1. Our Commitment

AiZEN provides access to professional expertise, research, consulting, artificial intelligence and business solutions.

Trust is fundamental to our business.

This Code of Conduct & Ethics (“Code”) establishes the standards expected of individuals and organisations participating in or supporting AiZEN services, including AiZEN personnel, Experts, consultants, contractors and, where applicable, Clients and service providers.

AiZEN expects all participants to act lawfully, ethically, professionally and with respect for confidentiality, conflicts of interest and the rights of others.

No commercial opportunity justifies compromising these standards.

2. Compliance With Law

Participants must comply with laws, regulations, professional obligations, contractual duties and regulatory requirements applicable to them and the engagement.

Where an engagement cannot be performed lawfully or ethically, it must not proceed.

Participants must promptly inform AiZEN if circumstances arise that may prevent lawful or compliant participation.

3. Confidential Information

Participants must not disclose, request, obtain or use Confidential Information without authority.

Confidential Information may include non-public information concerning:

• employers or former employers;
• Clients;
• customers;
• suppliers;
• competitors;
• investment activity;
• transactions;
• products;
• pricing;
• financial performance;
• strategy;
• intellectual property;
• employees;
• technology;
• security;
• litigation;
• regulatory matters; or
• other information subject to confidentiality restrictions.

Experts must not disclose information obtained through employment, board membership, consulting work, fiduciary relationships, non-disclosure agreements or other confidential relationships where disclosure is prohibited.

Clients must not encourage or request Experts to breach such obligations.

Confidentiality obligations survive completion of an engagement.

4. Material Non-Public Information

AiZEN strictly prohibits the improper disclosure, solicitation or use of Material Non-Public Information (“MNPI”).

Participants must not disclose or request non-public information that could reasonably be material to an investment decision or the price of a security or financial instrument.

Examples may include non-public information concerning:

• financial results;
• earnings;
• forecasts;
• mergers or acquisitions;
• disposals;
• capital raising;
• major contracts;
• material customer wins or losses;
• significant litigation;
• regulatory decisions;
• management changes;
• material product developments; or
• other market-sensitive events.

Experts must not disclose MNPI.

Clients must not solicit MNPI.

No participant may use information obtained through an AiZEN engagement to engage in unlawful insider dealing, tipping or other prohibited conduct.

Where a participant believes a discussion is entering restricted territory, the relevant discussion must stop.

5. Employment and Professional Obligations

Experts are responsible for ensuring that participation in an AiZEN engagement is permitted.

Experts must not participate where doing so would violate:

• an employment agreement;
• confidentiality obligations;
• fiduciary duties;
• professional rules;
• regulatory restrictions;
• court orders;
• contractual obligations; or
• applicable law.

Experts must not disclose confidential information belonging to current or former employers.

Where an Expert is unsure whether participation is permitted, the Expert should decline the engagement or obtain appropriate authorisation before participating.

6. Conflicts of Interest

All participants must identify and disclose relevant actual or potential conflicts of interest.

Experts must disclose relevant relationships that may reasonably affect their eligibility or independence, including current employment, recent employment, board positions, advisory roles, consulting arrangements or material commercial relationships relevant to the engagement.

AiZEN may restrict, condition or prohibit participation where a conflict presents an unacceptable risk.

Failure to disclose a material conflict may result in immediate suspension or termination.

7. Accuracy and Professional Integrity

Experts must provide accurate information concerning their identity, professional history, qualifications, experience and expertise.

Experts should distinguish between:

• facts within their legitimate knowledge;
• professional opinion;
• estimates;
• assumptions; and
• speculation.

Participants must not knowingly make false or misleading statements.

AiZEN does not guarantee that an Expert’s views are accurate, complete or predictive of future events. Expert opinions remain the Expert’s own unless expressly stated otherwise.

8. Intellectual Property

Participants must respect intellectual-property rights.

Experts must not provide documents, data, software, presentations, research, trade secrets or other materials belonging to an employer, former employer, Client or third party unless they have the right to do so.

Experts should generally provide their own knowledge, experience, analysis and opinions rather than proprietary third-party materials.

No AiZEN engagement authorises infringement of copyright, database rights, trade secrets, patents, trademarks or other intellectual-property rights.

9. Restricted Professional Advice

An Expert must not provide regulated legal, investment, medical, tax, accounting or other professional advice where doing so would require an authorisation, licence or professional relationship that the Expert does not possess.

AiZEN facilitates access to information, experience and professional perspectives.

Unless expressly agreed otherwise in writing, AiZEN does not provide investment recommendations and does not guarantee or endorse decisions made on the basis of an Expert’s views.

