AGREEMENT NO. 001-2022

By which the ” TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM” is modified.

The Board of Directors of TECNAS, in use of its legal and statutory powers and taking into account that:

1. Through Act # 177 of April 29, 2021, TECNAS adopted in light of External Circular No.100-000003 of July 26, 2016 issued by the Superintendency of Companies, the “TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM”

2. With the issuance of Circulars 100-000011 and 100-000012 of August 9, 2021, Chapter XIII of the Basic Legal Circular of 2017 is modified, seeking to update the instructions of the Superintendence of Companies to the recommendations of organizations international standards, the general supervision policy of this Entity and current needs, specifically those associated with fighting corruption with effective corporate governance tools.

3. With the integral modification to External Circular No.100-000003 of July 26, 2016, the aim is to deepen the administrative instructions and recommendations related to the promotion of the Transparency and Business Ethics Programs, as well as the internal mechanisms audit, anti-corruption and prevention of transnational bribery and corruption, in the context of Law 1778 of 2016 and Decree 1736 of 2020.

4. By having a TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM, TECNAS must make the modifications and adjustments based on the aforementioned Circulars.

AGREE:

FIRST. To modify the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM in TECNAS, to prevent the behaviors indicated in article 2 of Law 1778 of 2016 based on the instructions of Circulars 100-000011 and 100-000012 of August 9, 2021 and establish it as mandatory for all Directors, Employees, Partners and in general for all people related to the Company.

SECOND. TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM at TECNAS is developed based on the following document.

TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM

GENERAL CONSIDERATIONS

During the last decades, Colombia has made significant efforts to prevent corruption. In this context, the country has entered into various international agreements that were approved by the Congress of the Republic, such as the Inter-American Convention against Corruption of the Organization of American States in 1997, the United Nations Convention against Corruption – UNCAC – in 2005 and the Convention of the Organization for Economic Cooperation and Development to Combat Bribery of Foreign Public Officials in International Business Transactions in 2012.

As a result of the previous international agreements, Law 1778 of February 2, 2016 was enacted, by virtue of which a special regime is established to (i) investigate and impose administrative sanctions on legal entities involved in transnational bribery conduct and (ii) strengthen the prevention and fight against corruption.

On the other hand, article 23 of Law 1778 of 2016 empowers the Superintendency of Companies to promote, in companies subject to its surveillance, the adoption of programs related to transparency and business ethics to prevent transnational bribery behavior.

In accordance with Act # 177 of April 29, 2021, TECNAS adopted the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM, accepting the recommendations given in External Circular Letter 100-000003 of July 26, 2016 and implementing within its Collaborators the measures aimed at contributing to the national and global struggle to have a stable economic environment and free of distortions so that national and international businesses or transactions are carried out in such a way that competitors can freely access any market.

Now, before the entry into force of External Circulars 100-000011 and 100-000012 of August 2021, it is necessary to modify the Program in its entirety, taking it to new standards and methodologies based on the internal analysis of Transnational Corruption and Bribery Risk. , depending on TECNAS’s own factors identified and evaluated in its own context.

GENERAL OBJECTIVE

The TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM provides TECNAS with a set of tools, policies and procedures necessary to prevent the behaviors indicated in article 2 of Law 1778 of 2016 and establish it as of mandatory compliance for all Directors, Employees, Partners and in general for all persons related to the Company.

DEFINITIONS

For the purposes of developing this Program, full knowledge of some terms and definitions is important, as follows:

Total Assets: These are all current and non-current assets recognized in the statement of financial position that correspond to current economic resources controlled by the Company.

Associates: Are those natural or legal persons who have made a contribution in money, in work or in other assets appreciable in money to a company or sole proprietorship in exchange for quotas, interest parts, shares or any other form of participation that contemplate the Colombian laws.

Compliance Audit: It is the systematic, critical and periodic review regarding the proper implementation and execution of the PTEE.

Complaints Channel: is the online reporting system for complaints about acts of Transnational Bribery, arranged by the Superintendency of Companies on its website.

Basic Legal Circular: It is the Basic Legal Circular No. 100-000005 of 2017 of the Superintendence of Companies, including its modifications.

Bribery: It is a crime that involves the giving of a bribe to corrupt someone and obtain a favor from them. The usual thing is that this gift, which can take the form of money, gifts, etc., is delivered to a Public Official so that he or she can perform or omit an action.

Let us take the example of a state project for the construction of a hospital. The government decides to call a competition for the construction companies to present their proposals for the development of the building. A businessman decides to bribe (or bribe, in colloquial language) the Governor of the Department and pays him US$200,000 so that his Firm is the winner of the contest. The Official accepts the gift and determines that the Company in question is the one that builds the hospital.

Bribery can also appear between individuals, such as when the Manager of a company bribes an Employee of a competing company to reveal its secrets.

It should be noted that bribery is a crime and is penalized by law, but it also implies an ethical fault.

Contractor: Refers, in the context of a business or transaction, to any third party that provides services to a Company or that has a contractual legal relationship of any nature with it. Contractors may include, among others, suppliers, intermediaries, agents, distributors, advisers, consultants and persons who are parties to collaboration agreements, joint ventures or consortiums, or joint ventures with the Company.

State Contract: corresponds to the definition established in article 32 of Law 80 of 1993.

Corruption: Will be all conduct aimed at a Company benefiting, or seeking a benefit or interest, or being used as a means in, the commission of crimes against the public administration or public property or in the commission of Transnational Bribery conducts. It is the practice that consists of abusing power, functions or means to obtain economic or other benefits. Political corruption is understood as the misuse of public power to obtain an illegitimate advantage.

Due Diligence: Refers to the constant and periodic review and evaluation process that the Obliged Entity must carry out according to the Corruption Risks or Transnational Bribery Risks to which it is exposed.

In no case, the term Due Diligence will refer to the due diligence procedures used in other risk management systems (for example, money laundering and financing of terrorism and financing of the proliferation of weapons of mass destruction), whose performance is governed by different rules.

Employee: Is the individual who undertakes to provide a personal service under employment or provision of services to a Company or any of its Subordinate Companies.

Company: It is the commercial company, sole proprietorship or branch of a foreign company supervised by the Superintendency of Companies, in accordance with articles 83, 84 and 85 of Law 222 of 1995.

Adopting Entity: It is the Company that is not an Obliged Entity and that voluntarily adopts the PTEE, as a good corporate governance practice.

Obliged Entity: is the Company that is identified in numerals 4.1, 4.2 and 4.3 of Chapter XIII of the Basic Legal Circular of 2017.

Supervised Entity: It is the Obliged Entity or Adopting Entity that must comply or that voluntarily accepts, respectively, the provisions of Chapter XIII of the Basic Legal Circular of 2017.

State Entity: Corresponds to the definition established in article 2 of Law 80 of 1993.

Risk Factors: These are the possible elements or causes that generate the C/ST Risk for any Supervised Entity.

Total Income: These are all the income recognized in the income statement for the period, as the main source of information on the financial performance of a Company for the period on which it is reported.

Risk Matrix: It is the tool that allows the Supervised Entity to identify Corruption Risks or Transnational Bribery Risks.

Corruption Risk Matrix: It is the tool that allows the Supervised Entity to identify the Corruption Risks to which it may be exposed.

Transnational Bribery Risk Matrix: It is the tool that allows the Supervised Entity to identify the Transnational Bribery Risks to which it may be exposed.

International Business or Transactions: International business or transaction means business or transactions of any nature with foreign natural or legal persons of public or private law.

