Anti-Bribery & Corruption Policy

Policy statement

Kursi Group has zero tolerance for bribery and corruption in any form. We would rather lose business than win it improperly. This policy applies to directors, employees, contractors, agents, consultants, joint-venture partners and anyone else acting on behalf of Kursi Group Limited or its subsidiaries, wherever they operate.

Legal framework

We comply with all applicable anti-corruption laws, including:

• the Corrupt Practices and Other Related Offences Act 2000, enforced by the Independent Corrupt Practices and Other Related Offences Commission (ICPC);
• the Economic and Financial Crimes Commission (Establishment) Act 2004;
• the Criminal Code and Penal Code provisions on official corruption;
• the Money Laundering (Prevention and Prohibition) Act 2022;
• the Nigerian Extractive Industries Transparency Initiative (NEITI) Act 2007; and
• where they apply to our international business, foreign laws such as the UK Bribery Act 2010 and the US Foreign Corrupt Practices Act.

What is prohibited

You must never, directly or through a third party:

• offer, promise, give or authorise anything of value to anyone — a public official or a private person — to improperly influence a decision or obtain an advantage;
• request, agree to receive or accept anything of value in return for acting improperly;
• make facilitation payments — small unofficial payments to speed up routine government actions such as permits, licences, customs clearance or inspections — even where they are customary;
• use charitable donations, sponsorships or community projects as a disguise for a bribe; or
• create false or misleading records to conceal any of the above.

"Anything of value" includes cash, gifts, hospitality, travel, loans, jobs or internships, contracts, discounts, mineral samples and favours to relatives.

The only exception is a payment demanded under an imminent threat to someone's life, health or liberty. Such a payment must be reported to Legal & Compliance as soon as it is safe to do so.

Higher-risk areas in our business

We pay particular attention to:

• applications, renewals and inspections relating to mineral titles, permits and licences;
• royalty, tax and export processes, including customs and port clearance;
• interactions with security forces at or around our sites;
• community development payments and compensation for land and crops;
• mineral buying from intermediaries and aggregators; and
• joint ventures and agents, especially those who deal with officials for us.

Gifts, hospitality and expenses

Gifts and hospitality may be offered or accepted only if they are modest, infrequent, transparent, not cash or cash-equivalent, and could not reasonably be seen as influencing a decision. Gifts to or from public officials require prior approval from Legal & Compliance. Everything above the threshold set in our internal procedures must be recorded in the gifts and hospitality register.

Third parties

We carry out risk-based due diligence before engaging agents, consultants, contractors, suppliers and joint-venture partners, include anti-corruption clauses in our contracts, pay only for legitimate services at fair market value into accounts in the provider's own name, and monitor relationships for red flags.

Political contributions, donations and sponsorships

Kursi Group does not make political contributions. Charitable donations and sponsorships must be approved in advance, made to legitimate organisations, publicly transparent and properly recorded.

Books and records

All transactions must be recorded accurately and in reasonable detail. Off-book accounts and undocumented payments are prohibited. Our internal controls and internal audit test compliance with this policy.

Reporting

Report any request for, offer of, or suspicion of bribery immediately to Legal & Compliance or through our speak-up channel, which allows anonymous reports. We protect anyone who reports in good faith from retaliation.

Training and review

Employees in higher-risk roles receive anti-corruption training at induction and at least annually. This policy is approved by the Board and reviewed at least every two years.

Consequences

Breach of this policy is a serious disciplinary offence that may lead to dismissal, termination of contracts and referral to the ICPC, EFCC or other authorities.