Part 1 – How We Use the Code of Conduct

Why we have a Code of Conduct

Okapi Logistique’s Code of Conduct is designed to clearly state the way we conduct ourselves in business with our internal and external stakeholders.

This Code of Conduct acts as guidance for all employees. It includes our policies and Ovalues and is a map to assist us along the path to be the ‘Fair Choice in Logistic Services'. The Code is supported by more detailed policies, standards, procedures and guidelines which are referred to in the Code and are available on Okapi Logistique's website.

Employees’ questions regarding the Code of Conduct should be directed to their manager in the first instance.

Who the Code of Conduct applies to

This Code of Conduct is for everyone who works for Okapi Logistique. It, therefore, applies to all managers, officers, employees, contractors, consultants and third parties who work for, or with, the Company. Where Okapi Logistique has relationships with suppliers, clients and joint ventures we encourage them to observe the practices, guidelines, and protocols of the Code of Conduct.

Observance of the Code of Conduct

Okapi Logistique endeavors to make the Code of Conduct accessible to all employees, contractors, consultants, clients, and stakeholders. It is therefore available in printed and electronic formats and has been translated into swahili and French. It is also on Okapi Logistique’s internet and intranet.

Okapi Logistique's management will strive to ensure that the Code of Conduct is observed in both word and spirit by all who represent the Company.

Protection of Okapi Logistique’s Interests

Okapi Logistique's employees must conduct themselves with honesty and integrity beyond the test of legal legitimacy. They must avoid actions that compromise Okapi Logistique's legitimate interests or objectives.

Breaches of Conduct

It is every employee’s responsibility to report to their manager any breach of the Code of Conduct or any matter of serious concern. Employees who report incidents of misconduct will be granted the full protection of the Board of Okapi Logistique.

It is mandatory that any breach of the Code involving collusion, dishonesty or misuse of Company funds, assets or information (including the suppression of information) be reported immediately. If an employee feels unable to discuss a breach with their immediate manager or is unhappy with their manager’s response, then it can be raised with the Company Secretary or reported through Okapi Logistique's Speak Out Service. Any employee who reports a breach will be advised of the outcome of that matter. All other matters or inquiries relating to the Code, its meaning and operation, should be directed initially to his or her manager.

Speak Out Service

At Okapi Logistique we understand that on becoming aware of a breach of conduct, not all employees may feel comfortable discussing that misconduct publicly because of concerns about potential repercussions. We ensure that our employees are provided with various mechanisms to resolve any concerns arising from their employment.

To this end, the Speak Out Service is a confidential and anonymous way for all Okapi Logistique employees, contractors, consultants, clients and suppliers to report or raise concerns about misconduct at work through an independent externally operated body. The Service is available 24 hours a day, 7 days a week and employees, contractors, clients, consultants, and suppliers can contact the Service email, letter or call on an anonymous basis.

By offering this Service, Okapi Logistique is fostering an environment that affords appropriate protection from fear of retribution for those who wish to make a disclosure or air a concern.

• Supporting documents (Pending Approval in ISO 28000): Fair Treatment Procedure, Resolving Workplace Behavior Complaints Procedure, Speak Out Standard and Performance Improvement Procedure.

Part 2 - How We Engage With Each Other At Work

Safety

The safety of our employees, contractors, clients, and visitors is paramount. Our target is to achieve zero injuries in the workplace by continuing to develop a culture of safe behavior inside and outside of the workplace. Our goal is for all employees, contractors, clients, and visitors to return home in the same safe condition as they arrived at work.

We operate in accordance with our safety management system and provide effective training and the right equipment to enable people to work safely. We comply with all relevant legislation.

• Supporting document (Pending Approval in ISO 28000): Safety and Health Policy Health

The health and wellbeing of our employees are of paramount importance. We are committed to ensuring that there are no occupational health issues in the workplace. We have implemented a variety of health management systems and promote a healthy work-life balance. We comply with all relevant legislation.

• Supporting document (Pending Approval in ISO 28000): Safety and Health Policy Drug and Alcohol Use

We do not condone the use of substances that may impair the ability to function effectively in our work environment or which could put at risk the health and safety of ourselves or those around us.