OECD: The Organization for Economic Cooperation and Development (OECD) is an intergovernmental organization that brings together 34 countries committed to market economies and democratic political systems, which together represent 80% of world GDP, and its mission is to promote policies that improve the economic and social well-being of people around the world.

Given that corruption is a threat to governments, sustainable development, democratic processes and fair corporate practices, the OECD is a global leader in the fight against it, taking a multidisciplinary approach from the business and government levels supporting a fight global for its eradication.

Compliance Officer: It is the natural person who must comply with the functions and obligations established in Chapter XIII of the Basic Legal Circular of 2017. The same individual may, if so decided by the competent bodies of the Supervised Entity and it is legally possible, assume functions in relation to other risk management systems, such as those related to the prevention of money laundering, the financing of terrorism and the financing of the proliferation of weapons of mass destruction.

Politically Exposed Person or PEP: Corresponds to the definition established in article 2.1.4.2.3 of Decree 1081 of 2015, modified by article 2 of Decree 830 of July 26, 2021.

Compliance Policies: These are the general policies adopted by the Supervised Entity to carry out its business and operations in an ethical, transparent and honest manner; and is in a position to identify, detect, prevent and mitigate Corruption Risks or Transnational Bribery Risks.

Transparency and Business Ethics Program or PTEE: It is the document that includes the Compliance Policy, the specific procedures in charge of the Compliance Officer, aimed at putting the Compliance Policy into operation in order to identify, detect, prevent, manage and mitigate Corruption Risks or Transnational Bribery Risks that may affect a Supervised Entity, in accordance with the Risk Matrix, and other instructions and recommendations established in this Chapter.

Economic Resource: It is the right that has the potential to produce economic benefits.

C/ST Risks: It is the Risk of Corruption and/or the Risk of Transnational Bribery.

Corruption Risks: It is the possibility that, by action or omission, the purposes of the public administration are diverted or public assets are affected towards a private benefit.

Risks of Transnational Bribery or ST Risk: It is the possibility that a legal person, directly or indirectly, gives, offers or promises to a Foreign Public Servant sums of money, objects of pecuniary value or any benefit or utility in exchange for said server perform, omit or delay any act related to their functions and in relation to an International Business or Transaction.

Foreign Public Servant: Any person who has a legislative, administrative or judicial position in a State, its political subdivisions or local authorities, or a foreign jurisdiction, regardless of whether the individual has been appointed or elected. So is any person who exercises a public function, whether within a public body or a State company or an entity whose decision-making power is subject to the will of the State, its political subdivisions or local authorities, or of a jurisdiction foreign. It will also be understood that any official or agent of a public international organization holds the aforementioned capacity.

Bribery: Bribery is the act of giving, offering, promising, soliciting or receiving anything of value in exchange for an undue benefit or undue advantage, or as consideration in exchange for performing or omitting an act inherent to a public or private function, regardless of whether the offer, promise, or request is for oneself or for a third party.

Transnational Bribery or ST: It is the conduct of Bribery when the benefit is sought by a Foreign Public Servant.

Subordinate Company: It has the scope provided for in article 260 of the Commercial Code.

Supervised Company: It is the company, sole proprietorship and branch of a foreign company, subject to surveillance by the Superintendence of Companies, under the terms provided in article 84 of Law 222 of 1995.

Facilitation payments: Facilitation payments are payments made to government officials in order to secure or expedite routine government action or procedures, for the benefit of an Employee or THE COMPANY.

LEGAL FRAMEWORK

INTERNATIONAL NORMS AND STANDARDS

In development of the significant efforts deployed by Colombia to combat Corruption, an international legal framework has been adopted, which includes the following conventions and conventions:

Convention to Combat Bribery of Foreign Public Officials in Business Transactions

In 2007, the OECD and the OAS signed a memorandum of understanding to establish a cooperation framework for anti-corruption initiatives. This agreement supports the common objectives of modernization of the State, prevention and repression of corruption, and promotion of the application of the Inter-American Convention against Corruption (CIACC or OAS Convention) of 1996 and the United Nations Convention against Corruption. Corruption (UNCAC).

Inter-American Convention against Corruption of the Organization of American States- OAS

Adopted in Caracas Venezuela on March 29, 1996 and seeks that the member states make every effort to prevent, detect, punish and eradicate corruption in the exercise of public functions and acts of corruption specifically related to such exercise.

Criminal Convention on Corruption of the Council of Europe

Signed in Strasbourg on January 27, 1999 by the members of the Council of Europe, it seeks that member states follow, as a priority, a common criminal policy aimed at protecting society against corruption, including through the adoption of appropriate legislation and of the appropriate preventive measures

Civil Convention on Corruption of the Council of Europe

Also signed by the member countries of the Council of Europe, it seeks that each party establish in its domestic law effective procedures in favor of people who have suffered damage as a result of acts of corruption, in order to allow them to defend their rights and interests, including the possibility to obtain compensation for said damages.

African Union Convention to Prevent and Combat Corruption

Signed by the member countries of the African Union and urges the adoption of all necessary measures to classify as criminal acts acts of corruption committed by any person, including private sector servants with respect to public servants

United Nations Convention against Corruption (UNCAC).

Signed in 2004 by the United Nations Organization (UN), it seeks with its approval to make it clear that the international community is determined to prevent corruption and fight against it. It will warn the corrupt that we will not continue to tolerate the betrayal of public opinion’s trust. And it will reiterate the importance of core values ​​such as honesty, respect for the rule of law, accountability and transparency in fostering development and making our world a better place for all.

Some of the above instruments expressly promote the adoption of compliance programs and codes of conduct by companies.

NATIONAL STANDARDS

Law 1573 of 2012: Through which, Colombia assumed the obligation to adjust and harmonize its regulations with international standards, to effectively sanction natural and legal persons who incur in acts of transnational bribery.

LAW 1778 of 2016: Which dictates the rules on the liability of legal persons for acts of transnational corruption and other provisions on the fight against corruption. This Law has the following objectives:

a) Establish a sanctioning administrative regime for legal entities that engage in transnational bribery. It therefore focuses on the sanction of the “provider” side of the conduct.

b) Adjust and complement the criminal definition of transnational bribery, contained in article 433 of the Colombian Penal Code, in accordance with international standards.

Resolution 100-04237 of August 9, 2021 of the Superintendency of Companies: Through which it traces the lines of action and ethical behavior of the Entities under its supervision and surveillance, for the development of article 23 of Law 1778 of 2016.

Circular 100-000011 and 100-000012 of August 9, 2021 of the Superintendency of Companies: modifies External Circular No.100-000003 of July 26, 2016 and updates Chapter XIII of the 2017 Basic Legal Circular.

SCOPE OF APPLICATION OF THE PROGRAM

NATURE AND CONTEXT OF THE ENTITY

TECNAS is a Colombian company that contributes to the growth and development of the food industry, through the quality of its products, the warmth of its service, research, innovation and monitoring of market trends in the meat, dairy and ice cream sectors. , bakery, pastries and arepas, drinks, cookies and snacks, hotels, restaurants and casinos.

TECNAS has points of sale in several cities in the country, including: Bogotá, Itagüí, Cali, Dosquebradas, Barranquilla, Cúcuta and Bucaramanga.

The nature of its services, as well as its corporate purpose, place TECNAS in the national context with business relations beyond the Colombian context, where the regulations on transnational crime, bribery and other global market risks make the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM that is developed in this document, is of great relevance and is the reason for joint work between the Administration, the Employees and Collaborators and the Stakeholders, to operate in an environment of trust, collaboration and mutual help in achieving the objectives of growth and sustainability over time.

