SMTTR Compliance & Ethics Program

Company: Standard Matter LLC ("SMTTR")
Applies to: All employees, officers, contractors, temporary workers, agents, distributors, and any third parties acting on SMTTR’s behalf.
Effective date: 09-11-2025
Owner: Compliance & Ethics Officer — Nikita Synov (Managing Director). Contact: compliance@smttr.com

Purpose. SMTTR is committed to operating with integrity, complying with all applicable laws and regulations, and competing fairly. This policy establishes our anti‑corruption, gifts & entertainment, third‑party due diligence, labor & human‑rights, reporting, and oversight standards.

1) Code of Conduct & Anti‑Corruption Policy

  • Zero tolerance for bribery and kickbacks. SMTTR prohibits offering, promising, giving, requesting, or accepting anything of value to obtain, retain, or direct business or to secure an improper advantage — whether with government officials or commercial/private recipients.

  • Scope of “anything of value.” Cash, cash equivalents (gift cards, credits), gifts, meals, travel, entertainment, hospitality, speaking fees, internships, donations, or favors.

  • Government officials. Includes employees of any government, agency, public international organization, political party or candidate, and state‑owned or state‑controlled enterprises. Additional restrictions apply (see §2).

  • Books & records. All transactions must be accurately recorded with no false or misleading entries. Off‑book accounts are prohibited.

  • Facilitation payments. Prohibited.

  • Political & charitable contributions. No political contributions, lobbying, or charitable donations on behalf of SMTTR without prior written approval from the Compliance & Ethics Officer (CEO). Donations may never be used to influence business.

  • Export controls & sanctions. SMTTR complies with U.S. trade laws (including OFAC, EAR) and will not transact with sanctioned parties or restricted destinations. When in doubt, escalate to Compliance.

Accountability. Violations may result in disciplinary action up to termination, termination of third‑party relationships, and referral to authorities.

2) Gifts, Hospitality, Travel & Entertainment (G&E)

Government recipients:

  • General rule: No gifts, hospitality, travel, entertainment, or anything of value to government officials. Exceptions require prior written approval from the Compliance & Ethics Officer and must be lawful, modest, and for legitimate business purposes (e.g., government‑mandated fees).

Commercial recipients (private sector):

  • Modest courtesy items are allowed up to US $100 per person per calendar year (aggregate), provided they are reasonable, infrequent, unrelated to active tenders, and not cash or cash equivalents.

  • Pre‑approval required for: any amount over $100, travel or lodging paid by SMTTR, or events that could appear improper.

  • Never provide or accept gifts where there is an expectation of favorable treatment.

Prohibited in all cases: cash or cash equivalents, lavish or indecent entertainment, any item that violates the recipient’s policy or local law.

Documentation: All approved G&E must be pre‑cleared (when required) and recorded with business purpose, attendees, date, and value.

3) Third‑Party Management & Due Diligence

Third parties (resellers, agents, consultants, introducers, distributors, logistics providers) pose heightened risk and must not be used to circumvent this policy.

Before engagement (risk‑based):

  1. Know‑Your‑Business‑Partner (KYBP) screening: sanctions/denied‑party checks (e.g., OFAC, BIS), politically exposed person (PEP) flags, adverse‑media search, beneficial ownership inquiry.

  2. Reputation & capability review: references or prior performance, business purpose, and compensation reasonableness.

  3. Contractual protections: written agreement with anti‑corruption, trade‑compliance, audit/right‑to‑terminate clauses and representation that the third party will comply with this policy, the FCPA, UK Bribery Act, and all applicable laws.

During engagement:

  • Accurate invoicing tied to legitimate, documented services. No vague descriptions.

  • Monitoring & renewal: periodic re‑screening at least annually (or sooner for higher‑risk partners).

SMTTR may refuse or terminate a relationship if a partner fails diligence or violates this policy.

4) Labor & Human‑Rights Standards (Supplier Code)

SMTTR prohibits and will not tolerate forced labor, slavery, human trafficking, or illegal child labor in its operations or supply chain.

Minimum standards for SMTTR and suppliers:

  • Voluntary employment; workers retain control of identity documents and freedom of movement.

  • No child labor; comply with minimum age laws and compulsory education.

  • No harassment, abuse, or discrimination; provide a safe, healthy workplace.

  • Fair compensation & working hours per applicable laws.

  • Freedom of association where legally permitted.

  • Environmental, health & safety compliance.

Violations must be reported immediately (see §6). SMTTR will remediate or terminate non‑compliant suppliers.

5) Conflicts of Interest

Personnel must avoid situations where personal interests conflict with SMTTR’s interests. Any potential conflict (e.g., outside employment with a supplier or customer; family ties in a procurement decision) must be disclosed in writing and pre‑approved by the Compliance & Ethics Officer.

6) Speak‑Up: Reporting Concerns & Non‑Retaliation

SMTTR encourages good‑faith reporting of suspected misconduct by employees, contractors, and business partners.

How to report:

Non‑retaliation. Retaliation against anyone who reports a concern or participates in an investigation is strictly prohibited. Allegations will be investigated promptly and confidentially to the extent possible.

7) Training & Communication

  • New hires receive this policy and must acknowledge it in writing.

  • Anti‑corruption and trade‑compliance training is provided to relevant roles (e.g., sales, purchasing, logistics) at onboarding and annually thereafter.

  • Updates are communicated promptly; current version is maintained on smttr.co/policies.

8) Risk Assessment, Monitoring & Audits

  • SMTTR conducts a periodic anti‑corruption risk assessment at least annually, and when entering new markets, products, or engaging high‑risk third parties.

  • We review gifts/hospitality logs, third‑party payments, discounts, credits, rebates, and other sensitive transactions.

  • Internal reviews or external audits may be conducted; findings will be tracked to remediation.

9) Recordkeeping & Retention

Maintain accurate records supporting compliance activities (diligence files, approvals, training logs, G&E registers) for at least 7 years or longer if required by law or contract.

10) Enforcement & Discipline

Violations of this policy or applicable law may result in disciplinary action up to and including termination, contract termination, restitution, and referral to enforcement authorities. Managers are responsible for enforcing this policy in their teams.

11) Responsibilities & Governance

  • Board/Ownership: overall oversight of ethics & compliance.

  • Compliance & Ethics Officer (CEO): maintains this policy; provides advice & approvals; oversees investigations, training, risk assessments, and third‑party program.

  • Managers: model expected conduct; ensure team completion of training; escalate issues.

  • All Personnel & Third Parties: read, understand, and comply with this policy; report concerns promptly.

12) Acknowledgement

All covered individuals must acknowledge that they have read, understood, and agree to comply with this policy. Electronic acknowledgement via SMTTR’s HR/ops system or email is acceptable.

Appendix A — Practical Do’s & Don’ts

Do

  • Log hospitality and obtain approvals when required; use SMTTR email for all business.

  • Use purchase orders and approved contracts; describe services precisely on invoices.

  • Screen third parties; ask questions about beneficial ownership and government ties.

  • Escalate red flags (unusual commissions, requests for cash, offshore accounts, government “connections”).

Don’t

  • Offer or accept cash, gift cards, kickbacks, or anything of value to win business.

  • Provide gifts or entertainment during an active bid/tender.

  • Hire or engage a third party suggested by a customer/government official without diligence and approval.

  • Ship or provide support to sanctioned parties or destinations.

This policy is reviewed at least annually. Questions may be directed to compliance@smttr.com.