Employee Code of Conduct

1. Purpose

As a leading Game-Tech company, Kaizen Gaming is committed to conducting its operations with responsibility, honesty, safety and integrity. Our Code of Conduct provides an overview of the laws, regulations and the Company’s values and policies. Kaizen Gaming counts on all its Employees, including Management, to follow this Code with the utmost integrity and comply with the set of principles and rules contained in this document. For the purposes of this Code of Conduct, the term “Kaizen Group of companies” or “Company” refers collectively to Kaizen Gaming Holding LTD, and all companies affiliated with the company worldwide, covering every jurisdiction in which these entities operate or conduct business. The words “us”, “we” or “the Company” shall similarly be interpreted as including the entire Kaizen Group and its products, in accordance with its structure and global presence.

This Code embodies the core values that define Kaizen Gaming's identity and guides every decision we make: People First, Passion, Get Things Done, Continuous Improvement, and Customer Lens. These principles are not abstract aspirations; they formed the foundations on which Kaizen Gaming was built. They are the first and most important element of Company’s culture while they paint a picture of our organization's ethos. These values have been used for this document to be compiled and so to remind us that we act as #OneTeam. Each employee is expected to understand, internalize, and exemplify these values in daily conduct. Kaizen Gaming is committed to providing comprehensive training and resources to ensure that every team member recognizes the obligations and opportunities these values create.

It is important to get clarity on any questions we may have relating to ethical conduct and to be able to raise our concerns at any point in time. However, we should always take into consideration that this Code cannot possibly address every situation we may be presented with, but it can help us to use our good and unbiased judgment to prevent the development or acceptance of unethical practices.

2. Scope

The Code of Conduct applies to all Employees regardless of employment agreement, rank, or location. Without limitation, the Code applies equally to: (i) full-time and part-time employees; (ii) temporary, seasonal, probationary, casual, or fixed-term employees; (iii) interns, apprentices, trainees, and students; (iv) secondees, consultants, contractors, agency personnel, and any other outsourced or third-party workers assigned to the Company’s business or operating under the Company’s control or direction; and (v) officers, directors, and other members of governance or management bodies.

Employees are expected to comply with the Code and all applicable government laws, rules and regulations.

The aim is to:

Describe the principles and standards on which Kaizen Gaming bases its activities.
Promote ethical conduct and align with the values of the Company.
Assist Employees in meeting the highest standards of personal and professional integrity.
Promote compliance with all applicable laws and regulations.
Create a transparent regime of Employee relations with the outside.

3. Ethical Conduct and Core Business Principles

Kaizen Gaming undertakes, through this code of conduct, to carry out the activity of exploring online gambling and betting with full respect for the dignity of the people, for the right to honor, for the right to privacy and for the image and property right, as well as for other legally recognized rights. Additionally, through this Code, Kaizen Gaming sets out the Company values and the ethical standards and business principles expected from all Employees in the performance of their duties. In the performance of their duties and in all interactions between themselves and with customers, suppliers, service providers and competitors, Employees should be professional, competent, diligent, loyal and up to date. It is expected from all the employees behave in the exercise of their activity, in a correct, conscientious, courteous, accessible and available way. They shall ensure and respect the workspace, namely the facilities, the equipment provided and the common professional environment, with appropriate behaviors that do not interfere negatively in the performance of other Employees. More specifically, employees are expected to act in the following manner in respect to each category of stakeholders:

3.1.Customer Relationship

Ensure equal treatment of all Customers and make no unjustified discrimination between them.
Maintain high internal levels of technical competence, through a quality and efficient service.
Act with diligence, neutrality, loyalty and discretion.
Provide the necessary information for informed decision-making and ensure scrupulous compliance with agreed conditions.
comply with the rules on customer information and identification (for example, knowing your customer requirements);

3.2. Competition

Respecting market rules, promoting fair competition, avoiding any practice that could significantly constraint, distort or restrict competition.
Do not enter into agreements or understandings with competitors to fix prices, allocate markets, or restrict competition in any way.
Avoid sharing or exchanging competitively sensitive information with competitors, even in informal or social settings.
Gather competitive intelligence only from lawful and ethical sources; never solicit or use confidential information from competitors, suppliers, or customers.
Avoid written or electronic communications that could be misinterpreted as anticompetitive intent.
Choose suppliers based on impartial and transparent criteria, without granting privileges or favoritism.
Not use business opportunities for personal benefit.
Not participate in or profit from affiliated sites linked to Kaizen Gaming or Kaizen Gaming's websites.