1. ETHICS AND CONDUCT AT TECNAS

Since the enactment of the Codes of Ethics and Good Corporate Governance, TECNAS frames its actions within a philosophy of transparent action, which links its Employees and Directors, giving Ethics a preponderant place above even the achievement of commercial goals.

With the entry into force of Law 1778 of 2016 and Resolution 100-04237 of August 9, 2021 of the Superintendence of Companies, it is sought that in addition to ethical principles, policies to prevent transnational bribery be taken into account.

Given the nature of the operation of TECNAS in territories inside and/or outside of Colombia and the participation in bidding and contractual processes with public and private Entities, it is necessary to define the policies that allow not only to comply with the current regulations on transnational bribery and to avoid the materialization of risks of loss due to sanctions, reputational and contagion, but rather to generate an ethical business model that guarantees the permanence and sustained growth of the Company in times of high regulatory demands.

PRINCIPLES AND POLICY STATEMENT

The values ​​and principles that frame the activity of TECNAS are:

• Collaborative work

• Empowerment

• Consistency

• Nobility

• Love

• Friendly Service

It is the duty of TECNAS, its administration and control bodies, its Compliance Officer, as well as the Company Representatives, to ensure compliance with the following Policies and to be able to comply with the Anti-corruption and Anti-bribery Regulations:

TECNAS prohibits and sanctions any type of conduct related to bribery or corruption.

2. POLICIES REGARDING TRANSPARENCY

It is the practice of putting the information in the public window so that any person or interest group can know it, review it, analyze it and use it as a mechanism of responsibility, participation or interaction and control to ensure the fulfillment of objectives and goals in management business.

Based on this concept, four implicit elements in business transparency have been identified, on which the evaluation model proposed for the company is based and the factors to be measured are defined:

Opening

It is understood as access to complete, timely, comprehensive, reliable, comparable information for the different interest groups in accordance with the legal regulations and the desired standards. Information that is evaluated based on its minimum and significant offer to interest groups, such as partners, shareholders and investors, customers, suppliers and society in general.

Within this concept, TECNAS offers access to complete, timely and reliable information to the different interest groups, provided that it is not confidential, privileged or industrial or commercial secret information and without violating the principle of privacy and information security contemplated in Colombian regulations or those of the territories where it operates.

This opening model is based on offering, through the different channels, clear, timely and truthful information, especially in relation to tenders, contracting and other contractual processes where TECNAS acts as Contracting Party or Contractor, always under a framework of legality and transparency without affecting the disclosure of said information, its contractual position or competitive advantage.

Contact with your Interest Groups

Understood as the interaction that companies establish with their Stakeholders based on a clear information delivery policy.

In the case of TECNAS, its relationship with Clients and Users of the products and services of the Business Portfolio is prioritized, concentrating its transparency policies on the implementation of mechanisms to respond to their expectations and needs and achieve levels of satisfaction, loyalty and trust.

Definition of clear rules

In addition to clear rules, these must be formalized, known and applied by all Employees and Directors. In this case, transparency at TECNAS is manifested by adopting and implementing ethical standards, principles and values ​​and ensuring that all the different levels of the Company make decisions, in accordance with the promulgated values ​​and with the general conviction that this should be the case, and It is directly related to the good corporate governance scheme, which also provides a structure for establishing the objectives to be achieved and determines the means that can be used to achieve them and to supervise compliance.

Control

Companies must have procedures, plans, methods, standards, and verification and evaluation mechanisms, either by legal provision or by internal or external initiative, to ensure compliance with objectives and goals in business management.

TECNAS has developed a control or evaluation model based on compliance with national regulations for the countries where it operates, quality standards of the processes of its corporate purpose, important national and international benchmarks, which, although they obey the principles and sustainability measurements, social reporting methodologies, recognize business transparency as a prior and fundamental mandate for companies to be socially responsible.

In this context, TECNAS includes in its business philosophy the common elements of transparency, such as: disclosure of information, corporate governance, ethical and anti-corruption policies, standards applied to the value chain and dialogue with its stakeholders interest. In this perspective for the Company, transparency is a basic means to achieve a true social commitment and the achievement of its business objectives.

ETHICS AND CONDUCT AT TECNAS.

From the promulgation of its Code of Ethics and Conduct, TECNAS frames its actions within a philosophy of transparent and ethical action of its Employees and Directors, giving Ethics a preponderant place above even the achievement of commercial goals.

With the entry into force of Law 1778 of 2016 and Resolution 100-004237 of 2021 of the Superintendency of Companies, it is sought that in addition to ethical principles, policies to prevent transnational bribery be taken into account.

Given the nature of the operation of TECNAS inside and/or outside Colombia, and the participation in bidding and contractual processes with public and private Entities in these countries, it is necessary to define the policies that allow not only to comply with the current regulations on bribery transnational and avoid the materialization of risks of loss due to sanctions, reputational and contagion, but to generate an ethical business model that guarantees the permanence and sustained growth of the Company in times of high regulatory demands and good reputation among customers. TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM, also seeks to prevent, detect and correct situations that have the potential to become a practice of Corruption.

Within its TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM, TECNAS adopts and complies with the provisions of Chapter XIII of the Basic Legal Circular. Likewise, TECNAS will carry out the particular evaluation and apply self-control and management based on the analysis and detailed evaluation of its Corruption Risks and/or Transnational Bribery Risks, and will adopt the mechanisms that best fit to face such risks.

The detailed analysis and evaluation of the Risks of Corruption and/or Transnational Bribery will be based on the Risk Factors inherent to TECNAS’ activity: Risks derived from the economic sector in which it participates, third parties, Contractors, intermediaries, advisors, consultants and the type of State Contract, among others.

TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM comprehensively compiles all the internal regulations of TECNAS regarding the prevention and mitigation of Corruption Risks and/or Transnational Bribery Risks, as well as the ethical principles and values ​​of the Entity to carry out its business in an ethical, transparent and honest manner. Consequently, any modification to the Program and the Compliance Policy will be incorporated in a detailed and rigorous manner in the corresponding document.

PROGRAM DESIGN AND APPROVAL

The TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM is designed based on the exhaustive evaluation of the C/ST Risks (Corruption Risk Matrix and/or Transnational Bribery Risk Matrix) identified by TECNAS which must be treated.

The TECNAS TBEP specifies the responsibilities assigned to the Administrators and the Compliance Officer, regarding the correct start-up of the Program.

AUDIT OF COMPLIANCE WITH THE TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM

Given that TECNAS’ activities change over time, the C/ST Risks to which the Company is exposed also change. Therefore, TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM is dynamic and is structured in such a way that it can be easily modified.

The TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM adapts to TECNAS’ own complexity factors as the risk factors of its activity evolve: belonging to business groups, the economic activities it develops, the countries in which it operates, the people with whom it contracts and the types of State Contracts it enters into.

The Board of Directors of TECNAS has designated a Compliance Officer as the person responsible for auditing and verifying compliance with the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM. The designated employee has been certified as meeting the requirements of suitability, experience and leadership to manage the risk of Corruption and Transnational Bribery of the Company. TECNAS keeps the information of the Compliance Officer up-to-date and will inform the Superintendence of Companies within fifteen (15) business days of any modification in this regard, including a copy of the extract from the minutes of the Board of Directors in which the change made is recorded.