• Supporting document (Pending Approval in ISO 28000): Safety and Health Policy Employee Relations

Our relationship with employees is built on mutual trust, and respect for the dignity and worth of each individual and we strive to maintain a direct, honest and open relationship with all our employees.

Okapi Logistique supports a culture where all employees are confident to raise any concerns regarding any matter related to their employment directly with their immediate manager.

Okapi Logistique recognizes that employees have the right to belong, or not to belong, to an employee organization. We comply with all applicable laws aimed at protecting freedom of association at the workplace. The Company will deal with employee organizations in accordance with the Employee Organizations Standard.

• Supporting documents (Pending Approval in ISO 28000): Diversity Policy, High- Performance Policy, and Employee Organizations Standard

Professional Behaviour

We strive to have a workplace where employees treat each other with dignity, respect, and consideration at all times. We do not condone unprofessional behavior. We do not tolerate behavior that can be perceived as bullying or a form of intimidation nor do we tolerate sexual or workplace harassment.

• Supporting documents (Pending Approval in ISO 28000): Information Technology and Information Management Policy and Workplace Behaviour Standard

Diversity

We encourage the development of an inclusive and diverse workforce. We benefit from bringing together talented people of different gender, age, ethnicity and cultural backgrounds who possess a diverse range of experiences and perspectives. This helps create an environment that supports Okapi Logistique to achieve its potential in a global market.

• Supporting document (Pending Approval in ISO 28000): Diversity Policy International Employees

Okapi Logistique is committed to be a valuable contributor to the social and economic fabric in each of the jurisdictions in which we operate. The effective implementation of our International Employment Policy is a vital part of that contribution and we will work towards achieving the goals set out in the Policy within a meaningful timeframe.

The Company’s goal is to have our international operations staffed by people from the country where the operation is located.

• Supporting documents (Pending Approval in ISO 28000): International Employees Policy and International Mobility Standard

Part 3 - How We Engage with Our Communities

Local Communities

Our goal is to be the ‘Fair Choice in Logistic Services' for the communities where we operate. We respect their cultural values, traditions, and beliefs. Our aim is to have an open and honest long-term partnership with those communities in which we operate that will be mutually beneficial during Okapi Logistique's presence and beyond.

We will adhere to the laws and regulations of the countries in which we operate and apply sound internationally recognized principles and practices in all related fields of work with those communities.

• Supporting document (Pending Approval in ISO 28000): Communities Policy Environment

We are committed to achieving excellence in the standard of environmental performance in all our business activities and we continuously strive to improve our overall environmental performance. This includes identifying opportunities for the efficient use of fuels, energy, and water, minimizing waste, contributing to the conservation of biodiversity and applying the sound practice to land use planning and rehabilitation.

We will work with clients concerned, government, traditional owners and local residents to identify and address relevant environmental issues associated with our activities. As a minimum standard, we will comply with all relevant environmental laws and regulations in the country where the operation is located.

• Supporting document (Pending Approval in ISO 28000): Environmental Policy Government

Maintaining a sound professional relationship with all levels of government is an essential part of our ability to do business. We are committed to working with all levels of government and their agencies and employees in an honest, transparent and ethical manner. This does not mean that we necessarily agree with the policies or condone all aspects of the conduct of the government of the countries in which we operate.

Where our employees are engaged in dialogue with the government, those individuals must comply with all relevant laws and regulations relating to such relationships.

Terms and conditions of the arrangement with the government must be accurately documented and careful consideration must be given to the appropriateness of entering into such arrangements and the alternatives available.

Political Contributions and Activities

We do not make cash or in-kind contributions to political parties or contribute to political fund-raising activities. This applies equally in all jurisdictions in which Okapi Logistique operates or is contemplating a future presence.

We do recognize our employees’ rights to participate as individuals in the political process and in their own right.

• Supporting document (Pending Approval in ISO 28000): Donations Policy Donations and Sponsorships

Okapi Logistique is committed to maintaining itself as a good corporate and community citizen. This includes maintaining donations and sponsorship programmes.