3.3. Public Authorities and Supervisory Entities

Kaizen Gaming is committed to fully cooperating with supervisory and investigatory authorities and supports their work. Employees should provide the former with all necessary collaboration that is requested and required by law. Employees are also required to:

Respect and promote scrupulous compliance with applicable legal and regulatory standards.
Provide public authorities and supervisory bodies with all requested and enforceable cooperation.
Following transparency in all dealings with Authorities, Regulatory bodies as well as Auditors.
Provide easily available information and access to Kaizen Gaming processes and systems.
Communicate openly with Regulators and conduct business in accordance with applicable laws and the principles mentioned in regulatory guidelines.
Report any unexpected activities related to conduct and relationship with regulators to the Compliance Officers or to any other competent person.

Except in cases where it is legally prohibited, by imposing a duty of confidentiality, Employees should immediately notify the Legal Department in case they are, by virtue of the exercise of their activity in Kaizen Gaming:

Notified or required on civil, administrative, arbitration or any other action.
Subject to any censorship, judicial sentence, suspension, fine, order to cease and desist or any other sanction imposed by any authority.
Subject to arrest, intimation, accusation or condemned in any criminal proceedings.

3.4. External parties

Any communication must be previously informed and authorized by the person who has such competence, in accordance with the internal procedures, in the case of an Employee without the capacity of representative empowered to issue the company's opinions externally.

Employees shall use Kaizen Gaming's image, name or brand – or invoke their status as employees – only when required for the proper performance of their duties. They shall also safeguard the company’s brand and reputation when using Kaizen Gaming's social media platforms and applications.

Relationships with third party providers are regulated by Kaizen Gaming’s Vendors’ Code of Conduct.

3.5. Conflicts of interest

A conflict of interest occurs when an Employee’s private interests interfere, or may appear to interfere, with the impartial performance of their duties. These private interests may be purely personal or may relate to the interests of relatives or other persons with whom the Employee has a close relationship.

A conflict of interest prevents the Employee from providing his/her service with impartiality and objectivity.

The Conflict-of-Interest Policy applicable in each territory sets out detailed guidance on the relative obligations. Employees are responsible for reviewing, understanding, and strictly complying with these requirements. They should also report any possible or actual breaches of this Code relating to Conflict of Interest to the respective corporate reporting channels.

4. Compliance and asset protection

4.1. Anti-Bribery and Corruption

Bribery is the offer, promise, giving, request or acceptance of an advantage to encourage, achieve or reward Illegal, unethical or improper performance or to misuse a person’s position. A bribe can be anything of value and it can take the form of cash, gifts, fees, rewards, jobs, performance evaluation grades, favors or other advantages.

Corruption is the misuse of entrusted power for personal gain.

Kaizen Gaming acts professionally, fairly and with the utmost integrity in all dealings and collaborations. Employees are prohibited from any action of bribery and corruption irrespective of who the receiver is and irrespective of the place where the bribery and corruption are committed.

Employees cannot request, receive, offer or be involved in any unlawful or unethical practice, for any purpose, either directly or through a third party.

No Employee may accept gifts, invitations, favors or similar benefits (the "offers") unless under the conditions stipulated in the respective Anti-Bribery Policy. The Anti-Bribery Policy applicable in each territory sets out detailed guidance on the relative obligations. Employees are responsible for reviewing, understanding, and strictly complying with these requirements. They should also report any possible or actual breaches of this Code relating to Bribery and Corruption to the respective corporate reporting channels.

