Whistleblowing Policy

NET2GRID is committed to maintaining the highest level of transparency, ethics and professional behavior, adopting a zero-tolerance approach towards illegal or governance-counter actions which

might negatively affect its reputation and credibility. In addition to the Harassment Policy and the respective procedure that NET2GRID implements, this paragraph sets the general principles and the operational framework through which NET2GRID receives, assesses and investigates reports alleging irregularities, omissions or offenses that come to the attention of its Employees, as well as Customers, Suppliers, or other stakeholders. The purpose of this Whistleblowing Policy (“Policy”) is to clarify the scope and operation of the whistleblowing scheme and the investigation process to internal and external stakeholders. Furthermore, the Policy intends to encourage the parties concerned to raise any serious concerns at the earliest opportunity and without hesitation.

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The necessity of a Whistleblowing Policy is introduced by the Directive (EE) 2019/1937 and the respective national legislation in the jurisdictions that NET2GRID is present (the Directive is transposed in the Greek legislation by virtue of the Law no 4990/2022 and in the Netherlands with the Whistleblower Protection Act of 24 January 2023).

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The whistleblowing process is meant to alert NET2GRID about serious risks affecting individuals, our company, the society or the environment. Whistleblowing can be used to report suspicions for serious irregularities or malpractices and cases that should be reported include:

• Infringements of laws and regulations on accounting, auditing matters, banking and financial crime or anti-bribery laws, such as misappropriation of NET2GRID or clients’ assets

• Infringements of public procurement, EU competition rules and acts that breach corporate tax rules

• Violations in the areas of privacy and personal data protection, as well as network and information systems security

• Serious improprieties concerning our Company’s or network’s vital interests or the life or health of individuals or the protection of personal data, including risks to the public, as for instance serious environmental crimes or non-compliance with health and safety rules

• Serious forms of discrimination or harassment, such as verbal or physical disrespect of a person

because of his/her origin, religion, sexual orientation, special condition or otherwise

• Infringement of our Anti Bribery Policy, Code of Conduct, or the laws and regulations that are applicable to our company or the profession of our staff

• Acts that may constitute fraud and/or corruption

• Violations of the applicable anti-money laundering legislation, such as non-compliance with customer due diligence measures or with reporting obligations.

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After receiving the Whistleblowing report, the process continues as follows:

• The Whistleblowing Team will determine whether the report is admissible or not. A report is not

admissible if one or more of the following applies:

• the alleged conduct does not fall into the scope of the Policy,

• the message has not been made in good faith or is malicious,

• there is insufficient information to allow for further investigation,

• the subject of the message has already been solved

• If the reported event(s) does not fall into the scope of the Whistleblowing Policy but of another policy of the company, the Whistleblowing Team directs the report to the competent person/team.

• The Team may escalate the case for the purpose of deciding upon the imposition of measures

• The RRMO will follow up on the reports, to communicate with the Whistleblower, and, if deemed necessary, to request further information and update on the progress of their report.

• Upon completion of the case, the assigned responsible Officer informs the Whistleblower of the decision taken on their report. A case shall be regarded as complete when a final decision has been resolved by the Whistleblowing Team, when its decision is to close the case, or, in any other case, when actions by the competent Team have been concluded.

• Feedback to the Whistleblower shall be provided by the RRMO no later than three (3) months from the acknowledgement of receipt of the report or, if no acknowledgement was sent, three (3) months from the expiry of the seven-day period after the report was submitted.

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The Whistleblower is encouraged to share any information known to him/her (such as adequate details on the event and the person(s) involved or present and documentation that could effectively verify the validity of the event reported) in order to facilitate the investigation. The Whistleblower may make a named or anonymous report by sending an email via email to confidentialcounselors@net2grid.com. NET2GRID secures his/hers anonymity throughout the whole process.

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The identity of the Whistleblower who reports serious wrongdoings or irregularities is treated with the utmost confidentiality and is not revealed except in certain exceptional circumstances, such as if the whistleblower authorizes such a disclosure, or if the whistleblower acts in bad faith and maliciously makes a false or unsubstantiated statement, or if this is required by any subsequent legal proceedings as required by union or national law, in the context of investigations by competent authorities or in the context of judicial proceedings, and where this is necessary to serve the purposes of this Policy or to safeguard the rights of defense of the person concerned. More specifically, in cases of alleged civil or criminal offenses the Whistleblower will be informed in writing in advance that his/her identity and other confidential information may need to be disclosed to judicial authorities during judicial proceedings unless such disclosure would undermine investigations or judicial proceedings. After being informed, the complainant has the right to submit written comments to the disclosing authority, which are not disclosed to anyone. Subject to considerations of the privacy of those against whom allegations have been made or any other persons mentioned in the report, and any other issues of confidentiality, a non-anonymous whistleblower will be kept informed of the outcome of the investigation.

 

NET2GRID commits to protect the stakeholders who submitted a report in good faith without abusing the Whistleblowing Policy against retaliation acts because of it. Deliberate reporting of false or malicious information is forbidden. However, abuse of the Whistleblowing Policy may result in action against the perpetrator of the abuse but also to criminal sanctions, under the applicable law.

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In the same manner, and subject to the following reservations, the person against whom an allegation has been made is protected and his/her identity is kept confidential throughout the investigation, in order to avoid any risk of stigmatization and victimization. As long as this does not hinder the investigation, the whistleblower shall be informed of the whistleblowing report and given a chance to respond to it. Particularly, the notification to the individual against whom an accusation has been made may be delayed in case there is a substantial risk that such notification would jeopardize the ability of our company to effectively investigate the allegation. This will apply on a case-by-case basis by taking into account the wider interests at stake.

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NET2GRID has appointed a Report Receiving and Monitoring Officer (RRMO)*. The RRMO, among

others, ensures the receipt of the report to the whistleblower within seven (7) working days of receipt and the provision of information to the Whistleblower on the action taken within a reasonable period of time, which shall not exceed three (3) months from the acknowledgement of receipt.

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Access to reports received is restricted to appointed individuals within NET2GRID who are given the authority to handle whistleblowing cases (“Whistleblowing Team”). The Whistleblowing Team

consists of x members of NET2GRID, one of which is the RRMO, acting in full confidentiality and integrity. Members of the Whistleblowing team have entered into a Confidentiality Agreement particularly with respect to the information they receive as members of the team. When needed, individuals who can add expertise, such as external lawyers, may be included in the investigation process, subject to their written commitment to confidentiality. In addition, when needed for investigation purposes, the case may be escalated or delegated and specific persons within our company may be informed or involved in the process. In order to secure objectivity and integrity, in case the person named in the whistleblowing report coincides with one of the whistleblowing team members, this conflict is immediately flagged and the person named in the report is removed from the Whistleblowing Team for the specific report and is not involved in the investigation of the case. The rights of the Whistleblower and the person(s) named in the Whistleblowing report are protected also under the applicable personal data protection legislation. Any information relating to any other persons mentioned in the report will remain confidential, subject to any legal restrictions.

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The Whistleblowing Team for NET2GRID consists of: Anny Tentokalli (HR Manager RRMO), Cynthia van Helvoort (Office Manager), Jenny Tsatsani (HR Advisor).

 

*At the moment, the RRMO is appointed due to obligatory provisions of the Greek legislation to act in this capacity before the Greek authorities. Nevertheless, the RRMO is the person who monitors the implementation of the policy and bears the duties for managing the reporting process as designated by the applicable law. The reporting policy is thus available to whistleblowers residing in any jurisdiction where NET2GRID has presence, and they may follow this Whistleblowing process.

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