Risk & Compliance Framework

1. Risk Management Framework

1.1 Risk Management Objectives
The Company’s risk management framework is designed to:

• Enable disciplined risk-taking aligned with strategic and commercial objectives.
• Protect the Company’s capital, liquidity, and long-term sustainability.
• Minimise the likelihood and impact of financial loss, operational disruption, regulatory breach, or reputational damage.
• Ensure risk considerations are embedded into decision-making at all levels of the organisation.
• Promote a consistent, transparent, and proactive risk culture across global operations.

1.2 Risk Appetite & Tolerance
The Company maintains a Board-approved Risk Appetite Statement defining the nature and level of risk it is willing to accept.

Risk appetite is expressed through qualitative principles and quantitative limits.

Risk tolerance thresholds are set for material risk types and embedded into:

• Trading limits and mandates
• Credit and counterparty exposure limits
• Liquidity buffers
• Operational loss tolerances

Breaches or near-breaches of risk appetite are escalated promptly and subject to review and corrective action.

1.3 Risk Identification
The Company identifies risks through a combination of:

• Ongoing review of trading activities, markets, and supply chains.
• Assessment of new products, commodities, geographies, and counterparties prior to approval.
• Periodic risk assessments conducted by management and control functions.
• Incident analysis, near-miss reporting, and audit findings.
• Monitoring of external factors including geopolitical developments, regulatory change, and market volatility.

Key risk categories include, but are not limited to:

• Market Risk – exposure to price movements, volatility, basis risk, and currency fluctuations.
• Credit Risk – counterparty default risk and settlement risk.
• Liquidity Risk – inability to meet financial obligations as they fall due.
• Operational Risk – failures in processes, systems, people, or external events.
• Legal & Regulatory Risk – non-compliance with applicable laws or contractual obligations.
• Reputational Risk – adverse perception by stakeholders.
• ESG Risk – environmental, social, and governance-related impacts.

1.4 Risk Assessment & Measurement
Identified risks are assessed based on likelihood, severity, and potential financial and non-financial impact.

Quantitative measures are applied where appropriate, including exposure limits, stress scenarios, and sensitivity analysis.

Qualitative assessments are used for risks that cannot be reliably quantified.

Scenario analysis considers extreme but plausible events, including market shocks, supply disruptions, and geopolitical events.

Risk assessments are reviewed periodically and updated in response to material changes.

1.5 Risk Mitigation & Controls
Risk mitigation measures may include:

• Trading mandates and position limits aligned with risk appetite.
• Credit exposure limits, collateral requirements, and margining arrangements.
• Hedging strategies to reduce price, currency, or basis risk.
• Contractual protections, including force majeure, termination, and security provisions.
• Segregation of duties between front, middle, and back office functions.
• System controls, approvals, and reconciliations to reduce operational risk.

Controls are proportionate to the nature, scale, and complexity of the underlying risk.

1.6 Risk Monitoring & Reporting
Key risk indicators (KRIs) are monitored on an ongoing basis.

Risk exposures and limit utilisation are reported to senior management regularly.

Material risk issues, breaches, or emerging risks are escalated promptly.

Periodic risk reports are provided to the Board to support oversight and decision-making.

Risk incidents are documented, investigated, and subject to remediation.

2. Compliance & Governance Framework

2.1 Compliance Objectives
The Company’s compliance framework seeks to:

• Ensure compliance with all applicable laws, regulations, and contractual obligations.
• Prevent, detect, and respond to misconduct, financial crime, and regulatory breaches.
• Maintain high standards of integrity, transparency, and ethical behaviour.
• Protect the Company from legal, financial, and reputational harm.

2.2 Regulatory Compliance
The Company monitors and complies with applicable regulatory requirements across its jurisdictions, including:

• Anti-Money Laundering (AML) and Counter-Terrorist Financing (CTF) regulations.
• Economic sanctions and export control regimes.
• Market conduct, anti-manipulation, and anti-fraud requirements.
• Competition and antitrust laws.
• Environmental, health, safety, and sustainability regulations.
• Data protection and privacy laws.