PUNISHMENT REGIME FOR NON-COMPLIANCE WITH THE TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM

Sanctions for violating the National Standards, Anti-Corruption and Anti-Bribery Standards, Business Ethics Policies and Program may result in serious sanctions for TECNAS Representatives, employees, senior managers and/or contractors.

The labor sanctions will be applied without prejudice to the other civil, administrative and criminal sanctions existing in the current regulations, including in a special way those related to the prevention of transnational corruption and the fight against Bribery and those contained in the Colombian Penal Code and the regulations that add or modify it.

Representatives, employees, senior managers and/or contractors of the Company who violate these Policies and/or the Business Ethics Program will be subject to sanctions and disciplinary measures, including dismissal with just cause in accordance with the provisions of the Internal Regulations of Labor and the Substantive Labor Code, without prejudice to the legal actions that may be brought for this reason. TECNAS will apply disciplinary measures fairly and quickly and in proportion to the violation.

To report breaches within TECNAS related to the TBEP, incurring in any of the faults, the following will be carried out:

The fault committed by any of the entity’s employees must be reported immediately (even if it is committed by their immediate superior) before the Compliance Officer, who will be in charge of carrying out a preliminary investigative process, taking the results and the concept to the Manager. , which will apply the disciplinary procedure established in the Internal Work Regulations; The same applies to non-compliance with the content of this Code of Ethics and Conduct.

Serious misconduct

Within the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM, the following will be considered serious offenses:

• Participate in any act contrary to policies to prevent transnational corruption.

• Give or receive any type of offer as an advantage in conducting negotiations with the Company.

• Falsify documents or signatures to give advantage to themselves or to third parties in negotiation processes with the Company.

• Deliver information that gives advantage to third parties in negotiation processes with the Company.

• Carry documentation outside the Company’s facilities without proper authorization.

• Put pressure on employees, customers, third parties, among others, to carry out some type of operation with the Company.

• Make use of the position to obtain benefits for himself or for a third party.

• Save vital information for the proper functioning of the Company.

By decision of the Board of Directors, prior pronouncement by the Compliance Officer, TECNAS will inform the competent authorities of any violation of the Anti-Corruption Regulations that it becomes aware of in the course of its activity.

TECNAS will not be able to assume the costs corresponding to the defense or the sanctions imposed on a Representative, employee, senior manager and/or contractor of the Company for the violation of the Anti-Corruption and Anti-Bribery Regulations.

DISSEMINATION AND TRAINING OF THE TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM

In order to effectively prevent Corruption, TECNAS Employees, Managers, Associates and Contractors must have adequate knowledge of the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM. For this purpose, the Company undertakes to implement suitable mechanisms for the correct communication and pedagogy of such Program.

As part of the implementation process of the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM at TECNAS, training and qualification of personnel becomes a fundamental pillar. For this, the following strategy is defined:

DISCLOSURE OF THE PROGRAM

In its initial phase of implementation as well as in the subsequent stages in the face of changes or annual updates, TECNAS will use simple and direct language to transmit the message of the objectives, functions and responsibilities of each and every one of the employees in relation to the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM. Likewise, and given that both the source of C/ST risks evolve and therefore the treatment and prevention mechanisms, the following activities are assumed as part of the Program’s disclosure mechanism:

An analysis and adjustment to the employee function manuals may be carried out and according to their level of exposure to the risk of C/ST, the obligations may be expressly and unequivocally defined regarding the prevention of C/ST. This activity can be carried out and communicated widely, giving each employee their updated manual, emphasizing the company’s new policy on financial controls, delivery of gifts and donations, the creation of effective channels to receive confidential reports on activities of Corruption, and information regarding sanctions for Employees and administrators who violate the Program.

Given that there is the possibility of operating directly or indirectly with contractors, clients and interested parties from countries where the official language is not Spanish, in the case of Transnational Bribery Risk, the policies assumed by TECNAS will initially be translated into English as the universal language business and only if required at the request of the third party, translated into their native language.

PROGRAM TRAINING

TRAINING PLAN INDUCTION PROCESS NEW PERSONNEL TO THE ENTITY

Prior to joining the staff to the Company, training has been established on the development of the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM. TECNAS guarantees access to the elements of the Program to all personnel and will record receipt, reading and commitment to comply with their signature, especially for all employees required to assume responsibilities in the area of ​​corruption prevention.

PERIODIC TRAINING PLAN

Annually within the Reinduction programs, a reinforcement program will be developed on the topics of prevention of transnational corruption and the ethical principles and values ​​of TECNAS.

The Periodic Training Program may handle the following topics:

1. Effects of corruption and unethical conduct in business activities.

2. Scope of the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM OF TECNAS.

3. Mechanisms of the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM OF TECNAS, which includes the policies and procedures defined for its prevention.

4. Roles and responsibilities of the different internal work teams within the Company Program.

5. Interaction of the TECNAS TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM with other regulatory elements and Risk Management Systems.

6. Penalty system for breach of the duties and responsibilities of the TECNAS TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM.

In each of the training days developed, an attendance record, individual certificate will be filled out and an evaluation can be carried out. These supports will be archived exclusively by the Compliance Officer, attached to the material used in each session.

COMMUNICATION CHANNELS OF THE TECNAS TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM

The Compliance Officer, together with Management, is in charge of receiving queries, complaints and reports about possible acts of violation of the Policies, the Business Ethics Program and/or the Anti-Corruption Regulations.

TECNAS has also provided an ethical mailbox and email eticaempresarial@tecnas.com.co which is managed by the General Management, through which the Company Representatives or Employees can, in a safe, confidential and anonymous way, inform of the Company any suspected violation of this Policy.

Reporter information, if provided, will be kept confidential.

There will be no retaliation against Employees who report in good faith acts or potential acts of violation of these Policies and/or the Business Ethics Program. TECNAS will not accept false or reckless claims or complaints. In the event that the complaint is shown to be false or reckless, or not made in good faith, said conduct will be considered a violation of the Company’s Code of Ethics and Conduct, with its respective consequences.

ORGANIZATIONAL STRUCTURE OF  TECNAS TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM

Within TECNAS, the organizational structure is defined, detailing the powers and functions necessary for the design, implementation and execution of TECNAS TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM

These powers and functions are translated within TECNAS into rules of conduct that guide the actions of Employees, Partners, Administrators and other related parties or interested parties and are recorded in writing in the respective regulations and function manuals.

At TECNAS, the operation of the TECNAS TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM is based on the interaction of all those responsible within the company, which allows its optimal operation.

FUNCTIONS OF THE BOARD OF DIRECTORS

The Board of Directors of TECNAS in relation to the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM, has the main responsibility for establishing and defining the Compliance Policies, which includes the instructions that must be given regarding the design, structuring, implementation, execution and verification of actions aimed at the effective prevention and mitigation of any corrupt practice.

In accordance with the foregoing, the Board of Directors assumes the following actions:

a. Issue and define the Compliance Policy of the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM.

b. Define the profile of the Compliance Officer in accordance with the C/ST Policy

c. Appoint the Compliance Officer.

d. Approve the document that contemplates the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM. Assume a commitment aimed at the prevention of C/ST Risks, so that the Company can carry out its business in an ethical, transparent and honest manner.

F. Ensure the supply of economic, human and technological resources required by the Compliance Officer to carry out their work within the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM.

g. Order the pertinent actions against the partners who have management and administration functions in the Obliged Entity, the Employees, and Administrators, when any of the above violates the provisions of the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM.

h. Lead an adequate communication and pedagogy strategy to guarantee the effective disclosure and knowledge of the Compliance Policies and the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM to Employees, Partners, Contractors (in accordance with the Risk Factors and Risk Matrix) and other identified stakeholders.

