Technovate N.V. is committed to the highest standards of honesty and accountability. This Anti- Fraud Policy is established to facilitate the development of controls that will aid in the detection, prevention, and response to fraud against Technovate or involving our resources. It is our policy to aggressively pursue and address any suspected fraudulent acts and to take appropriate action, including legal action, against those who commit fraud. All employees, contractors, clients, and partners are expected to act with integrity and report any suspected fraud.

1. Definition of Fraud

For purposes of this policy, “fraud” refers to any intentional act or omission designed to deceive others, resulting in the victim (which could be Technovate, our clients, or any stakeholder) suffering a loss and/or the perpetrator achieving a gain. Fraud can take many forms, including but not limited to:

• Financial Fraud: Such as embezzlement (stealing company funds or assets), misappropriation of funds, falsification of expenses or financial records, payroll fraud (e.g., falsifying timesheets or ghost employees), or fraudulent vendor invoices.
• Asset Theft: Stealing or misusing company assets, equipment, or intellectual property. This includes unauthorized use of company resources for personal gain (for instance, running a side business using company paid cloud servers).
• Fraudulent Statements: Deliberately providing false, misleading, or incomplete information to Technovate or external parties. For example, lying on an employment application, misrepresenting project progress or performance data, or providing false certifications (like a fake insurance certificate) to win contracts.
• Customer or Vendor Fraud: This includes any fraud perpetrated by or against our customers or suppliers in the course of business with Technovate. For instance, a client attempting to falsely dispute charges (friendly fraud/chargeback fraud), or a vendor sending duplicate or inflated invoices.
• Cyber Fraud: Schemes such as phishing, social engineering, or hacking where someone seeks to exploit Technovate’s systems or data for unlawful gain. For example, someone impersonating a Technovate manager to trick an employee into transferring funds (business email compromise).
• Bribery/Corruption: While covered in the Anti-Corruption Policy separately, acts of bribery and corruption can also be considered fraudulent if they involve deception (like kickback schemes where an employee colludes with a vendor to overbill). These are addressed under both policies.

2. Responsibilities

Management: The management of Technovate holds primary responsibility for establishing and maintaining a sound system of internal control to prevent and detect fraud. This includes:

• Implementing policies and procedures that reduce the risk of fraud (e.g., separation of duties in financial processes, approval workflows, background checks for sensitive positions).
• Ensuring proper accounting, documentation, and operational controls are in place and being followed.
• Fostering a culture of honesty and high ethics; leading by example in compliance and ethical behavior.
• Training employees on fraud awareness and this policy.

Employees and Contractors: Every Technovate employee and contractor has a responsibility to:

• Adhere to company policies, procedures, and controls. Avoid shortcuts that bypass controls, even if seeming efficient.
• Be vigilant and aware of potential fraud indicators (red flags) in their area. For example, if you notice an irregularity in an invoice or a colleague’s behavior suggests potential fraud, do not ignore it.
• Safeguard company assets under their control. This includes protecting physical assets, money, as well as information assets (like not sharing passwords, securing laptops, etc.).
• Report any suspicions of fraud or dishonest conduct immediately (see Reporting section below). This includes reporting one’s own mistakes if they could be misinterpreted as fraud – honesty and transparency are expected.

Clients and Partners: We encourage our clients, suppliers, and partners to also report any fraud (or attempted fraud) involving Technovate’s business. For example, if a client receives a suspicious email claiming to be from Technovate requesting payment to a new bank account (a common fraud known as invoice redirect or business email compromise), we urge them to contact us to verify and report it.

3. Prevention Measures

Technovate employs several measures to prevent fraud:

• Internal Controls: We maintain internal accounting controls, such as requiring dual signatures/approvals for significant payments, reconciling bank accounts promptly, and restricting access to financial systems. Critical tasks are separated among different people (segregation of duties) so one person’s work acts as a check on another’s.
• Information Security: Our IT team implements cybersecurity measures to prevent unauthorized access to systems and data (firewalls, intrusion detection, encryption, access controls). Employees must follow IT policies (like not installing unauthorized software, beware of phishing emails, etc.). Regular security awareness training is provided.
• Hiring and Screening: We conduct due diligence when hiring employees, especially for roles with financial or sensitive access. This may include reference checks, verification of qualifications, and even background checks in accordance with local laws. Contractors and key vendors may also be subject to vetting (e.g., ensuring they are legitimate companies with good reputation).
• Audit and Monitoring: Periodic audits (internal or external) are conducted on financial records, processes, and IT systems to detect anomalies or weaknesses. We also employ monitoring tools (for example, logging of system access, alerts for unusual financial transactions). Management reviews financial statements and key metrics regularly to spot inconsistencies.
• Whistleblower Support: We maintain mechanisms (like this policy and the reporting channels described) that encourage employees and others to speak up about concerns, providing the option to report confidentially or anonymously. Early detection via tips is one of the most effective fraud prevention tools.