Regulatory obligations are mapped, monitored, and embedded into internal controls.

2.3 Policies & Standards
The Company maintains a suite of documented policies that support this framework, including:

• Code of Conduct.
• AML, Sanctions, and Financial Crime Policy.
• Market Conduct and Trading Ethics Policy.
• Conflicts of Interest Policy.
• Gifts, Hospitality, and Anti-Bribery Policy.
• Whistleblowing Policy.

Policies are reviewed periodically and communicated to relevant personnel.

2.4 Governance Structure
The Board retains ultimate accountability for risk and compliance oversight.

Senior Management is responsible for implementation and operational effectiveness.

A designated Compliance Officer oversees regulatory compliance and reporting.

Clear roles, responsibilities, and reporting lines are defined.

Independent challenge is provided through compliance monitoring and audit activity.

2.5 Training & Awareness
Mandatory risk and compliance training is provided to all employees.

Training content is tailored to role-specific risk exposure.

Additional training is delivered to high-risk functions such as trading, onboarding, and finance.

Training completion is monitored and documented.

Ongoing awareness initiatives reinforce compliance culture.

2.6 Monitoring, Audit & Breach Management

Compliance monitoring is conducted on a risk-based basis.

Independent audits assess the effectiveness of controls.
Suspected or confirmed breaches are investigated promptly.

Corrective actions are tracked to completion.
Material issues are escalated to senior management and the Board.

3. Counterparty Due Diligence Framework

3.1 Due Diligence Objectives
The Company conducts counterparty due diligence to:

• Understand who it is doing business with and how they operate.
• Identify and mitigate financial, legal, regulatory, and reputational risk.
• Prevent involvement in financial crime, sanctions breaches, or unethical practices.
• Support informed credit and commercial decision-making.

3.2 Scope of Counterparty Due Diligence
Due diligence applies to:

• Customers and suppliers.
• Trading counterparties.
• Brokers, agents, and intermediaries.
• Joint venture and strategic partners.
• Logistics providers and other key third parties.

3.3 Risk-Based Approach
Counterparties are assessed and risk-rated based on factors including:

• Jurisdiction and geographic exposure.
• Ownership and control structure.
• Nature of products and services.
• Transaction size and complexity.
• ESG and reputational considerations.
• Due diligence depth is proportionate to the assessed risk.

Enhanced due diligence is applied to higher-risk relationships.

3.4 Due Diligence Components
Due diligence may include:

• Verification of legal existence and corporate structure.
• Identification and verification of beneficial owners.
• Sanctions, watchlist, and politically exposed person (PEP) screening.
• Financial standing and creditworthiness assessment.
• Adverse media and reputational screening.
• ESG, human rights, and ethical conduct considerations.

3.5 Approval & Onboarding
Counterparties must be approved before trading or contracting.

Approval levels are aligned with risk classification.

High-risk counterparties require senior management approval.

Due diligence findings and approvals are documented and retained.

3.6 Ongoing Monitoring
Counterparty relationships are subject to periodic review.
Sanctions and adverse media screening is conducted on an ongoing basis.

Trigger events (e.g. ownership changes, jurisdictional risk changes) prompt reassessment.

Relationships may be restricted, suspended, or terminated if risk becomes unacceptable.

1. Code of Conduct

1.1 Purpose
The Code of Conduct sets out the standards of behaviour and ethical principles expected of all employees, officers, directors, and representatives of the Company.

1.2 Scope
This policy applies to all business activities and all individuals acting on behalf of the Company globally.

1.3 Core Principles
All covered persons must:

• Act with integrity, honesty, and professionalism at all times.
• Comply with applicable laws, regulations, and internal policies.
• Avoid conduct that could damage the Company’s reputation.
• Treat colleagues, counterparties, and stakeholders with respect.
• Speak up about concerns or misconduct without fear of retaliation.