FUNCTIONS OF THE LEGAL REPRESENTATIVE

Regarding the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM, the General Manager of TECNAS has the following functions:

a. Present, together with the Compliance Officer, for the approval of the Board of Directors, the proposal for the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM.

b. Ensure that the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM is articulated with the Compliance Policies adopted by the Board of Directors.

c. Provide effective, efficient and timely support to the Compliance Officer in the design, direction, supervision and monitoring of the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM

d. Certify to the Superintendency of Companies compliance with the provisions of Chapter XIII of the Basic Legal Circular.

Ensure that the activities resulting from the development of the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM are duly documented, so that the information is allowed to meet criteria of integrity, reliability, availability, compliance, effectiveness, efficiency and confidentiality. The documentary supports will be kept in accordance with the provisions of article 28 of Law 962 of 2005, or the regulation that modifies or replaces it.

COMPLIANCE OFFICER

At TECNAS, a Compliance Officer has been appointed who is generally responsible for leading and managing the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM.

The minutes and manual of functions of the Principal Compliance Officer in relation to the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM establish: (i) the profile of the Compliance Officer; (ii) the incompatibilities and inabilities of the Compliance Officer; (iii) the administration of conflicts of interest; and (iv) the specific functions assigned to it.

Within fifteen (15) business days following the appointment of the Compliance Officer, TECNAS will inform the Superintendency of Companies, the Office of Economic and Corporate Affairs, in writing, of the name, identification number, email and telephone number of the Compliance Officer. The Company will keep the information of the Compliance Officer updated. For this purpose, it will inform the Supersociedades in writing within the following fifteen (15) business days, of any modification in this regard.

A copy of the extract from the minutes of the Board of Directors stating the appointment of the Compliance Officer and/or any other document required by the Superintendency of Companies shall be sent with the above information.

MINIMUM REQUIREMENTS TO BE APPOINTED AS A COMPLIANCE OFFICER

When appointing the TECNAS Compliance Officer, the following requirements will be taken into account:

a. The person must have the ability to make decisions to manage the C/ST Risk and have permanent communication and report directly to the TECNAS Board of Directors.

a. The person must have sufficient knowledge in matters of C/ST Risk management and understand the ordinary course of business of the Company.

b. It must have the support of a human and technical work team, according to the C/ST Risk and the size of the Company.

c. The designated person cannot be part of the Board of Directors, nor of the Social Bodies or the Statutory Auditor (does not act as Statutory Auditor or is linked to the Statutory Auditor company that performs this function)

d. The Compliance Officer, principal or substitute, may not act in more than ten (10) Companies. In the event that he is a Compliance Officer of more than one Company other than TECNAS, the Compliance Officer shall certify that he does not act as such in Companies that are direct competition for the Company. It will be the function of the Board of Directors to verify said guideline.

When there is a business group or a declared control situation, the Compliance Officer of the parent or controlling company may be the same person for all the companies that make up the group or conglomerate, regardless of the number of companies that make it up.

F. The designated person will be domiciled in Colombia.

FUNCTIONS OF THE COMPLIANCE OFFICER

The TECNAS Compliance Officer for the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM has the following functions:

a. Present together with the Manager for the approval of the Board of Directors, the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM.

b. Submit, at least once a year, reports to the Management and Board of Directors that contain an evaluation and analysis of the efficiency and effectiveness of the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM and, if applicable, the case, propose the respective improvements. Likewise, demonstrate the results of his management as Compliance Officer and of the Company’s Administration in general, in compliance with the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM.

c. Ensure that TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM is articulated with the Compliance Policy adopted by the Board of Directors.

d. Ensure effective, efficient and timely compliance with the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM

Implement a C/ST Risk Matrix and update it according to the Company’s own needs, its Risk Factors, the materialization of the C/ST Risk and in accordance with the Compliance Policy.

F. Define, adopt and monitor actions and tools for the detection of C/ST Risk, in accordance with the Compliance Policy to prevent C/ST Risk and the Risk Matrix.

g. Guarantee the implementation of appropriate channels to allow any person to report, confidentially and safely, about breaches of the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM and possible suspicious activities related to Corruption.

h. Verify the proper application of the whistleblower protection policy that the Company has established and, with respect to Employees, the workplace harassment prevention policy in accordance with the law.

I. Establish internal investigation procedures in the Company to detect breaches of the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM.

J. Coordinate the development of the training of the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM.

k. Verify compliance with the Due Diligence procedures applicable to the Company.

l. Ensure the proper archiving of documentary supports and other information related to the management and prevention of C/ST Risk.

m. Design the methodologies for classification, identification, measurement and control of C/ST Risk that will form part of the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM.

n. Carry out the evaluation of compliance with the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM and of the C/ST Risk to which the Company is exposed.

FUNCTIONS OF THE FISCAL AUDITOR

The Statutory Auditor before the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM, must report to the competent authorities, any act of Corruption that he knows in the course of his duties. In fact, article 32 of Law 1778 of 2016, which adds numeral 5 of article 26 of Law 43 of 1990, imposes on the tax auditors the express obligation to file a complaint with the criminal, disciplinary and administrative authorities, for the alleged commission of crimes, which he detects in the exercise of his position, even despite professional secrecy, in the following terms:

“5. The tax auditors will have the obligation to report acts of corruption to the criminal, disciplinary and administrative authorities, as well as the alleged commission of a crime against the public administration, a crime against the economic and social order, or a crime against the economic heritage that he would have detected in the exercise of his position. They must also bring these facts to the attention of the corporate bodies and the company’s administration. The corresponding complaints must be filed within six (6) months following the moment in which the statutory auditor had knowledge of the facts. For the purposes of this article, the professional secrecy regime that protects tax auditors will not be applicable.

In compliance with his duty, the Statutory Auditor must pay special attention to alerts that may give rise to suspicion of an act related to a possible act of Corruption.

Due to the difference in the functions that correspond to the Statutory Auditor, the Legal Representative and the Compliance Officer, the Statutory Auditor or the Legal Representative should not be designated as Compliance Officer.

EMPLOYEE FUNCTIONS

• Apply within its activities the guidelines and principles of transparency and prevention of transnational corruption and the fight against bribery, especially in those positions that participate in TECNAS’ purchasing, contracting and bidding processes.

• In the event of having Employees in charge, promoting and supervising the controls of the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS PROGRAM corresponding to their area and activity, as well as giving the necessary instructions for strict compliance with internal regulations.

• Inform your immediate Boss, General Manager and ultimately the Highest Administrative Body, of any situation that may affect the proper functioning of the Company. The foregoing respecting the hierarchical line without forgetting that the situation may involve one of the higher levels to which it must be reported, so the level must be immediately referred to its superior.

• Ensure compliance with legal and regulatory provisions, understanding that the guidelines established by the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM are of integral application in relation to the others that are have established in TECNAS.

• Promote and supervise the controls of the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR PREVENTION OF TRANSNATIONAL CORRUPTION AND FIGHT AGAINST BRIBERY PROGRAM related to the functions and responsibilities in charge.

STAGES OF THE TBEP

THE TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM of TECNAS contemplates the stages that allow it to identify, prevent, control and manage the C/ST Risk and the consequences of its materialisation:

RISK IDENTIFICATION C/ST

The TECNAS TBEP has been prepared based on an exhaustive evaluation of the particularities of the Company in terms of the nature of the possible C/ST Risks to which it is exposed in accordance with the size, structure, nature, countries of operation and specific activities of the Entity.