The donations programme has been established to provide support for the activities of selected not-for-profit organizations that work in the areas of improving health, wellbeing, training and education outcomes within the communities in which we operate.

Our sponsorship programme is designed to align with our values and to mutually benefit both parties. The sponsorship program is based on a clear mutual understanding of the purpose and ultimate objectives of both parties. We ensure that the involvement is transparent by implementing appropriate administrative frameworks and annual budgets.

• Supporting documents (Pending Approval in ISO 28000): Donations Policy and Sponsorship Policy

Part 4 - How We Do Business

Employees’ questions regarding any of the following aspects of how we do business should, in the first instance, be directed to their manager. The office of the Company Secretary is available to assist managers in the interpretation and application of the Code.

Conflict of Interest

As Okapi Logistique employees, we owe our first loyalty to Okapi Logistique. Employees wishing to serve as directors or collaborators of another organization must advise and seek approval from their immediate manager. Employees who are members of professional organizations must be conscious of their obligations to their employer Okapi Logistique as well as their obligations as members of those professional organizations.

Bribery and Corruption

Activities involving bribery, corruption, payment of secret commissions and exercise of improper influence are strictly prohibited at Okapi Logistique. This policy applies in all the jurisdictions in which we operate and applies to both public officials and private organizations and individuals.

Bribery is defined as giving or offering a benefit (either cash or in-kind) to a private individual or organization or to a public official or representative where it is not legitimately due and the intention is to influence the relevant person or organization.

Secret commissions are defined as a payment by Okapi Logistique of undisclosed commissions to third-party agents to influence them in their dealings with the parties they represent or for which they act.

Regulated activities include facilitation payments and gifts and entertainment.

Facilitation payments are legitimate legally sanctioned payments made to government officials to expedite or to secure performance for routine government acts. These payments must be legally sanctioned and form a part of the relevant regulatory regime, for example, a “fast-track” visa. Appropriate records must be kept, the officially published fee structure must be paid and official receipts must be provided and retained.

Any be a modest and reasonable expenditure, for gifts and entertainment for public officials is not permitted. This expenditure could be interpreted attempting to gain improper or undue influence. At all times any expenditure must comply with relevant government codes and must not be unlawful in the country in which it is made and must be reported to an employee’s immediate manager.

In the event, an employee becomes aware of an actual or suspected situation which may lead to bribery or corruption it should be promptly reported to that employee’s manager and to the Company Secretary.

Employees must not seek, offer or accept any payments, gifts, benefits or entertainment beyond that which is considered as a normal and legitimate business practice. Any payment, gift, benefit or entertainment which could be perceived as a reward or encouragement for preferential treatment will be considered improper.

• Supporting documents (Pending Approval in ISO 28000): Corrupt Practices Policy and Gifts, Entertainment and Functions Standard

Gifts and Hospitality

Employees must not seek, offer or accept any payments, gifts, benefits or entertainment beyond that which is considered as normal and legitimate business practice. Any payment, gift, benefit or entertainment which could be perceived as a reward or encouragement for preferential treatment will be considered improper.

• Supporting documents (Pending Approval in ISO 28000): Corrupt Practices Policy and Gifts, Entertainment and Functions Standard

Insider trading is illegal, can lead to criminal prosecution and can also lead to civil penalties and compensation orders. Where employees have confidential information about Okapi Logistique, or other companies related to Okapi Logistique they must keep such information confidential and must not use this information for an individual’s financial or other personal benefit before it is made public.

Employees should make themselves aware of the Company’s Securities Dealing Policy including periods when trading or otherwise dealing in Okapi Logistique shares by themselves or any connected third parties is not permitted. Any questions should be directed in the first instance to the Company Secretary.

• Supporting document (Pending Approval in ISO 28000):: Securities Dealing Policy Dealing with Third Parties/Suppliers

We are committed to achieving excellence in all our business activities which includes our dealings with third parties, customers and suppliers. Third parties often play a role in representing the Company and can impact on our corporate reputation. Care must, therefore, be taken in determining the appropriate individuals or organizations when engaging third parties to work with and for the Company. Third parties must also be made aware of and required to comply with Okapi Logistique’s Code of Conduct when engaged in Okapi Logistique work.

