business entertainment and must bear in mind that their actions at all times reflect on the Company as well as themselves. The Company has a monetary limit of $250 USD that Collaborators must comply with when offering or receiving gifts or entertainment. In addition, Collaborators are required to consider the following matters in such situations:

• Is there a material conflict or a perceived material conflict?
• Will offering or receiving the proposed gifts or entertainment impair the Company’s duty to act in the best interests of our users or in the manner I carry out my job? and
• Might the proposed gift or entertainment be seen as a bribe?

In case of any doubt, Collaborators are required to seek the advice from the Chief Legal Officer before offering or accepting any gift or entertainment.

c. Dealings with Related Parties

Collaborators must not conduct business on behalf of the Company with a relative or a business entity with which the Collaborator or a relative is associated, except where such dealings have been disclosed to the Company and the Chief Legal Officer has given its specific written approval.

d. Loans

The Company shall not make any loans to Collaborators unless otherwise approved in writing by the Direct Supervisor and the Chief Financial Officer. No supervisor shall solicit a loan from a subordinate or accept a loan from a subordinate.

e. Personal Relationships

Being in a personal relationship (e.g., dating, living together, etc.) with another Collaborator or applicant can possibly create a conflict of interest if that relationship might affect the Collaborator’s judgment or appear to impact judgment.

f. Commitment with our users

A conflict of interest may arise where Bitso or a Collaborator, owing a duty to a client, may have personal or professional interests which compete with this duty and may entail a risk of material damage to the client’s interests. A situation may be a conflict of interest even if no improper act or disadvantage to the client arises from it. Ex. Bitso Collaborators may not participate in promos organized by Bitso, unless otherwise permitted by Bitso, because it might cancel out any of our users’ participation in the dynamics and/or might be perceived by our users as a clear conflict of interest, resulting in an unfair promo.

III. Disclosure

Collaborators have the responsibility to communicate to the Chief People Officer and Chief Legal Officer any conflict that may arise. When it comes to conflicts of interest, appearance is as important as reality. This is why disclosing conflicts of interest is important.

Disclosure of a potential conflict of interest does not make it an actual conflict, but may help eliminate the perception. On the other hand, disclosure of an actual conflict of interest does not remove the conflict, but helps get it in the open to be properly addressed. It’s important to disclose both potentially perceived and actual conflicts of interest to allow others to evaluate the matter and make the decision, rather than keep it to oneself and then create an ethical or legal situation.

There are circumstances in which, given the risk of the perception of a conflict of interest, the Collaborator will need to make extra assurances by signing the conflict of interest letter.

The fact that the Collaborator conceals the existence of an actual or perceived conflict of interest could be a particularly serious and sufficient cause for the Company to terminate its relationship with the Collaborator, unless sufficient and reasonable measures have been applied to mitigate such conflict of interest.  Thanks for understanding the Conflict of Interest Guidelines. By complying with them, it will help you and Bitso continue with its growth and #makecryptouseful.