4.2. Money laundering & Terrorist Financing

Kaizen Gaming and its Employees work to ensure compliance with applicable legal, regulatory and internal rules for the prevention of Money Laundering and Terrorist Financing (“ML/TF”) practices.

Employees should be properly trained to recognize and manage risks so that Kaizen Gaming will neither be misused for ML purposes to make money acquired by criminal means appear legitimate, nor for the support of terrorist activities.

Kaizen Gaming has implemented tools and measures to combat ML/FT and Employees, always based on role permissions, should:

Be aware and follow Group Know Your Customer, Payments Acceptance and Anti Money Laundering Guidance, Policies and Procedures.
Be aware and comply with Politically Exposed Persons (“PEP”)/Sanctions Screening Process and Procedures.
Be able to identify significant changes in the patterns of gaming accounts activities and Customers’ profile.
Be vigilant and unbiased when analyzing Customers’ behaviors and activities.
Timely raise concerns and report suspicions relating to ML/TF in line with Company’s internal reporting process (UTR)
Take reasonable care not to (deliberately or not) tip off people suspected of ML/TF

All Employees should be up to date and aware of AML/CFT applicable laws and procedures and take all the relevant inhouse mandatory trainings.

4.3. Responsible Gaming

Kaizen Gaming is committed to promote responsible gaming practices as well as highlighting the awareness of gambling problems. Also, the diligent effort is made to prevent vulnerable groups, such as elderly, underage and self-excluded individuals, from participating in any gambling activity and in any country that Kaizen offers its services through its regulated corporate sites.

Responsible gaming is an integral part of our company culture, and all employees are expected to be aware of it. Participation in responsible-gaming education is obligatory for every member of staff, irrespective of title, seniority, or function within the company. Employees whose duties place them in direct contact with customers – which always occurs via the corporate tools and official corporate channels- are required to complete additional, more advanced modules. Attendance and successful completion of all assigned training is compulsory.

Beyond these educational purposes, employees are not allowed to participate in company’s games as players. They may access the company’s gaming platforms solely for work-related objectives. They are also not allowed to lend to players or provide devices enabling players to lend to each other.

Kaizen Gaming promotes a safe gaming environment and actively advises its customers about safer play methods.

4.4. Data Protection and Confidentiality

Α. Data protection

At Kaizen Gaming, protecting personal data is a fundamental responsibility we all share. We are committed to handling personal data, whether it belongs to customers, employees, or partners, in a way indicative of our commitment towards:

maintaining lawfulness, fairness, and transparency;
ensuring data accuracy and proportionality;
safeguarding confidentiality and data security;
respecting individuals’ rights in accordance with applicable data protection laws (indicatively: GDPR, Brazilian LGPD, Canadian PIPEDA) and best practices.

Every employee is responsible for:

informing the Data Protection Office when there is suspicion of a potential data breach;
seeking guidance by contacting the Data Protection Office, when faced with any query or initiating any systemic or operational change that affects personal data;
completing any mandatory data protection training assigned to him/her;
processing personal data exclusively in accordance with our internal policies and applicable legislation;
making best efforts to ensure personal data is kept confidential and secure throughout its lifecycle;

By protecting personal data, we protect not only individuals’ privacy but also the trust placed in us by our customers and colleagues.

Β. Confidentiality

Employees are required to maintain the confidentiality of any information which comes to their knowledge by reason of their work or in the working environment and to use such information exclusively for the execution of their work.

Employees must not disclose or use any information concerning the Company or its relationships with its customers that is obtained exclusively through the performance of their duties or the provision of their services. This information of confidentiality continues to apply even after the termination of their employment or services with the Company.

