1. Introduction

Pendulum Instruments (hereinafter Pendulum or Organization) values are reputation and committed to maintaining the highest level of ethical standards in the conduct of its business affairs. Pendulum is committed to conducting its business ethically and in compliance with all applicable laws and regulations that prohibit improper payments to obtain a business advantage. The actions and conduct of the Pendulum’s staff, as well as others acting on the Organization’s behalf, are key to maintaining these standards.

This document describes Pendulum’s Policy prohibiting and detecting bribery, corruption and other improper payments in the conduct of Pendulum business operations and employee responsibilities for ensuring implementation of the Policy.  The policy applies strictly to all employees, partners, agents, consultants, contractors and to any other people or bodies associated with Pendulum Instruments within all offices, areas, and functions.

2. Policy Overview

Pendulum Instruments will not tolerate bribery or corruption in any form of its business operations. This prohibition applies to all business activities, anywhere in the world. This Policy applies to everyone at Pendulum, including all officers, employees, and agents or other intermediaries acting on Pendulum’s behalf. Each officer and employee of Pendulum has a personal responsibility and obligation to conduct Pendulum’s business activities ethically and in compliance with all applicable laws based on the countries wherein Pendulum does business. Failure to do so may result in disciplinary action, up to and including dismissal.

This policy is not intended to prohibit the normal hospitality practices provided they are appropriate, proportionate and are properly recorded:

The Organization will investigate thoroughly any actual or suspected breach of this policy or the spirit of this policy. Employees found to be in breach of this policy may be subject to disciplinary action which may ultimately result in their dismissal.

3. General Prohibitions

Pendulum prohibits the offering, giving, solicitation or acceptance of any bribe or corrupt inducement, whether in cash or in any other form:

4. Responsibilities

This Policy imposes on all personnel specific responsibilities and obligations that will be enforced through standard disciplinary measures and properly reflected in personnel evaluations. All officers, employees, and agents are responsible for understanding and complying with the Policy, as it relates to their jobs. Every employee has an obligation to:

5. Engagement of Third Parties

Any third parties should only be engaged where there is a clear business rationale for doing so, with an appropriate contract. Any payments to third parties should be properly authorized and recorded.

These requirements are implemented through Pendulum’s standard accounting rules and procedures, which all personnel are required to follow without exception. Requests for false invoices or payment of expenses that are unusual, excessive or inadequately described must be rejected and promptly reported.

6. Confidentiality

Any employee who has reason to believe that a violation of this Policy has occurred, or may occur, must promptly report this information to his or her supervisor or the next level of supervision or the senior management.

All information received related to the above will be treated with confidence. This is important in order to avoid damaging the reputation of persons suspected but subsequently found innocent of wrongful conduct and to protect Pendulum from potential civil liability.