AML POLICY OF METTMANN PUBLIC COMPANY LIMITED

   1.   ROLE OF AML OFFICER

The appointed AML officer will monitor and assess the correct and effective implementation of the current policy and will provide advice and guidance to the employees of the Company on subjects related to Money Laundering and Terrorist Financing.

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   2.   IDENTIFICATION OF RISKS

Mettmann must be reasonably satisfied as to the identity of the potential Business Partners, Investors, Shareholders, or other counterparties which shall be involved in any business relationship or new transaction (hereinafter for the purpose of this AML Policy the “Parties”) and satisfactory evidence of identity must be obtained and retained.

In cases where the operation or proposed transactions of the Company are relatively simple and not involving third parties, then the Company shall apply such procedures which may consider sufficient for the particular transaction.

Further, the AML Officer shall monitor and evaluate, on an on-going basis, the effectiveness of the measures and procedures.

Such measures include:

• identifying and assessing the Money Laundering (hereinafter “ML”) and Terrorist Financing (hereinafter “TF”) risks deriving from particular counterparties, financial instruments, services, and geographical areas of operation of its counterparties business;

• managing and mitigating the assessed risks by the application of appropriate and effective measures, procedures and controls;

• continuous monitoring and improvements in the effective operation of the policies, procedures and controls.

 

   3.   RISK-BASED APPROACH

The risk-based approach adopted by the Company, and described in the AML Policy, involves specific measures and procedures in assessing the most effective and appropriate way to identify and manage the ML and TF risks faced by the Company.

The Company applies appropriate measures and procedures, on risk-based approach, to focus its effort in those areas where the risk of ML and TF appears to be higher. In addition, the Company’s resources are invested and applied where they are most required and the risk-based approach assists the Company to understand where exposure to ML and TF is derived from and to which area it should prioritize its efforts.

Risk-based approach involves specific measures and procedures such as:

1. Managing and mitigating the assessed risks by the application of appropriate and effective measures, procedures and controls;

2. Performing continuous monitoring and improvements in the effective operation of the policies, procedures and controls.

The AML Officer shall be responsible for reviewing the adequate implementation of a risk-based approach by the employees.

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   4.   RISK ASSESMENT

Mettmann takes appropriate steps to identify and assess the risks of ML and TF which faces, provided that such measures are proportionate to the nature and size of the transaction, taking into account risk factors related to:

• types of counterparties and/or its beneficial owners;

• types of services with the counterparties;

• type of business activities of the counterparties; and

• the countries and geographical locations of Mettmann’s counterparties operations.

The following, inter alia, are sources of risks which Mettmann may face with respect to Money Laundering and Terrorist Financing:

• unusual or excessive complexity of ownership structure of legal persons,

• companies that have nominee shareholders or companies with bearer shares,

• companies incorporated in offshore centers,

• Politically Exposed Persons (hereinafter as “PEP”),

• parties engaged in transactions which involves significant amounts of cash,

• parties that are residents in countries of higher risk,

• situations where the origin of wealth and/or source of funds cannot be easily verified,

• unwillingness of counterparties to provide information on the Beneficial Owners of a legal person,

• services that allow payments to/from unknown or un-associated third persons/parties,

• products or transactions which may favor anonymity (virtual or crypto-currencies),

• non-face-to-face business relationships or transactions,

• counterparties suddenly changing the settlement location without rationale,

• countries not having adequate Anti-Money Laundering/Countering the Financing of Terrorism systems,

• countries subject to sanctions issued by the United Nations or the European Union

 

   5.   CATEGORISATION CRITERIA

Low Risk

Low Risk presents the baseline risk of ML and includes risk factors of potentially lower risk situations.

The Company may apply simplified due diligence procedures in case where the proposed professional relationship with the Party or the transaction is of low risk.

The Company shall gather adequate information in order to be able to conclude that the professional relationship or transaction is indeed of low risk.

