Corporate Crime Code for Any Third Parties Working with Ooni
1. Aim of this code
Ooni does not tolerate any form of bribery, corruption, fraud, tax evasion, money laundering or other corporate crime (“corporate crime”). We aim to conduct all of our business in an honest and ethical manner and in compliance with all applicable laws – and we expect everyone who works with us to adopt the same approach.
The aim of this code is to make it clear that we do not tolerate any form of corporate crime. We expect any parties working with us to abide by the terms of this code.
The code also sets out a mechanism for raising any concerns you may have about corporate crime.
Ooni works with partners around the world. This code is built on UK law, which sets the standards we expect from everyone we work with. Wherever you operate, you must also comply with all applicable and equivalent laws in the countries where you do business.
2. Scope
This code applies to all customers, distributors, retailers, third parties working with Ooni, vendors, contractors, consultants, agents, and their subcontractors who provide goods or services to, or buy goods or services from, Ooni Limited or our group (collectively, "You").
You shall ensure that equivalent standards to those set out in this code are imposed on and observed by your own subcontractors, suppliers, and any other parties within your supply chain who are involved in the provision of goods or services to, or the purchase of goods or services from, Ooni.
Compliance with this code is a condition of doing business with Ooni. The terms of this code are incorporated into all contracts between Ooni and You, and any breach of this code shall constitute a breach of the applicable contract between You and Ooni.
3. Code statement
We adopt a zero-tolerance approach to all forms of corporate crime. All third parties working with Ooni must:
- Comply with all applicable laws (UK and international);
- Conduct business honestly, fairly, and transparently; and
- Report any suspicions or incidents of corporate crime immediately.
4. What is corporate crime?
Corporate crime, sometimes called white-collar crime, refers to illegal or unethical actions committed by a company or individuals acting on its behalf. These actions may violate criminal laws, regulatory standards, or ethical business practices. Examples include bribery and corruption, fraud, tax evasion, money laundering, breaches of sanctions and modern slavery.
Corporate crimes can cause significant harm; financially, socially, and environmentally. They may result in job losses, economic instability, public health crises and environmental damage.
5. Key areas of corporate crime
The areas below set out the standards we expect. You must comply with all applicable anti-corruption and corporate crime laws in every country where you operate.
Bribery and corruption
We comply with the UK Bribery Act 2010 and prohibit:
Offering, promising, or giving a bribe;
Requesting, agreeing to receive, or accepting a bribe; and
Bribing a foreign public official.
Facilitation payments are also prohibited, even if customary in certain countries.
Fraud
We prohibit fraud in all its forms, including any act of:
False representation;
Failure to disclose information; and
Abuse of position for personal gain or to cause loss to another.
A third party's fraud intended to benefit Ooni could expose Ooni to corporate liability for failing to prevent fraud under applicable laws. You must therefore maintain your own reasonable procedures to prevent fraud.
Money laundering
We prohibit money laundering. In line with applicable anti-money laundering laws, you must not:
Conceal, disguise, convert, or transfer criminal property; or
Facilitate the acquisition or use of criminal property.
Tax evasion facilitation
We prohibit the facilitation of tax evasion under all applicable laws and require you and your personnel to report any knowledge or suspicion of tax evasion.
Modern slavery
We prohibit the use of forced labour, child labour or human trafficking in our operations or supply chains. We expect you to comply with all applicable modern slavery and anti-trafficking laws that apply to you, and to take steps to ensure there is no slavery, forced labour or human trafficking in your business or supply chain.
Sanctions
We comply with all applicable international sanctions laws, including those imposed by the U.S., UK, and the United Nations. These rules prohibit business with certain countries, individuals, and organizations involved in serious criminal or geopolitical risks. We expect you to comply with all applicable sanctions and export control laws that apply to you, and not to involve Ooni in any dealing that would breach them.
6. Key Requirements for working with Ooni
When working with Ooni you must, to the extent relevant to your relationship with Ooni:
Implement controls: Maintain policies, procedures, and controls designed to prevent, detect, and respond to corporate crimes.
Avoid corrupt practices: Never offer, give, solicit, or accept bribes or kickbacks, including facilitation payments.
Maintain accurate records: Keep honest and complete financial records that reflect all transactions transparently.
Report concerns: Promptly report any suspected or actual corporate crime involving Ooni or its representatives to Ooni’s Chief Legal Officer.
Support investigations: Cooperate fully with any audits, investigations, or reviews carried out by Ooni or authorities.
Conduct due diligence: Screen third parties you work with on behalf of Ooni to ensure compliance with corporate crime laws.
Train personnel: Provide relevant training to your employees to identify and prevent corporate crime risks.
Comply with sanctions: Comply with all applicable economic and trade sanctions laws and regulations imposed by relevant authorities, including but not limited to:
(i) The United Nations Security Council (UNSC);
(ii) The U.S. Department of the Treasury’s Office of Foreign Assets Control (OFAC);
(iii) The European Union (EU);
(iv) The UK Office of Financial Sanctions Implementation (OFSI); and
(v) Any other local or regional sanctions authorities applicable to your business operations.
Promptly inform Ooni in writing of any investigation, charge, or conviction relating to corporate crime that may affect your ability to perform obligations under your agreement with Ooni.
Permit Ooni or its authorised representatives to audit your compliance with this code upon reasonable prior notice.
7. Consequences of non-compliance
We take any violations of this code extremely seriously. Violation of this code may result in:
Termination of the business relationship with you;
Reporting to law enforcement or regulatory authorities; and
Legal action to recover damages or losses.
8. Governance
The Legal function at Ooni is responsible for overseeing this code. If you have any concerns or wish to report suspected corporate crime, please contact Ooni's Chief Legal Officer or the Legal team by email at help@ooni.com . Where available, concerns may also be raised through a confidential and, where possible, anonymous reporting line. Details of any such reporting line will be provided to you separately.
If you are unsure whether a particular act constitutes corporate crime, or if you have any other queries, these should be raised with Ooni. We will support anyone who raises genuine concerns in good faith under this policy, even if they turn out to be mistaken.
9. Review and Updates
This code will be reviewed annually or as needed to reflect changes in law or business operations.