Clients remain responsible for their own investment, commercial, legal and strategic decisions.

10. Anti-Bribery and Corruption

AiZEN maintains zero tolerance for bribery and corruption.

Participants must not directly or indirectly:

• offer or accept bribes;
• provide or accept kickbacks;
• make improper facilitation payments;
• provide inappropriate gifts or hospitality;
• offer anything of value to improperly influence a decision; or
• use AiZEN services to facilitate corrupt activity.

Payments to Experts must represent legitimate compensation for permitted services.

11. Fraud and Misrepresentation

Participants must not:

• impersonate another individual;
• falsify qualifications or employment history;
• fabricate professional experience;
• manipulate invoices;
• misrepresent engagement activity;
• conceal material conflicts;
• provide fraudulent documents; or
• use AiZEN for deceptive or unlawful activity.

AiZEN may conduct appropriate verification and suspend participation while concerns are investigated.

12. Sanctions and Restricted Parties

Participants must comply with applicable sanctions and trade restrictions.

AiZEN may conduct risk-based screening of Experts, Clients, suppliers or other counterparties and may refuse, suspend or terminate an engagement where sanctions, ownership, geographic or other financial-crime concerns arise.

Participants must not use AiZEN services to make funds, services or economic resources available where prohibited by applicable sanctions.

13. Personal Data and Privacy

Participants must respect privacy and data-protection requirements.

Personal Data obtained through AiZEN must only be used for authorised purposes and must not be improperly retained, disclosed, sold, harvested or repurposed.

Experts must not provide Personal Data about colleagues, customers, patients, employees or other individuals unless disclosure is lawful, necessary and authorised.

14. Responsible Use of Artificial Intelligence

AI tools must not be used in a manner that compromises Client confidentiality, Expert privacy, intellectual property, legal obligations or information security.

AiZEN personnel, contractors and Experts must not upload Confidential Information, Personal Data or restricted Client material into unauthorised public or consumer AI tools.

AI-generated information should not be represented as verified fact without appropriate review.

Where AI materially supports a Client deliverable, AiZEN will apply appropriate human oversight according to the nature of the service and engagement.

15. Respectful and Professional Conduct

AiZEN expects professional behaviour.

Harassment, discrimination, intimidation, abusive behaviour, exploitation or inappropriate conduct is not acceptable in connection with AiZEN services.

Participants should engage respectfully regardless of position, organisation, nationality, background or professional seniority.

16. Client Responsibilities

Clients participating in AiZEN services must not knowingly ask an Expert to:

• disclose Confidential Information;
• provide MNPI;
• breach employment obligations;
• reveal trade secrets;
• provide privileged information;
• disclose protected Personal Data;
• provide restricted government information; or
• otherwise violate law or contractual obligations.

Where an Expert declines a question on compliance grounds, that decision must be respected.

17. Expert Responsibilities

Experts must:

• provide accurate professional information;
• complete required compliance screening honestly;
• disclose relevant conflicts;
• comply with employment and confidentiality obligations;
• participate only where permitted;
• avoid MNPI and restricted information;
• protect Client Confidential Information;
• respect intellectual-property rights; and
• immediately raise concerns where an engagement presents a compliance issue.

18. Compliance Monitoring

AiZEN may take proportionate measures to assess compliance with this Code, including screening, attestations, review of engagement information and investigation of reported concerns.

Where permitted and appropriately disclosed, certain engagements may be recorded or transcribed for agreed purposes.

19. Reporting Concerns

Anyone who becomes aware of a suspected violation of this Code should contact:

hello@aizen.je

Reports should include sufficient information to allow the concern to be assessed.

AiZEN prohibits retaliation against individuals who raise genuine concerns in good faith.

20. Breaches of This Code

AiZEN may respond to violations by:

• stopping an engagement;
• restricting participation;
• withholding or disputing payment where contractually justified;
• suspending or terminating access;
• terminating the business relationship;
• notifying a Client or other affected party where appropriate;
• preserving relevant records; or
• reporting matters to authorities where legally required or appropriate.

21. No Commercial Override

AiZEN’s compliance requirements apply regardless of the commercial value of an Expert, Client or engagement.

Where compliance and commercial considerations conflict, the engagement must not proceed unless the compliance concern has been appropriately resolved.

22. Updates

AiZEN may amend this Code as its services, risks, regulatory environment and compliance framework evolve.

The current version will be published on AiZEN’s website.

23. Contact

Compliance questions or concerns may be directed to:

AiZEN Compliance
hello@aizen.je
St Helier
Jersey, Channel Islands