Conflict of Interest Policy

Purpose

The purpose of this Conflict of Interest Policy is to ensure that all employees of Vaxa act in the best interests of both the company and our clients. This policy aims to prevent situations where personal interests could interfere with professional duties and responsibilities, thereby providing assurance to our clients that we diligently and transparently manage potential conflicts on their behalf.

Scope

This policy applies to all employees, contractors, consultants, officers, and directors of Vaxa, covering all interactions with clients, suppliers, competitors, and other stakeholders.

Roles & Responsibilities

Policy Statements, Standard, or Procedure

All employees must avoid any interests, activities, or relationships that conflict—or appear to conflict—with the best interests of Vaxa and its clients. The following guidelines must be followed to ensure our clients can trust in our integrity and the impartiality of our services:

• Disclosure of conflicts:

  • Employees must promptly inform their manager or the HR Department of any actual or potential conflicts of interest, especially those that could affect client interests.
  • Disclosures should be made in writing, detailing the nature of the conflict and any potential impact on clients.

• Avoidance of participation:

  • Employees with a conflict must remove themselves from any decision-making processes related to the conflict, particularly those affecting clients.
  • They may provide information or expertise if it benefits Vaxa and the client but should not influence decisions.

• Client interests:

  • Employees must prioritize the interests of clients above themselves or Vaxa in all business dealings.
  • Any conflicts that could adversely affect a client must be managed promptly and effectively to prevent negative impacts.
  • Confidentiality of client information must be maintained at all times.

• Examples of potential conflicts:

  • Financial interests:
    • Owning a significant financial stake in a company that does business with Vaxa or its clients.
    • Engaging in business transactions with Vaxa or clients for personal gain.
  • Personal relationships:
    • Supervising or influencing employment decisions about a close friend or family member involved in client-related work.
    • Being in a position to affect client projects involving someone with whom you have a close personal relationship.
  • External affiliations:
    • Holding a position (e.g., advisor, consultant, employee) with a competitor, customer, or supplier that could affect client interests.
    • Accepting secondary employment that affects your ability to serve clients effectively.
  • Gifts and benefits:
    • Accepting gifts, entertainment, or other benefits of more than nominal value from any competitor, customer, supplier, or client.
    • Offering or receiving bribes or kickbacks that could influence client-related decisions.
  • Acting upon confidential information:
    • Using confidential client information for personal gain or to benefit others.
    • Disclosing confidential client information to unauthorized parties.

• Guidelines for Gifts and Entertainment:

  • Gifts of nominal value (e.g., promotional items, modest meals) may be accepted if they do not influence, or could be perceived to reasonably influence, business decisions or compromise client interests.
  • Any gift or benefit exceeding a nominal value must be reported to the HR Department.
  • Cash gifts of any amount are strictly prohibited.

• Conflict resolution:

  • Upon disclosure, management will assess the situation and determine appropriate actions to protect client interests.
  • Possible actions include restructuring job duties, reassigning projects, or other measures to eliminate the conflict. Employees wil not be penalized for disclosing conflicts of interest appropriately.
  • Clients will be informed as necessary to maintain transparency and trust.

• Client communication:

  • When appropriate, clients will be informed of any conflicts of interest that could affect them and the steps taken to manage these conflicts.
  • Vaxa commits to maintaining open communication with clients regarding our conflict management practices.

Exceptions

Any exceptions to this policy must be approved in writing by the Managing Director. Requests for exceptions should include a full explanation of the circumstances, justification, and an assessment of potential impacts on clients.

Compliance & Monitoring

• Monitoring:

  • The HR Department should maintain a register of all disclosed conflicts of interest, including those related to client engagements.
  • Regular reviews shall be conducted to ensure compliance with this policy and verify that client interests are protected.

• Non-Compliance:

  • Violations of this policy may result in disciplinary action, up to and including termination of employment.
  • Legal action may be taken if the conflict results in unlawful activities or breaches of client contracts.

• Reporting Violations:

  • Employees are encouraged to report any suspected violations of this policy, especially those that could affect clients.
  • Reports can be made confidentially to the Compliance Officer or through the whistleblower disclosure process detailed here.

• Client audits:

  • Vaxa may allow clients to audit our conflict of interest management processes as part of contractual agreements or regulatory requirements.
  • Audit findings will be addressed promptly to improve our conflict management practices.

References

• Vaxa Employee Code of Conduct