The following is a non-exhaustive list of factors and types of evidence of potentially lower risk (as per Annex II of the AML/CFT Law):

• Third countries having effective AML/CFT systems

• Member States of the European Union

• Public companies listed on a stock exchange and subject to disclosure requirements, which impose requirements to ensure adequate transparency of beneficial owners

Medium Risk

Medium Risk presents the expected risk of ML where normal rules apply. Normal Due Diligence measures and procedures apply to identify and verify a party classified as medium risk.

High Risk

The Company Personnel shall consider the list of factors and types of evidence of potentially higher risk of money laundering and terrorist financing, that need to be examined, in order for the AML Officer to decide if the other party will be categorized as high-risk.

In the following types/cases there is potentially higher risk of Money Laundering and Terrorist Financing:

• residents of high risk third-countries;

• identified by credible sources, such as mutual evaluations, detailed assessment reports or published follow-up reports, as not having effective AML/CFT systems;

• identified by credible sources as having significant levels of corruption or other criminal activity;

• subject to sanctions, embargos or similar measures issued by, for example, the European Union or United Nations;

• providing funding or support terrorist activities, or that have designated terrorist organizations operating within their country;

• non-face-to-face business with the other parties, without certain safeguards, such as electronic signatures;

• use of complex business structures such as trusts or similar legal settlements

• transactions or business relationships with a PEP.

Mettmann, if possible, shall conduct face-to-face meeting with the high-risk counterparties before accepting them or continuing the business relationship.

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   6.   COUNTERPARTY DUE DILIGENCE (CDD)

Consistent with the risk-based approach, Mettmann will, before the establishment of a business relationship or the carrying-out of a transaction, as part of all due diligence measures that are applied to such business relationship or transaction, applies enhanced due diligence measures before entering into any new business relationship or before to carrying out an occasional transaction in order to ascertain and verify the identity of the Party and the beneficial owners and controllers of a business.

Natural Person

The identity of a natural person comprises his name and all other names used, the date of birth, the current residential permanent address and any other addresses at which the person can be located. Further information like his source and size of wealth, signature, his profession or occupation and any other relevant information should also be obtained if judged necessary to perform all obligations under the Law, always in accordance with the provision of the Law on the Protection of Natural Persons Against Personal Data Processing and the Free Movement of Such Data of 2018 (L.125(I)/2018) (“the Personal Data Protection Law”).

Legal Persons

Mettmann identifies and takes reasonable measures to ascertain the ownership and control structure, identifies the beneficial owners of the client and documents their findings in a diligent manner. Additionally, enquiries are made to verify that the legal entity exists for a legitimate trading or economic purpose and that the controlling persons can be identified. Additionally, the Company takes all necessary measure to identify the directors, partners, persons with significant control and beneficial shareholders of each legal entity, in line with the requirements for natural persons.

Additional measures for business relationships and/or transactions may comprise the following:

1. Looking for additional independent, reliable sources to verify information, including identity information;

2. Detailed examination of the background and purpose of the business relationship other associates and relevant counterparties to understand better the background, ownership and financial situation of the Party;

3. Take adequate measures to establish the size and the source of wealth and source of funds

Mettmann applies due diligence measures and identification procedures, but may determine the extent of such measures on a risk sensitive basis depending on the purpose of the business relationship or the size of transactions undertaken.

Employees should carry out scheduled or routine due diligence updates on a risk sensitive basis. Thus, the higher the risk the more frequent the scheduled due diligence update should take place.

   7.   MONITORING

The AML Officer shall be responsible for the development of the policies, procedures and controls on a risk-based approach. Company Personnel shall be responsible for the implementation of the policies, procedures and controls on a risk-based approach.

Company Personnel will report to the AML Officer any transaction that they know or suspect or have reasonable grounds to suspect to be related to money laundering.

Further, the AML Officer shall monitor and evaluate, on an on-going basis, the effectiveness of the measures and procedures of this AML Policy.

If you have any questions about this AML Policy you should contact the aml@mettmann.biz.