Employees, clients and suppliers must maintain the highest level of ethical behavior and standards in all supply chain activities. In dealing with suppliers or customers, we will establish business dealings and agreements that are open, fair and satisfactory to both Okapi Logistique and the customer or supplier. Confidentiality will be maintained overpricing and any other proprietary information relevant to the Company and its customers and suppliers.

• Supporting document (Pending Approval in ISO 28000): Supply and Client Policy

Part 5 – How We Use Okapi Logistique Resources

Accuracy in Company Records and Reports

The accuracy, use, and handling of information are critical to Okapi Logistique’s integrity and reputation. Employees must ensure that information is recorded by them honestly and accurately and that all Company records are accurate and do not give a false view of the state of our business. All information must comply with Okapi Logistique’s own internal process as well as all relevant financial, legal and regulatory requirements. This information must be made known to relevant managers so the Company can meet its obligation to keep the market fully informed about its activities.

• Supporting documents (Pending Approval in ISO 28000): Customer Results, Logistics' Resources Reporting Policy and Continuous Disclosure Policy

Electronic Information

Internet and email access are provided for business purposes to some employees, acknowledging that a reasonable amount of personal use is permitted. Strict guidelines are in place as to what is designated as inappropriate use of these resources including access or downloading pornographic material, access or downloading defamatory, obscene or offensive material, online gambling and violating or attempting to violate any law.

• Supporting documents (Pending Approval in ISO 28000): Information Technology and Information Management Policy and Workplace Behavior Standard

Property

All Okapi Logistique financial assets and physical property should only be used for the benefit of the Company. Employees of Okapi Logistique have a responsibility to protect these resources at all times and not use those resources for personal gain or alter, destroy or dispose of those resources without prior approval and authorization or remove or use those resources without prior approval and authorization.

External Communications

Okapi Logistique must comply with all rules and regulations regarding the continuous disclosure of relevant information in the marketplace in a timely, accurate, consistent and complete manner.

All information that is sent out externally to the media, investor relations stakeholders, shareholders, and regulatory bodies must be approved by the appropriate manager. Public statements must only be made by those within the Company who are authorized spokespersons. If an individual is approached by the media, they must direct the inquiry to Media Relations. Employees must not present personal views as those of Okapi Logistique in any media, including social media.

• Supporting documents (Pending Approval in ISO 28000): Media Policy, Public Announcements, Investor Relations, and External Communications Policy and Continuous Disclosure Policy.

Intellectual Property

Intellectual property can take several forms including patents, copyrights, trademarks, industrial designs, specialist know-how and trade secrets. Okapi Logistique’s intellectual property is an important and valuable asset for the Company. Protocols and processes are in place for the use and protection of this information and these must be followed. It is essential that Okapi Logistique’s intellectual property is protected and not released to those who are not legitimately entitled to that information. Individuals who are not employed by Okapi Logistique, but will have access to this information, are required to sign a confidentiality agreement. External parties are not permitted to use Okapi Logistique's brand without approval.

We must also consider the intellectual property of other companies, organizations, suppliers, and customers and must consider the implications of copying or distributing their written or electronic resources.

• Supporting document (Pending Approval in ISO 28000): Information Technology and Information Management Policy.

Confidential Information

We value the importance of protecting both the Company’s and other individual or companies’ confidential information. When working with confidential information, employees must ensure that any papers or files are stored properly and not readily visible to or accessible by unauthorized persons. Employees should exercise due care in their conversation outside Okapi Logistique and never use this confidential information or other Company resources for private purposes.

• Supporting document (Pending Approval in ISO 28000): Information Technology and Information Management Policy.

Data Privacy

At Okapi Logistique a variety of information that could be described as “personal information” about employees, suppliers, customers, current and former shareholders and directors is collected for business purposes. We use the data correctly and appropriately, always respecting the privacy of those that have had their information collected. The relevant laws and regulations pertaining to the protection of this personal data must be observed at all times.

• Supporting document (Pending Approval in ISO 28000): Information Technology and Information Management Policy

Code of Conduct OKAPI Logistique / Update April 2019