Octopus Behavior code and business ethics

  1. Introduction:
    1. Proper and fair business management is of paramount importance to the Company's growth and success
    2. In order to strengthen the commitment to ethical and business conduct, the Company's management has approved the Code of Conduct and Business Ethics
    3. Compliance with the code requirements by the Company's owners, directors, managers and employees will help the Company successfully execute its business operations, maintain its reputation and create an effective and positive work environment
    4. The code summarizes the Company's policy on ethical and business behavior and sets the basic standards of ethics and behavior for directors, managers and employees
    5. Violation of the standards set out in this Code may result in disciplinary (and criminal) action against the violator
    6. The Company shall protect any person who reports in good faith of a suspected breach of ethics. The Company shall not take any reprisal actions against the aforesaid informer
  2. Applicable Documents:
    1. The United Nation Convention against Corruption General Assembly resolution 58/4 of 31 October 2003
    2. The Europe Convention on Combating Bribery of Foreign Public Officials in International Business Transactions 23 May 1997, C (97) 123 / FINAL
    3. USA - The Foreign Corrupt Practices Act of 1977 (FCPA)
    4. Penal Law, 5737-1977
    5. Securities Law, 5728-1968
    6. The Prevention of Sexual Harassment Law, 5758-1988
    7. The Equal Employment Opportunities Law, 5748-1988
    8. The Equal Rights for People with Disabilities Law, 5758-1998
    9. The OECD Guidelines for Multinational Enterprises, 2011 Edition
  3. Maintaining a comprehensive quality standard:
    1. The Company's owners, directors, directors, employees and anyone acting for it shall act in accordance with procedure 05.09 - "the Company's Quality Manual" and in accordance with all the Company's accompanying procedures
  4. Ethical and Fair Conduct:
    1. Any person subject to this Code is responsible for acting fairly and ethically when performing actions on behalf of the Company
    2. The responsibility to act also applies in the reciprocal relationship with directors, managers and employees, as well as with the Company itself
    3. Every person in the Company is expected to act in good faith, with responsibility, caution, expertise and diligence and to use his/her independent judgment in regard to problematic behavior and compliance with ethical standards of the Company
  5. Compliance with laws, policies, instructions and regulations:
    1. Every person in the Company acting on its behalf is required to comply with the requirements of the relevant laws, policies, directives and regulations of the Company's operations, including in various areas of international activity
    2. Although it is not expected that every person in the Company or its representatives will be familiar with all the laws, regulations, directives and policies, the Company's management expects these entities to become familiar with the Company's internal procedures, which are the key points for maintaining "clean" and ethical business activity
  6. Disclosure and Communication:
    1. Octopus Systems Ltd. is to provide proper disclosure of all reports of the Company to various authorities, suppliers and business partners
    2. The Company's policy also includes the channeling of this document and the Company's compliance policy against bribery (Procedure 05.15) in English on the Company's website
  7. Internal information:
    1. Although Octopus and its subsidiary are private companies, the Company's customers include large public, institutional and government bodies in Israel and around the world. By virtue of their being the Company's customers, the Company's owners, directors, directors, employees and other persons acting on its behalf may be exposed to business processes within these organizations, which may be defined as internal information within the meaning of the Securities Law, 5728-1968
    2. The Company's owners, directors, managers, employees and any other persons acting on its behalf, shall not use or share with others any material or non-public information related to the Company's customers, for the purpose of trading shares or any other purpose, except for the purpose of providing service to the Company's customers. All this is in addition to the confidentiality obligations that they will be obligated to sign
    3. Any information relating to the Company's activity or the activity of the Company's customers will be considered confidential information for all intents and purposes
    4. The use of inside information or non-public information, personal financial benefit, or "tip" to others that may make a business decision based on this information is not only unethical but also illegal
    5. Violation of these "inside information" prohibitions may expose the violator to criminal and civil liability, in addition to any proceeding decided by Octopus Systems Ltd
