OPEC Fund Business Partner Code of Conduct

OPEC FUND BUSINESS PARTNER CODE OF CONDUCT September 2022

OPEC FUND BUSINESS PARTNER CODE OF CONDUCT September 2022

OPEC FUND

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Table of contents

Introduction and Purpose

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Scope of Application

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CoC Principles

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1. Business Integrity

- General Compliance - Integrity - Corruption & Fraud - Conflict of Interest - Gifts and Invitations

- Business Integrity Regulations - Business Integrity Due Diligence - Whistleblowing Protection

2. Labor Rights

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- Forced and Child Labor - Non-discrimination, diversity, equity, and inclusion - Harassment, sexual exploitation

3. Health and Safety

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- Health and safety standards

4. Environment Stewardship

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- Environmental program

5. Personal Data, Confidential Information &

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Prohibited on Premise Activities - Personal Data Protection - Confidential Information

- Prohibited on Premise Activities

Additional Information

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People to Consult Documents to Consult

BUSINESS PARTNER CODE OF CONDUCT

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OPEC FUND

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Introduction and Purpose The OPEC Fund believes the application of ethical standards such as respect for essential human rights, social justice, gender and racial equality, are fundamentally necessary to achieve our development objectives. The organization works in cooperation with non-governmental organizations, private sector borrowers and guarantee holders, co-financiers, project and corporate vendors, suppliers and contractors (cumulatively considered as ‘Business Partners’) to stimulate economic growth and social progress in low- and middle-income countries around the world. The OPEC Fund expects all of its Business Partners to apply the same high ethical standards in their dealings with OPEC Fund related operations. The purpose of this Business Partner Code of Conduct (the “CoC”) is to outline the key principles of conduct expected from all Business Partners involved in OPEC Fund operations and reference where additional detail can be found. Scope of Application This CoC outlines the key principles of conduct expected from all Business Partners with whom the OPEC Fund does business. In addition, the CoC also applies to Business Partner’s subcontractors, suppliers, affiliated entities and outsourced service providers, as it pertains to any operations connected with the OPEC Fund. Since it is not possible to explicitly define ethical requirements that may come up for every scenario, Business Partners are expected to abide by the spirit of the CoC. Business Partners are tasked with communicating the CoC to their applicable stakeholders, and ensuring compliance thereof. Failure to comply with the CoC may, in line with related contractual terms; result in the OPEC Fund deciding to terminate its relationship with the Business Partner, or in the instance of the Business Partner being a project vendor/ supplier/contractors, breaches may result in sanctions. The OPEC Fund recognizes that Business Partner achievement of requirements listed within this CoC is a journey, and encourages them to continuously improve in order to apply the highest ethical standards.

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CoC Principles

Business Partners have the following obligations as it relates to OPEC Fund operations: 1. Business Integrity General Compliance - Business Partners must adhere to all applicable laws, regulations and rules where they operate. Integrity - Business Partners must act with respect, honesty, propriety, fairness, professionalism, and a high degree of integrity and concern for the OPEC Fund’s interests and avoid situations and activities, which may reflect adversely on the OPEC Fund, compromise its operations or damage its reputation. Corruption & Fraud –Business Partners must adhere to the highest standards of ethical conduct and not engage in any form of integrity violations, including, but not limited to: • Corruption is dishonest or fraudulent conduct by those in power, typically involving bribery. Bribery is offering, giving or receiving anything of value with the intention of inducing a person to act or to reward a person for having acted. • Collusion is an arrangement between two or more parties designed to achieve an improper purpose. • Coercion is impairing or harming (or threatening to) directly or indirectly, any party (or their property) to influence improperly the actions of said party. • External credit fraud is the application for credit using someone else’s credentials, or knowingly providing false information, to borrow money with no intention of repaying the debt. This fraud can occur pre and post application (e.g. original intention to repay debt, but due to economic hardship, engage in credit fraud on existing line of credit). • Procurement fraud is knowingly omitting or providing false information in order to gain an unfair advantage in securing a procurement contract. • Asset fraud/abuse, which is theft, waste, or improper use of assets, committed either intentionally or through reckless disregard. • Facilitation payments, which is a small bribe known as a ‘grease payment’ or a ‘speed payment’; typically solicited to facilitate or expedite the performance of a routine transaction or service to which the company making the payment is legally entitled to receive.

