Code of Ethics and Anti-Bribery Policy

1. Introduction

ALPHA INTERMODAL S.A. (the “Company”) has adopted this Code of Ethics and Anti-Bribery Policy (the “Code”) for all employees, officers, and agents (“Employees”).

Employees are expected to conduct company business in a legal and ethical manner.

2. Honest and Fair Dealing

Employees shall endeavor to deal honestly, ethically, and fairly with:

  • Customers
  • Suppliers
  • Competitors
  • Other employees

No Employee shall take unfair advantage of anyone through:

  • Manipulation
  • Concealment
  • Abuse of privileged information
  • Misrepresentation of material facts
  • Any other unfair-dealing practice

Honest conduct means behavior free from fraud or deception. Ethical conduct conforms to accepted professional standards.

3. Conflicts of Interest

A conflict of interest occurs when an Employee’s private interests interfere, or appear to interfere, with the Company’s interests. Employees shall not use their position for personal benefits.

Reporting a Conflict

If an Employee is aware of a conflict of interest or suspects one may arise, they must immediately report it to:

  • The Audit Committee
  • The Company’s legal counsel

4. Bribery and Anti-Corruption

The Company prohibits:

  • Illegal payments
  • Bribes
  • Kickbacks
  • Any other questionable inducements

The use of company funds or assets for unlawful or improper purposes is strictly prohibited. Employees must not make or appear to make improper payments.

Third-Party Bribery

The Company strives to deal only with reputable third parties. Due diligence is conducted, especially when working with parties in high-risk jurisdictions.

5. Compliance with Laws, Rules, and Regulations

Employees must adhere to:

  • Greek and EU laws
  • International Treaties
  • Applicable rules and regulations

For uncertainties regarding compliance, Employees must consult the Company’s legal counsel.

6. Acknowledgment and Compliance

All Employees must sign an acknowledgment stating that they:

  • Have read and understood the Code
  • Agree to abide by its requirements

II. Conflicts of Interest and Code of Ethics

1. Corporate Opportunities

Employees must act in the best interest of the Company and shall not:

  • Take for themselves opportunities discovered through corporate property, information, or position.

2. Protection and Proper Use of Company Assets

Company assets must be used only for legitimate business purposes. Employees are responsible for preventing:

  • Theft
  • Waste
  • Misuse of company resources

Examples of Assets

  • Office equipment (telephones, computers, printers, etc.)
  • Software and trade secrets
  • Confidential information

If theft or misuse is suspected, it must be reported to a manager.

3. Confidentiality and Personal Data Privacy

Employees must protect proprietary and confidential information regarding:

  • The Company’s business
  • Clients
  • Suppliers

Employees are required to:

  • Keep information confidential, during and after employment
  • Not disclose or communicate confidential data unless authorized

Personal Data Privacy

Employees must ensure the confidentiality of:

  • Non-public personal information about customers, potential customers, and Employees.

Disclosure is strictly prohibited unless explicitly authorized by Company management.


III. Anti-Bribery Policy

1. Anti-Bribery Law

International anti-bribery laws prohibit:

  • Accepting bribes
  • Bribing others to gain or retain a business advantage
  • Bribing government officials

A bribe can include:

  • Cash payments
  • Gifts
  • Discounts
  • Travel reimbursement

2. Prohibited Payments

Employees must not:

  • Make or offer improper payments to government officials
  • Engage in facilitation payments, even if locally permitted
  • Accept bribes in any form

3. Exceptions

Certain routine government payments and bona fide business expenditures may be permissible under international anti-bribery laws.
For clarification, Employees must consult the Company’s legal department before making any such payment.

4. Gifts, Entertainment, and Hospitality

These are acceptable only if:

  • They are reasonable in value
  • They occur infrequently
  • They have a legitimate business purpose

Special care is required when dealing with government officials.

Red Flags to Watch For

  • Unusual Payment Requests: Payments to unknown bank accounts or in excess of required amounts.
  • High Commissions: Commissions not aligned with services provided.
  • Lack of Transparency: Vague invoices, reluctance to share records.


IV. General Terms

1. Accounting & Record Keeping

All financial transactions must:

  • Be recorded accurately
  • Follow accepted accounting standards
  • Prevent off-the-books transactions

Employees must not:

  • Establish undisclosed accounts
  • Make false or misleading financial entries

2. Internal Reporting & Whistleblowing

Employees must report any misconduct, including:

  • Bribery
  • Corruption
  • Unethical conduct

Reports should be directed to:

  • The Audit Committee
  • The Company’s legal department

The Company will not retaliate against Employees who report concerns in good faith.

3. Corporate Communications

Only designated Employees may discuss company matters with:

  • The news media
  • Securities analysts
  • Investors

All inquiries from regulatory authorities must be referred to management.

4. Health, Safety, and Environmental Protection

The Company is committed to:

  • Ensuring workplace safety
  • Following environmental laws
  • Reducing environmental impact

Suspected violations must be reported immediately.