  8. Prevention of bribery:
    1. Octopus Systems Ltd. is committed to conducting its business in accordance with the strictest principles of business ethics, including Prevention of bribery
    2. The Company operates in many international markets. This reality requires compliance with all the laws against giving or receiving bribes that are applicable under various jurisdictions, as stated in Procedure 05.15 - Compliance Policy Against Bribery
  9. Conflict of interest:
    1. A "conflict of interest" occurs when the personal interests of a person in or associated with the organization are in conflict (or may be considered to be in conflict) with the interests of the Company
    2. A “situation of conflict” arises if the action or interests of a person in or associated with a Company impair his/her ability to perform the work in the Company or for it objectively and efficiently
    3. A “conflict of interest” is strictly forbidden in Octopus Systems Ltd
    4. A member of an organization exposed to action and/or a relationship that may cause a conflict of interest must report it immediately to the CEO of the Company
  10. Political Activity:
    1. The Company's policy is not to create or encourage any political identification or affiliation
    2. The Company's owners, directors, managers and employees may identify personally with any political affiliation they wish, provided that it does not in any way relate to the activity of the Company or to its name
    3. Use of Company resources for political purposes is strictly prohibited
  11. Protection and proper use of the Company's assets:
    1. The Company's owners, directors, officers and employees shall use the Company's assets only for legitimate business purposes
    2. The Company's owners, directors, directors and employees shall seek in every way to preserve the Company's assets including physical assets, and any proprietary, intellectual, commercial, marketing, financial, technical and data information
    3. Use or distribution without authorization of the Company's assets is strictly prohibited and may constitute a violation of the law and result in criminal and civil penalties
    4. The Company's owners, directors, managers and employees shall maintain confidentiality regarding all the activities and business assets of the Company and / or its customers and shall sign an explicit undertaking to do so
    5. The Company's owners, directors, managers and employees shall act in accordance with the Company's information security policy as stated in Procedure 02.06 - Information Security Policy
  12. Regulations for the Prevention of Sexual Harassment at Work:
    • Sexual harassment is prohibited by law - the law prohibits sexual harassment of any kind within the framework of the work
    • The harasser is liable to a penalty of up to two years jail, in addition to heavy financial penalties
    • The management of a company in which the offenses were committed may also be exposed to criminal and civil actions, if it is proved that it did not operate in a safe, pleasant and clean environment that prohibited sexual harassment
    • The management of Octopus Systems Ltd. is committed to the policy of maintaining a safe, pleasant environment that prohibits sexual harassment and / or any other harassment and / or any other action that may be construed as such harassment
    • In order to enforce this policy of preventing sexual harassment and harassment in general at work, the Company will act to explain and inform all Company employees of this prohibition
    • The Company's Articles for the Prevention of Sexual Harassment will be published in a central location and will be accessible to all Company employees
  13. Equal work opportunities for all:
    1. The Company's management adopts a policy of equality of work opportunities for all, in accordance with the Equal Employment Opportunities Law, 5748-1988 and the Equal Rights for People with Disabilities Law, 5758-1998.
    2. The Company's management shall ensure that the entire process of recruitment, employment and dismissal of an employee shall be of a purely practical nature.
    3. The Company will document the recruitment process for candidates and ensure that it meets the requirements of the law.
  14. Reporting inappropriate behavior:
    1. The Company's owners, directors, directors and employees are obliged to report to the CEO of the Company any suspicion of unethical conduct or violation of this code of conduct
    2. Reporting can be done anonymously
    3. The Company's management is required to examine complaints and / or reports of any inappropriate behavior and to act only in accordance with the laws of the State of Israel and the Company's policy as it appears in its procedures
  15. Applicability
    1. This policy applies to:
      1. Owners of the Company
      2. Directors of the Company
      3. Managers
      4. Employees
      5. Entities operating on behalf of or for the Company
  16. Validity:
    1. This policy is valid as of its date of publication