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• Obstructive practices, which include (1) obstructing the OPEC Fund’s contractual rights of audit or access to information, (2) deliberately destroying, falsifying or concealing evidence material to an investigation, (3) making false statements or omissions to impede an investigation, or (4) harassing or intimidating any party to prevent it from disclosing its knowledge relevant to an investigation or from pursuing an investigation.

Examples of corruption and fraud violations, include, but are not limited to:

• bidding vendors offering government officials bribes in return for information or advantageous treatment in a vendor selection process, • collusion between competing vendors to fix the price or limit competition in a selection process, • vendors purposefully falsifying past experience and resource capabilities within bidding documentation for a vendor selection bid. Conflict of Interest – Business Partners are to avoid any situation that may create an actual, potential or perceived conflict of interest, including conflicts of interests arising between their personal financial interests or business relationships and their duty to the OPEC Fund. Specifically, Business Partner vendors: • must not be directly or indirectly involved with the preparation of the specifications or content used as part of any selection for which the vendor is submitting a bid/proposal. • which have OPEC Fund staff or immediate family members 1 as owners, investors (or with financial interests), partners or directors are restricted from bidding or receiving OPEC Fund contracts. • materially 2 owned by former OPEC Fund staff members are prohibited from bidding or receiving OPEC Fund contracts. • that have former OPEC Fund staff members on staff, are prohibited from bidding or receiving OPEC Fund contracts related to an activity which the said individual substantially participated in/contributed to during their OPEC Fund employment

1 Scope includes parents, siblings, spouse, and children or such relatives through marriage (e.g. mother-in-law, step-son) 2 Any ownership over 5% is considered broadly as the applicable threshold, though this is adjusted depending on the size of the entity

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Business Partners that are bidding on OPEC Fund related projects, though government administered, must also avoid conflict of interest. In cases where conflict of interest cannot be avoided, Business Partners are expected to disclose to the OPEC Fund any situation that constitutes or may appear as a conflict of interest. Examples of conflicts of interest, include, but are not limited to: • bidding vendor owner or significant investor is related to the OPEC Fund employee responsible for the related service being procured, • bidding vendor employee is a close friend of a government official responsible for the related service being procured. Gifts and Invitations - Business Partners must not offer any gifts 1 , hospitality 2 , or other benefits to OPEC Fund staff members or their immediate family. Business Partners must not give or accept gifts from any sources if intended to serve the purpose of obtaining or exchanging a favor, or influencing any other person’s performance of official duties and responsibilities.

Business Integrity Regulations - Business Partners are expected to comply with applicable business integrity regulations where they operate and leading international standards related but not limited to:

• combating money laundering and terrorism financing,

• financial sanctions,

• anti-bribery and corruption,

• fraud management,

• whistleblowing and complaints management.

1 Exemptions for government entities in the instance where the gift is inexpensive such as a souvenir, calendar, diary or similar tokens given in the spirit of harmonious business relations or the gift/hospitality is edible, as a show of goodwill or to celebrate an occurring festivity, for example, Christmas, Eid, or other occasions. 2 Exemptions when hospitality is associated with the demands of work for example, working meals or legitimate representational functions to meet and discuss business, and the scope and cost of the hospitality do not appear excessive

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Business Integrity Due Diligence: As required by OPEC Fund policies, Business Partners may be requested to undertake due diligence, in order for the OPEC Fund to assess and manage associated business integrity risk related to the Business Partner. Business Partners must complete the due diligence diligently and comprehensively and are expected to proactively communicate to the OPEC Fund any changes in circumstance that may subject the OPEC Fund to new business integrity risks. Whistleblowing Protection - Business Partners are not to engage in retaliation or reprisals against anyone associated or directly reporting misconduct, acting as a witness, or cooperating with an OPEC Fund investigation in relation to a complaint.

2. Labor Rights Forced and Child Labor - Business Partners must not engage in forced or child labor 1 . Based on which is higher, Business Partners must not employ:

i. children below 14 years of age, or,

ii. the minimum age of employment permitted by local law, or

iii. the end age of mandatory schooling in the related country.

