Anti-Bribery Policy

Elbridge Capital Management maintains a zero-tolerance approach to bribery and corruption. This policy sets out the standard expected of everyone who acts for the firm, and the steps we take to make sure that standard is met.

1. Scope

This policy applies to all directors, officers and employees of the Company, and equally to consultants, agents, contractors and any other party acting for us or on our behalf, wherever they are located.

2. Prohibited conduct

The Company strictly forbids the offering, giving, soliciting or accepting of any bribe — whether in cash or in the form of any other inducement — to or from any person or company, regardless of their status and irrespective of where they are located, in order to gain any commercial, contractual, regulatory or personal advantage.

• Bribery through a third party. It is equally prohibited to procure, to authorise, or to turn a blind eye to a bribe offered or accepted on our behalf by an intermediary, an agent or a business partner.
• Facilitation payments. Small unofficial payments made to secure or to speed up a routine action are prohibited, without exception.
• Kickbacks. Payments or benefits given in return for a business favour or advantage are prohibited.

3. Gifts and hospitality

This policy does not prohibit normal and appropriate hospitality, or the giving and receiving of modest promotional items, provided that it is not intended to influence a decision, is not made to obtain or to reward improper performance, complies with local law, is given openly and not in secret, is of an appropriate type and value, and is properly recorded.

A modest business meal and branded items of nominal value are normally acceptable. Anything above the thresholds set by the Compliance Team requires prior approval.

4. Records

The Company maintains a Gift and Hospitality Register in which all gifts and hospitality given or received above the applicable threshold are recorded. All accounts, invoices and other records relating to dealings with third parties must be prepared with strict accuracy and completeness. No account may be kept off the books.

5. Training and awareness

All employees receive anti-bribery training when they join the firm, with periodic refreshers. The training covers how to recognise a bribery risk, what to do when one is encountered, and how to report a concern.

6. Raising a concern

If you are offered a bribe, are asked to make one, suspect that either may be about to happen, or believe that this policy has been breached, you must report it to the Compliance Team as soon as possible, at compliance@elbridgecapital.com.

Reports may be made in confidence. The Company will not tolerate retaliation of any kind against anyone who raises a concern in good faith, and no one will suffer demotion, penalty or any other adverse consequence for refusing to pay a bribe, even where that refusal costs the firm business.

7. Monitoring and enforcement

The Compliance Team investigates reported concerns, maintains the relevant records and reports to the Board. Compliance with this policy is verified through an annual internal audit.

A breach of this policy by an employee is a disciplinary matter and may result in disciplinary action up to and including termination of employment. A breach by a third party may result in the termination of that relationship. Where appropriate, matters are referred to the competent criminal authorities.

8. Review

This policy is reviewed at least once a year. Any change is communicated to all persons to whom it applies.