4. Reporting and Investigating Allegations

Reporting Suspected Fraud: If you suspect that a fraud has occurred or is being attempted, you must report it immediately. You can report internally to your supervisor or directly to higher management if you suspect your supervisor might be involved. Alternatively, reports can be sent to [email protected], which is monitored for any abuse or fraud-related complaints, or to [email protected] with an indication that it’s confidential/urgent. We will route it to the appropriate internal audit/compliance function. If anonymity is desired, consider using a personal email or an anonymous letter – we will respect anonymity if requested, though having contact can help us investigate.

We also welcome external reports – if a customer or third party suspects fraud involving us, please contact us at the same emails or via phone (if provided on our website). We treat all allegations seriously.

Investigation Process: Once a report is made, Technovate will initiate a prompt and thorough investigation. Depending on the nature of the allegation, this may be conducted by senior management, our finance department, an internal audit team, or an external investigator/auditor if specialized skills or impartiality are needed. Legal counsel may also be involved. Steps typically include:

1. Securing relevant evidence – e.g., securing documents, logs, or devices to prevent

destruction or tampering.

2. Interviewing witnesses and involved persons discreetly.

3. Documenting the chain of events, transactions, or communications related to the alleged

fraud.

4. Maintaining confidentiality – information about the allegation is shared only on a need-to-

know basis to protect reputations and preserve evidence.

5. If the allegation involves possible criminal behavior, coordinating with legal counsel about

if/when to notify law enforcement. Often, we might conduct a preliminary investigation internally, then bring in law enforcement once we have initial evidence. In cases of significant theft or fraud, reporting to authorities is likely.

All employees are required to cooperate fully with any investigation. Failure to cooperate, or interfering with an investigation (such as by intimidating witnesses or destroying evidence), will result in disciplinary action. Whistleblower Protection: As stated in our Anti-Corruption Policy and reaffirmed here, Technovate will not tolerate retaliation against anyone for reporting a concern in good faith or for participating in an investigation. Retaliation itself is considered misconduct and will be addressed. Good faith means you have reason to believe the information you provide is true, even if it turns out no fraud occurred. (Knowingly false or malicious reports, however, are a serious offense.)

5. Consequences and Actions

If an investigation finds that fraud has occurred, Technovate will take decisive action:

• Against Employees: Any employee found to have committed fraud will face disciplinary action, up to and including immediate termination of employment for gross misconduct. We may also seek prosecution – fraud is theft, and we will involve law enforcement and pursue legal remedies (civil and criminal) to recover losses and penalize wrongdoing.
• Against Contractors/Partners: If a contractor, consultant, vendor or business partner is involved in fraud (e.g., colluding with an insider or defrauding Technovate), we will terminate contracts with cause and pursue legal action as appropriate. We will also likely cease future business with such parties and may report them to relevant industry bodies or authorities.
• Recovery of Losses: Technovate will make efforts to recover any funds or property lost through fraud. This might include making insurance claims (if the fraud is covered by a fidelity or crime insurance policy), seeking restitution through courts, or other recovery actions. The cost of investigation and legal fees may also be sought from the perpetrator.
• Process Improvements: After an incident, we will analyze how the fraud happened and implement measures to prevent similar incidents. This could be tightening controls, additional checks, improved employee training, or other remedial steps. Senior management and the board (if applicable) will be informed of fraud incidents and the steps taken in response.

6. Acknowledgment

All Technovate employees, upon joining and periodically thereafter, may be required to acknowledge that they have read and understood this Anti-Fraud Policy and agree to comply with it. While it’s a lengthy document, the essence is: always be honest, use company resources appropriately, and speak up if something seems wrong.

7. Conclusion

Fraud is not a victimless act – it can damage our company’s finances, reputation, and workplace morale. It can also hurt innocent third parties. Technovate expects everyone associated with us to uphold our value of integrity. By being vigilant and ethical, you contribute to a secure and trustworthy environment that benefits us all. If you have any questions about this policy or think there might be some vulnerability or risk of fraud we haven’t addressed, please share your thoughts with management. Preventing fraud is an ongoing effort and your input is valued.

Remember: “If you see something, say something.” Together, we can ensure that Technovate remains a company that conducts business honorably and where fraud finds no fertile ground.