To identify and control C/ST Risks, TECNAS has adopted a Corruption and Transnational Bribery Risk Matrix to define the most appropriate control mechanisms and their application to the identified Risk Factors.

For the above, TECNAS has carried out the following activities to identify the C/ST Risk Factors:

a. Identification and evaluation of risks through independent diagnoses, such as the periodic Due Diligence and Compliance Audit procedures defined in this Program, for which the necessary and sufficient operational, technological, economic and human resources have been allocated to fulfill the objective of a correct evaluation.

b. Adoption of appropriate measures to mitigate C/ST Risks, once these have been identified and detected.

c. Evaluation of the C/ST risks, based on the defined Corruption and Transnational Bribery Risk Matrix and based on which the Board of Directors can determine the possible modifications to the PTEE, when the circumstances so require.

d. The others that must be applied in accordance with the policies defined for compliance with the TBEP.

In accordance with the foregoing, TECNAS has taken into account the following C/ST Risk Factors, which according to international practice have a greater possibility of occurrence:

Country Risk

For this, TECNAS has taken into account whether its operations are carried out directly or indirectly in or with partners from countries with high rates of perceived corruption, which are characterized, among other circumstances, by the absence of an independent and efficient administration of justice. , a high number of public officials questioned for corrupt practices, the lack of effective regulations to combat corruption and the lack of transparent policies on public procurement and international investment.

Likewise, and within the countries, it is taken into account that the corruption perception indices may vary from one region to another, which may be the result of differences in the degree of economic development between the different regions, the political-administrative structure of each country and the absence of an effective state presence in certain geographic areas, among other reasons.

The possibility of TECNAS carrying out operations directly or indirectly in countries that are considered tax havens has also been taken into account, in accordance with the classification formulated by the Directorate of National Taxes and Customs – DIAN.

Economic Risk by Sector

Given that according to the OECD there are economic sectors with higher C/ST Risk, among which are the mining-energy sector, public services, infrastructure works and the pharmaceutical and human health sectors, within Risk management of C/ST, it has been taken into account if TECNAS has, has had or in the future will have negotiations with companies belonging to these sectors.

Additionally, it has been taken into account that the degree of risk by economic sector increases in countries with high rates of perception of corruption and, under certain circumstances, especially when there is frequent interaction between the company, the partners or their Contractors with Public Servants. Foreigners or National Public Servants.

It is also taken into account whether in the countries where TECNAS directly or indirectly carries out operations, a large number of permits, licenses and other regulatory requirements are required for the development of any economic activity, which, according to the OECD, leads to practices corrupt for the purpose of speeding up a particular procedure.

Third Party Risks

In the Identification of the Risk of C/ST, the interaction with Third Parties such as Contractors, Suppliers and Subordinate Companies was also taken into account, since they are a high factor in the occurrence of cases of corruption according to the OECD.

In this sense, in the identification of C/ST risks, TECNAS took into account whether Contractors of high economic value participate in its operations directly or indirectly, in which it is not easy to identify a legitimate object and its performance is not appreciated at market values.

Likewise, it is evaluated whether in the countries where the Company directly or indirectly conducts business, intermediaries are required to carry out an International Business or Transaction, in accordance with local customs and regulations. This is because this increases the risk of C/ST.

It is also taken into account if TECNAS participates directly or indirectly in collaboration or joint venture contracts with Contractors or if the latter are closely related to officials of the high government of a particular country, in the context of an International Business or Transaction or local.

Others

Likewise, within the Identification of C/ST risks, TECNAS takes into account other risk factors which are identified and evaluated in a detailed, informed and documented manner.

MEASUREMENT OR ASSESSMENT OF RISK C/ST

Once the Identification has been carried out, the next stage is the Measurement of each one of the C/ST risks, determining the Possibility or Probability of occurrence as well as the Impact that would be generated in its materialization.

Within the measurement or evaluation of C/ST Risk, the company applies the following criteria:

a. Establishes the mechanisms for the Measurement or Evaluation of C/ST Risks through the Probability vs. Impact Methodology and prioritizing those risks that are located on a High scale in each of these factors. The methodology is applied according to the knowledge of each of the C/ST Risks that each of those Responsible for the processes where they can materialize have.

b. Adopt the appropriate measures to mitigate and mitigate the C/ST Risks, once these have been identified. This is done by defining efficient and realistic Controls that allow the best management of the assessed risk.

c. Evaluates C/ST Risks using the methodology described and which also serve as the basis for the Board of Directors to determine the need to modify and adapt the TBEP, when circumstances so require.

d. Evaluate the C/ST Risk when entering new markets or when new products or services are developed and offered.

CONTROL AND MONITORING OF COMPLIANCE AND TBEP POLICIES

TECNAS is aware of the complexity and changing nature of legal or contractual relationships with State Entities, individuals or in the conduct of business and international or national transactions, so it is natural that the C/ST Risks identified and evaluated also change.

Due to the foregoing, the Company sees the need to evaluate and implement the periodic review and evaluation of C/ST risks, applying the Identification and Evaluation methodology as well as the sufficiency of the Controls defined to mitigate the different Risk Factors of the Corruption and Transnational Bribery Risk Matrix. This includes, when applicable, the evaluation of the effectiveness of the procedures to prevent any act of Corruption and the updating of the defined Compliance Policies.

For this Control and Monitoring stage, TECNAS will also take into account the legislative and regulatory changes that occur in the different jurisdictions where it operates directly or indirectly, as well as any other change that may have consequences with respect to the Compliance Policies and the previously defined TBEP.

 Given that within the most effective mechanisms that companies have to detect cases of Transnational Bribery, TECNAS has defined within the tools for the Control of C/ST Risks the use of the Control Audit, the due diligence processes and the treatment of confidential information provided by Employees. In this line, TECNAS has opted for the following procedures to control and supervise its TBEP Policies:

a. Supervision by the Compliance Officer of C/ST Risk management in legal and contractual relations with State Entities or in international or national businesses or transactions in which the Company participates. For this purpose, Senior Management has implemented mechanisms that allow the Compliance Officer to verify the effectiveness of the procedures aimed at preventing any act of Corruption.

b. The periodic performance of Compliance Audits and Due Diligence procedures, as provided by the Compliance Officer and according to the parameters defined by the regulations associated with the TBEP.

c. The possible carrying out of surveys, if necessary, to the Employees and Contractors, in order to verify the effectiveness of the TBEP.

DUE DILIGENCE

Within the activities of Due Diligence for the identification and evaluation of C/ST Risks, TECNAS has defined the mechanisms and processes for the prevention of transnational corruption and the fight against bribery and warning signs, which are They will be carried out on a regular basis through the periodic review of legal, accounting or financial aspects. The Due Diligence may also have the purpose of verifying the reputation of the Contractors and Third Parties with whom business is carried out.

The aforementioned procedures will be carried out through the Employees responsible for the relationships and businesses involved in the risk of C/ST and the Compliance officer when applicable.

MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY

The mechanisms for the prevention of transnational corruption at TECNAS are based on the application of the Transparency and Ethics and Business Conduct Policies by Employees and Directors in all their business actions. Additionally, TECNAS has defined the following mechanisms that aim to prevent transnational corruption:

• The actions of all TECNAS Employees and Directors will be framed in the fundamental principle of “putting the observance of ethical principles before the achievement of business goals”.