Employees shall diligently protect the Company’s assets and ensure their efficient use for legitimate business purposes only. Unlawful, unauthorized, improper or careless use is strictly prohibited and may result legal action. The Company’s assets and resources are critical to the Company’s operations, performance, profitability and business continuity. More specifically, all employees are required to adhere to the applicable Company Policy for the acceptable use of the relevant systems owned by the Company, and employees working remotely must protect Company information with the same diligence as if they were on Company premises. Devices must be password-protected, encrypted where available, and used exclusively for legitimate business purposes. Confidential documents must not be printed or stored in unsecured locations.

4.5. Intellectual Property

All intellectual property, including but not limited to inventions, discoveries, designs, developments, processes, software, source code, databases, documentation, trademarks, trade secrets, know-how, and any other work product or deliverable (collectively, "IP") developed, created, or conceived by Employees, whether solely or jointly with others, in the course of their employment or engagement with Kaizen Gaming, or using the Company’s resources, shall be considered "work made for hire" and shall be the exclusive property of Kaizen Gaming, unless otherwise agreed in a written agreement signed by an authorized representative of the Company.

Employees hereby irrevocably assign to Kaizen Gaming all rights, title, and interest in and to any such IP, including all related intellectual property rights, without additional compensation. Employees shall not obtain, claim, or assert any ownership, license, or other rights or interests in any intellectual property owned or developed by the Company, whether pre-existing or arising out of the engagement, except as expressly permitted in writing by the Company.

Employees agree to promptly disclose to the Company any IP created during their employment or engagement and to execute any documents and take any actions necessary to effectuate the assignment of such rights to the Company.

Employees may not use, reproduce, distribute, or disclose any Company IP for personal purposes or for the benefit of any third party without prior written authorization from the Company. Any use of Company IP must comply with all applicable laws and Company policies.

The obligations regarding Company IP continue after the termination of employment or engagement. Upon leaving the Company, employees must return all materials containing Company IP and may not retain or use any copies, extracts, or derivatives thereof.

4.6. Use of Artificial Intelligence (AI) Tools

Where Kaizen Gaming deploys artificial intelligence (AI) or other automated tools, such deployment shall be transparent, fair, and subject to human oversight. The Company shall implement appropriate safeguards to mitigate bias, protect personal data, and ensure that automated decisions are contestable.

Employees are discouraged from using any artificial intelligence or machine‑learning tools that are not expressly approved and licensed by the Company. Only Company-licensed AI tools for which the Company holds a valid license, and which have been reviewed and deemed appropriate from a privacy perspective, may be used for any work-related activity or with Company data, systems, or devices. Free or unlicensed AI systems could be used exceptionally only for tasks that do not involve Company data, systems, or devices, and must never be provided with or used to process any Company confidential information, personal data, or other restricted information. Employees must comply with all usage conditions and data-handling requirements for approved tools.

Employees must not use AI-driven systems in a manner that contravenes applicable laws or this Code. Employees shall utilize all Employer-provided artificial intelligence tools solely in an ethical manner, ensure such tools remain under continuous human oversight, and attend all Employer-mandated training sessions concerning their proper use.

5. Social Responsibility and Respect for Global Standards

5.1. Human Rights, Equal Opportunities, Harassment

The Company is committed to equal employment opportunities for all employees and candidates in accordance with the appropriate employment laws. The Company is against child labour. The procedures for hiring and evaluating candidates and employees are based on their respective qualifications, skills and performance.

5.2. Anti-Slavery and Human Trafficking

Kaizen Gaming maintains a zero-tolerance stance toward any form of modern slavery, human trafficking, forced or compulsory labour, or servitude. The Company shall not knowingly engage with, or procure goods or services from, any individual or entity that is complicit in such practices. Employees and third parties must immediately escalate through the internal reporting channels any concerns or suspicions relating to modern slavery or human trafficking within the Company’s operations or supply chain.