1.4 Responsibility & Accountability
Individuals are responsible for understanding and complying with this Code.

Breaches may result in disciplinary action, including termination.

2. AML, Sanctions, and Financial Crime Policy

2.1 Purpose
This policy establishes the Company’s commitment to preventing money laundering, terrorist financing, sanctions breaches, fraud, bribery, and other financial crimes.

2.2 Scope
Applies to all business activities, counterparties, transactions, and employees globally.

2.3 Financial Crime Risks
The Company seeks to mitigate risks relating to:

• Money laundering and terrorist financing.
• Economic sanctions and export control violations.
• Fraud, bribery, and corruption.
• Tax evasion facilitation.

2.4 Key Controls
The Company implements:

• Risk-based customer and counterparty due diligence.
• Sanctions and watchlist screening.
• Transaction monitoring and red-flag identification.
• Record keeping in line with legal requirements.

2.5 Reporting & Escalation
Suspicious activity must be reported promptly to Compliance.

Transactions may be delayed, blocked, or rejected where required.

3. Market Conduct and Trading Ethics Policy

3.1 Purpose
This policy promotes fair, transparent, and ethical trading practices across all commodity markets in which the Company operates.

3.2 Scope
Applies to all trading activities, traders, and employees involved in market-facing roles.

3.3 Market Conduct Standards
The Company prohibits:

• Market manipulation or abusive trading practices.
• Misuse of inside or confidential information.
• False or misleading communications.
• Collusion or anti-competitive behaviour.

3.4 Information Handling
Confidential and market-sensitive information must be protected.

Information barriers must be respected where applicable.

3.5 Oversight
Trading activity is monitored for unusual or suspicious behaviour.

Breaches may result in disciplinary and regulatory action.

4. Conflicts of Interest Policy

4.1 Purpose
This policy ensures conflicts of interest are identified, disclosed, and managed appropriately.

4.2 Definition
A conflict arises where personal, financial, or other interests interfere, or appear to interfere, with the Company’s interests.

4.3 Common Conflict Scenarios

• Personal financial interests in counterparties.
• Outside business activities.
• Family or close personal relationships.
• Gifts or benefits influencing decisions.

4.4 Disclosure & Management
Conflicts must be disclosed promptly.

Appropriate mitigation measures are applied, including recusal or role adjustment.

4.5 Record Keeping
Conflicts are recorded and reviewed periodically.

5. Gifts, Hospitality, and Anti-Bribery Policy

5.1 Purpose
This policy prevents bribery, corruption, and undue influence in business dealings.

5.2 Scope
Applies to all employees and third parties acting on the Company’s behalf.

5.3 General Principles
Bribery and corruption are strictly prohibited.

Gifts and hospitality must be reasonable, proportionate, and transparent.

Cash or cash-equivalent gifts are prohibited.

5.4 Approval & Recording
Gifts and hospitality above defined thresholds require approval.

All gifts and hospitality must be recorded.

5.5 Third Parties
Agents and intermediaries must adhere to equivalent standards.

Due diligence is conducted on high-risk third parties.

6. Whistleblowing Policy

6.1 Purpose
This policy encourages the reporting of concerns and protects individuals who speak up in good faith.

6.2 Reportable Concerns
Concerns may include:

• Legal or regulatory breaches.
• Financial crime or misconduct.
• Ethical violations.
• Health, safety, or environmental risks.

6.3 Reporting Channels
Reports may be made to management, Compliance, or via confidential channels.

Reports can be made anonymously where permitted by law.

6.4 Protection from Retaliation
Retaliation against whistleblowers is prohibited.
Retaliation will result in disciplinary action.

6.5 Investigation & Outcome
Reports are assessed and investigated promptly.

Appropriate action is taken where concerns are substantiated.