• TECNAS, through its Employees and Directors, will refrain from participating in rigged contracting or bidding processes or that imply the receipt or payment of perks, recognition of any kind in a personal or business capacity, benefits or any other mechanism other than merits own, the quality of the service or the price and that compromises compliance with the principles of transparency, integrity, honesty and other precepts of the Code of Ethics and Business Conduct and of this Program for the prevention of transnational corruption and the fight against corruption.

• Any Employee, Director, Contractor, Client and Shareholder of the Company who suspects or has knowledge of any conduct of corruption or bribery must report it to the Compliance Officer or denounce the internal Ethics Line managed by TECNAS. The Primary Committee that supports the General Management, will respond appropriately to the reports and will suggest the actions to be carried out according to the procedure established in this Policy and in the Code of Ethics, Conduct and Penalty Regime for cases of Conflict of Interest.

• If an Employee, Senior Manager, Client, Shareholder or Contractor receives a request for bribery or suspicious payment from any person or entity, internal or external, this request must be immediately reported to the Compliance Officer or reported to the Ethics Line.

• Any Employee, Senior Executive, Client, Shareholder or Contractor of TECNAS, who reports in good faith a violation of the Policy, or the performance of any corrupt or bribery conduct, will be protected against any type of retaliation.

The rules set forth in this Policy regarding the mechanisms for prevention, corruption or bribery are mandatory, so they must be observed in each act.

• TECNAS will refrain from receiving or making donations that do not have a lawful purpose or about which there is suspicion, which will serve to cover up conduct of corruption or bribery or to obtain advantages in the company’s business. Donations will only be made to non-profit entities.

• TECNAS will carry out due diligence to adequately understand potential suppliers, customers or agents and, in particular, the relationship between suppliers, customers or agents with government entities or government officials. To this end, the rules, objectives and principles regarding the linking of suppliers, customers and agents indicated in the Purchasing procedure defined by the company will be applied.

• TECNAS will monitor any questionable transaction or activity that may reasonably lead to suspect that suppliers, customers or agents (counterparts) are using the company to transfer, manage, take advantage of or invest money or resources from criminal activities, as well as to carry out acts of corruption or bribery.

• Employees, Directors, Shareholders and Contractors of the Company who act in representation or on behalf of TECNAS, are prohibited from engaging in conduct tending to hide, change, omit or misrepresent accounting records to hide improper activities.

Any action by an Employee or Manager who, on his own behalf or on behalf of TECNAS, engages in activities contrary to the precepts of the Code of Ethics and Business Conduct and of this Transnational Corruption Prevention and Anti-Corruption Program will be inadmissible.

• The contracting processes required by TECNAS to obtain goods and services necessary for the execution of the corporate purpose, will be framed in principles of ethics and transparency in the search, selection and contracting of suitable Suppliers in terms of quality, price and other variables of technical content and objective.

• The selection of Suppliers in cases where it is possible, will resort to several possible candidates who will compete offering the best possible conditions in order to achieve a balance and benefit for the Entity. In the case of suppliers that, due to the nature of the products and services, do not have competitors in the market, their choice will be made based on criteria of suitability and objectivity.

• TECNAS will apply in all its public and private contractual processes, the highest regulatory standards and good practices of the countries where it operates, ensuring that in the most lax countries in regulatory matters, the standards of action of those where the regulations are more strict.

• Any payment, gift or incentive made by or on behalf of TECNAS and that induces or intends to induce a public or private Employee of any territory where it operates, to act incorrectly, as well as the payments, gifts or incentives to these officials to influence them in the performance of their duty, will generate disciplinary actions that may result in the sanctions provided for in the Internal Work Regulations, the Code of Ethics and Business Conduct and the other elements of the contractual relationship, against affected workers .

• Gifts or entertainment may only be offered to a Third Party if they are consistent with business practices in the territory in question, are modest in value and cannot be construed as a stimulus to trade. In case of doubt, guidance should be sought from the Immediate Manager of the Employee involved.

• TECNAS Employees and Directors must not accept gifts, money or invitations from third parties, whether on behalf of Organizations or individually, when this may reasonably be considered as influencing business relationships. Gifts, other than trivial with a low value, must be returned. In a culture where such action could cause offense, the gift should be declared to the Company and, if practical, donated, shared, or allocated under some mechanism among the Employees of the facility.

• TECNAS will not make contributions to political parties, political candidates or organizations that are politically active in all the countries where it operates. The only exceptions to this might be in countries where there is a legal requirement to do so or where it is established, legal and generally accepted practice to do so. Even in such circumstances, any payment must be approved in advance by the Board of Directors.

• For TECNAS, mutual and confidential trust with Clients is vital. All Employees and Directors must strive to constantly deliver an excellent service and value for money, knowledge of customer expectations and anticipation of their changing needs based on open and clear communication. If during the negotiation of a contract the needs of a Client are not being well served by the proposals, this will be made known even if this negatively impacts the business.

• Consistent with the foregoing, TECNAS will also raise its concerns and, if applicable, suspend the negotiation processes, upon detecting practices or processes in its business that are contrary to its own values ​​or to the principles that govern the Company’s actions.

For TECNAS, Suppliers are strategic allies and therefore deserve fair treatment. Compliance with the agreements within the previously defined terms is part of the practices and policies of transparency and ethical values ​​of the business. Similarly, TECNAS Suppliers must meet high standards of transparency and ethics in accordance with the standards defined in this Program.

• TECNAS will develop a healthy but strong competition policy framed in a fair and ethical relationship with its competitors.

• TECNAS will not resort to practices of discredit, contempt or unfair competition, access to industrial secrets acquired by fraudulent means, or any other practice that goes against the principles and values ​​of transparency and business ethics.

• TECNAS Employees and Directors shall not disclose, discuss or share with competitors, even indirectly, pricing strategies or undertake any arrangements or practices that are incompatible with the laws applicable to the company in question or the antitrust laws and regulations of the countries where it operates.

PROCESSES FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY

HANDLING GIFTS, MEALS AND ENTERTAINMENT

The purpose of gifts, hospitality or entertainment is to create a good and solid relationship, especially business. The purpose should never be to have or gain an unfair or improper advantage from a relationship. TECNAS prohibits paying, even if it is a modest value, for meals, travel, lodging or entertainment for a corrupt purpose or in order to gain an improper advantage.

This Policy recognizes that business courtesies include meals, entertainment and hospitality, and in limited circumstances, modest or token gifts. For example, it is permissible to give or receive any modest and symbolic value gifts, or cards, which are generally distributed for promotional purposes, or during the celebration of a holiday, such as Christmas.

RULES FOR RECEIVING GIFTS OR HOSPITALITY

The following behaviors will never be allowed:

a. Agreeing to receive gifts from third parties, customers or Suppliers in cash or money equivalent for a corrupt purpose or in order to gain an improper advantage.

b. Accept gifts, invitations, hospitality, or other things of value that may have the purpose of seeking an influence or material effect in any commercial transaction of TECNAS (actual or potential), or that may otherwise give rise to a conflict of interest.

c. No Employee and/or his family will accept, directly or indirectly, any type of money, gift or invitation that has the purpose of influencing the actions or decision-making related to the Company’s business, or that could lead the client to think, third party or Provider that could benefit or obtain an advantage in any way.

d. Accept any type of bribe, gift or improper payment from any person, including Suppliers, Customers or third parties, in exchange for the promise to do or refrain from doing something that benefits the third party.

e. Any gift that exceeds the equivalent in local currency of USD$100 (one hundred dollars), or any invitation to food or attention given by a third party or Supplier, must be reported to the Compliance Officer and also to the immediate Supervisor.