5.3. Diversity, Equity & Inclusion

The Company actively promotes the principles of diversity, equity, and inclusion in all aspects of its operations and workforce management and upholds a strict zero-tolerance policy towards any form of violence, bullying, harassment, or discrimination, whether physical, verbal, or psychological, in the workplace or in any work-related context. This includes, but is not limited to, discrimination or harassment on the basis of sex, gender, gender identity or expression, sexual orientation, race, colour, nationality, ethnic or national origin, religion or belief, age, disability, marital or civil partnership status, or any other characteristic protected by applicable law. All employees are expected to treat each other with respect and professionalism at all times, and to contribute to a culture of inclusion and mutual support. Reporting discrimination and harassment is necessary as per the respective policy for the Company to maintain a respectful and egalitarian work environment and will not result in any retaliation against employees.

The Company provides reasonable accommodations to qualified employees and applicants with disabilities, pregnancy-related conditions, or other protected characteristics, unless doing so would impose an undue hardship on the Company. Requests for accommodation should be submitted to Human Resources and will be handled promptly, confidentially, and in compliance with applicable equality laws.

5.4. Health and Safety

The Company is committed not only to complying with all relevant health and safety laws in each territory, but also to conducting business in a manner that protects the safety of its employees. All employees are required to comply with all applicable health and safety laws, regulations and policies relevant to their jobs.

5.5. Corporate Social Responsibility

The Company recognizes the importance of Corporate Social Responsibility (CSR) in fostering ethical, social, and environmental standards throughout its supply chain. Our CSR strategy is centered on promoting health, supporting employment, encouraging participation in sport, and assisting vulnerable social groups. Guided by these priorities, we implement impactful initiatives that enhance the wellbeing of the communities in which we operate. Our CSR initiatives take place worldwide, reaching thousands of people and communities across the globe.

5.6. Environmental, Social, and Governance (ESG) Commitments

Kaizen Gaming recognises the importance of integrating environmental stewardship, social responsibility, and sound governance into its day-to-day operations and long-term strategy. We commit to minimising our environmental footprint, respecting human rights throughout our value chain, safeguarding the wellbeing of our stakeholders, and maintaining the highest standards of corporate governance and transparency.

6. Whistleblowing

We are committed to creating a culture where concerns can be raised openly, respectfully, and without fear. A key purpose of this Code of Conduct is to foster a shared sense of responsibility and integrity within the Company. Employees are all responsible for upholding the principles of this Code of Conduct and as such, are strongly encouraged to raise concerns.

On the occasion that you:

witness or suspect a violation of our Code of Conduct.
have questions about how the Code should be interpreted.
are unsure as to whether a situation constitutes a breach of our Code of Conduct.

Please use the designated whistleblowing channels available, to either report (anonymously or not) or ask a question. For additional information on what qualifies as a reportable concern, how confidentiality is protected and the whistleblowing process overview, please revert to the Kaizen Whistleblowing Policy/Process.

The Company maintains a zero-tolerance approach towards any retaliatory actions, whether direct or indirect. Employees who, in good faith, are based on genuine belief:

a. report a suspected violation of this Code of Conduct or

b. participate in a related investigation,

are fully protected against any form of retaliation. Retaliatory actions are strictly prohibited and may lead to disciplinary measures, up to and including termination of employment.

7. Alterations and Amendments to this Policy

Employees are bound by the Company’s regulations, guidelines, policies, processes, and the Code of Conduct as communicated, reviewed and effected. The obligations deriving from the sources are also obligations deriving from the Employee’s employment contract. The Company reserves the right to amend this Code in accordance with the needs of the business.

8. Compliance with this Code

If you have any questions about the interpretation or application of the Code of Conduct it is always appropriate in any situation to ask for guidance. You may discuss any matters arising in the first instance with your manager or address them to the Legal Department. If you do not feel confident yet, you should refer to the departments identified above.

Potential violations of laws, rules, regulations, internal guidelines or the Code of Conduct should be reported to the respective corporate reporting channels without delay. Investigations may include interviews, document reviews, and cooperation with competent authorities. Depending on the gravity of the breach, disciplinary measures may range from verbal or written warnings to suspension without pay, termination of employment, civil or penal proceedings, and referral to law enforcement agencies where warranted. The company reserves the right to take any necessary steps to protect its reputation.