Business Partners may not employ anyone below the age of 18, for work that may harm the health or safety of the employee, or influence their moral standing, Business Partners are expected to have systems in place to ensure forced and child labor is avoided in downstream operations. Business Partners are to apply fair and equitable compensation and payment practices to their employees. Non-discrimination, diversity, equity, and inclusion – Business Partners shall observe inclusive and respectful behavior, and show consideration for others as well as respect rights and demonstrate tolerance for diverse cultures, beliefs and backgrounds. Business Partners in their employment practices will not engage in discrimination based on race, age, gender, sexual orientation, gender identity, ethnicity, disability, pregnancy, marital status, religion, political affiliation or union membership. Business Partners must implement systems that ensure a diverse, inclusive, and equitable workplace and culture.

1 In line with International Labor Organization, ILO Minimum Age Convention 1973, (No.138) Article 2

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Harassment, sexual exploitation - Business Partner’s managers or employees, may neither use or engage in bullying, any threats of violence, verbal, psychological or sexual harassment. Business Partners shall take all appropriate measures to prevent sexual exploitation, or abuse of any kind and in any form, by its managers or employees. Related prohibition includes, but is not limited to, exchanging any money, employment, goods, services, or other things of value, for sexual conduct, and engaging in any sexual activity with any person under the age of 18, regardless of any laws or consent. 3. Health and Safety Health and safety standards – Business Partners must as far as reasonably practicable provide a safe and hazard-free work environment. This includes identifying/assessing potential exposure to health and safety hazards, and providing suitable mitigation actions, including trainings/awareness, in order to adequately manage the related risks. In case of any accident/incident or fatality the Business Partner is expected to inform the OPEC Fund at the earliest and conduct an investigation (Root Cause Analysis) within 72 hours of the occurrence of the fatality. 4. Environment Stewardship Environmental program – Business Partners must have a suitable and effective environmental program to comply with existing environmental regulations and related international industry standards. Business Partners are to apply a responsible approach to environmental matters that contributes to waste reduction, energy efficiency, reduction of greenhouse gas emissions and discharges of pollutants. Business Partners are to have strategies that increase the development and awareness of environmentally sound practices and technologies whenever practical, and strive to conserve scarce natural resources, including water, fossil fuels, minerals, and virgin forest products. The Business Partner is advised to refer to the Environmental and Social Policy of the OPEC Fund for better guidance on following environmental safeguard measures.

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5. Personal Data, Confidential Information & Prohibited on Premise Activities Personal Data Protection – Business Partners that process personal data related to OPEC Fund operations are to adhere to personal data requirements (e.g. legitimacy/ fairness, purpose limitation, data minimization, etc.) and are not to disclose that information to any unauthorized party in order to safeguard individual’s personal data related rights. Confidential Information – Business Partners are not to disclose any confidential or unpublished information that has been received or generated by the Contractor to any person outside of the OPEC Fund whom they know or should know has not been authorized by the OPEC Fund to receive such information. Business Partners have a responsibility to protect the security of any confidential and unpublished information provided to, or generated by the OPEC Fund. Prohibited on Premise Activities – Business Partners are not to engage in private trading activities such as, but not limited to, foreign exchange dealings, merchandising of goods and foodstuffs, real estate and insurance brokering, money lending, or car renting or brokering, in all cases, on OPEC Fund premises (including misuse of OPEC Fund’s e-mall or similar media for trading).

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Additional Information People to Consult

The OPEC Fund Compliance Officer is responsible, for receiving requests for interpretation of the CoC, and supporting the implementation, and enforcement of the CoC. Business Partners may seek advice by directly contacting the OPEC Fund Compliance Officer by email, phone, or via the OPEC Fund website:

Email: compliance@opecfund.org

Phone Number: +43 (1) 515 64 276

Documents to Consult Business Partners can find additional details of some of the requirements referenced within this CoC in related governance documents listed on the ‘Compliance Accountability and Integrity’ sections of the OPEC Fund Website (https://bit.ly/OF-CAI).

Scan this QR Code to view the website:

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The OPEC Fund for International Development Parkring 8, A-1010 Vienna, Austria

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