F. Any suspicion of attempted bribery by the third party or supplier must be reported immediately to the Compliance Officer.

RULES FOR GIVING GIFTS, ENTERTAINMENT OR HOSPITALITY TO GOVERNMENT OFFICIALS AND THIRD PARTIES

Gifts, expenses or hospitality must be of modest or symbolic value, both in isolation and when considered in conjunction with other gifts or hospitality offered to the same recipient. They cannot be in cash.

They may not be given for the purpose of exerting undue influence on a government official, or otherwise for the purpose of influencing actions or decisions, or for the purpose of obtaining a commercial advantage for TECNAS.

The following gifts, entertainment, or hospitality are never permitted:

a. Gifts, invitations, hospitality, or other things of value that are offered to third parties, customers or suppliers to obtain something in return.

b. Gifts, invitations, hospitality, or other things of value addressed to people who are in a bidding process where TECNAS is part of the public or private bidding.

c. Any gift that is cash

d. Gifts, invitations or hospitality, or other things of value that are frequent to the same person or organization.

e. Gifts, invitations, hospitality or other things of value that are excessive or extravagant, inappropriate or that may negatively affect the reputation of TECNAS.

F. Gifts or entertainment must be given in the name of the Company and not in a personal capacity.

g. This Policy applies even if the Company representative does not seek or request reimbursement of the corresponding expenses.

FUSIONS AND ACQUISITIONS

In each negotiation process and investment analysis, TECNAS will carry out due diligence on compliance with Anti-Corruption Regulations before making a final decision on the investment or merger.

Likewise, in the event of the acquisition or merger, TECNAS will ensure that the acquired company implements, within a reasonable time, these policies and the Business Ethics program to prevent Transnational Bribery, as well as the Code of Ethics, Conduct and Corporate sanctioning regime under existing standards.

CONTRACTS WITH THIRD PARTIES

This Policy also applies to all contractors, suppliers, distributors and other third parties that THE COMPANY hires to do business on behalf of TECNAS. Consequently, all contractors acting on behalf of THE COMPANY must express in writing their knowledge and acceptance of their obligation to comply with the regulations related to the prevention of Transnational Bribery, as well as the knowledge and obligation to accept in all their activity to the Business Ethics Program and to this document containing the Compliance Policies. Said written statement will be made according to the documents that apply to each class of subject, that is, through the commercial contract or document where their legal relationship with the Company is instrumented, likewise said subjects will make this statement in writing.

Consequently, all written contracts between TECNAS and any contractor acting on its behalf must contain relevant declarations and guarantees regarding anti-corruption conduct. In addition to declaring and guaranteeing compliance with this Policy and the applicable anti-corruption laws and regulations, the contracts will also include the right of TECNAS to terminate the contract when a violation of this Policy, the Business Ethics Program or any anti-corruption law or regulation occurs and applicable Anti-Bribery.

The Compliance Officer is responsible for verifying that said declarations and clauses are included in the contracts.

DONATIONS AND POLITICAL CONTRIBUTIONS

All donations and political contributions made by TECNAS must have a lawful purpose and will be made following the legal procedures for their formalization.

TECNAS may not make direct or indirect contributions or donations to political parties, government entities, organizations, government officials or individuals involved in politics, without the approval of the Board of Directors. No donations or contributions can be made in exchange for obtaining advantages in the Company’s business or in its transactions of a commercial nature.

ACCOUNTING RECORDS

It is TECNAS’s policy to keep and maintain records and accounts that accurately and precisely reflect the operations and dispositions of the assets of the Company’s transactions. Company Representatives, employees and/or senior managers may not change, omit or misrepresent records to hide improper activity or that do not correctly indicate the nature of a recorded transaction.

WARNING SIGNS

Although there is no exhaustive list that makes it possible to clearly identify all the warning signs, when identifying their C/ST Risk Factors, when evaluating them and defining the controls for their mitigation, TECNAS has established some warning signs according to the analyzes carried out:

In the analysis of accounting records, operations or financial statements

1. Invoices that appear to be false or do not reflect the reality of a transaction or are inflated and contain excess discounts or refunds.

2. Operations abroad and even in the country, whose contractual terms are highly sophisticated or give rise to multiple interpretations.

3. The transfer of funds or transactions to and from countries considered as tax havens is evidenced.

4. Operations that do not have a logical, economic or practical explanation.

5. Operations that are outside the ordinary course of business of the Contractor, Supplier or third party.

6. Operations in which the identity of the parties or the origin of the funds is not clear.

7. Assets or rights, included in the financial statements, that do not have a real value or that do not exist.

In the corporate structure or corporate purpose

1. Complex or international legal structures without apparent commercial, legal or fiscal benefits or owning and controlling a legal entity with no commercial objective, particularly if it is located abroad.

2. Legal persons with structures in which there are national trusts or foreign trusts, or non-profit foundations.

3. Legal entities with structures of “off shore entities” or “off shore bank accounts”

4. Companies that are not operational under the terms of Law 1955 of 2019 or that due to the development of the business may be considered as “paper” entities, that is, that they do not reasonably fulfill any commercial purpose.

5. Companies declared as fictitious suppliers by the DIAN.

6. Legal entities where the Final Beneficiary is not identified (SAGRILAFT regulations).

In the analysis of transactions or contracts

1. Frequently resort to consulting contracts, intermediation and the use of joint ventures.

2. Contracts with state entities that give the appearance of legality that do not reflect precise contractual duties and obligations.

3. Contracts with Contractors that provide services to a single client.

4. Unusual gains or losses in contracts with Contractors or state entities or significant changes without commercial justification.

5. Contracts that contain variable remunerations that are not reasonable or that contain payments in cash, in Virtual Assets (as this term is defined in Chapter X), or in kind.

6. Payments to PEPs or people close to PEPs.

7. Payments to related parties (Associates, Employees, Subordinate Companies, branches, among others) without apparent justification.

REPORT OF COMPLAINTS OF TRANSNATIONAL BRIBERY TO THE SUPERINTENDENCY OF COMPANIES AND OF ACTS OF CORRUPTION TO THE SECRETARIAT OF TRANSPARENCY

TECNAS, within its commitment to the fight against Corruption and Transnational Bribery, includes within its TBEP the promotion of the Transnational Bribery Complaints Channel provided in the links:

https://www.supersociedades.gov.co/delegatura_aec/Paginas/Canal-de-Denuncias-Soborno-Internacional.aspx

http://www.secretariatransparencia.gov.co/observatorio-anticorrupcion/portal-anticorrupcion

This promotion includes the disclosure processes of the TBEP as well as the education and training processes defined in this document.

ADDITIONAL CONSIDERATIONS ON THE SCOPE OF APPLICATION

TECNAS will be ready for any instruction given by the Superintendency of Companies regarding the implementation, improvements or adaptations required in the Company’s TBEP.

APPROVAL AND DISCLOSURE

The policies, procedures and other mechanisms provided for in the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM, will be widely disclosed by TECNAS through the different media including the intranet, billboards, internal newsletters and on the website.

This amendment to the TRANSPARENCY, BUSINESS ETHICS AND MECHANISMS FOR THE PREVENTION OF TRANSNATIONAL CORRUPTION AND THE FIGHT AGAINST BRIBERY PROGRAM, is approved in Itagüí in a session of the Board of Directors on May 27, 2022, as recorded in Minutes # 186 .

Legal representative

TECNAS S.A BIC