Competition compliance programme

Competition compliance programme

This policy is issued by the company SC INOVUM SRL, with its registered office in Sântion 171D, Borș commune, Bihor county, registered with the Trade Register under no. J2011000660055, tax code RO28310745, legally represented by its Administrator, Eng. Köteles Dieter.

1. PURPOSE OF THE DOCUMENT

The purpose of this Competition Compliance Programme is to ensure full compliance with Romanian and European competition law, to prevent anti-competitive practices and to promote a corporate culture based on integrity, transparency and fair competition.

2. LEGAL FRAMEWORK

The Programme has been drawn up in accordance with:
– Competition Law no. 21/1996, republished, as subsequently amended and supplemented;
– the Treaty on the Functioning of the European Union (Art. 101–102);
– the Regulations and Guidelines issued by the Romanian Competition Council;
– the internal Code of Conduct of SC INOVUM SRL.

3. SCOPE

The Programme applies to all employees, collaborators, representatives, business partners and subcontractors of SC INOVUM SRL.
All persons acting on behalf of the company must know and observe the rules on fair competition.

4. FUNDAMENTAL PRINCIPLES

– Prohibition of any agreement or concerted action with competitors that has as its object or effect the restriction of competition;
– Prohibition of price fixing and of sharing markets, customers or sources of supply;
– Prohibition of the exchange of sensitive information between competitors;
– Observance of the principles of fair competition towards customers, suppliers and other business partners;
– Respect for the commercial independence of each legal entity.

5. RESPONSIBILITIES

The Administrator and management of SC INOVUM SRL are responsible for implementing, supervising and periodically updating the Compliance Programme.
The company's partner law firm provides specialised legal advice on applying the competition rules.
All employees must immediately report any suspicion of an anti-competitive practice to: office@inovum.ro

6. INTERNAL CONTROL AND REPORTING

The company maintains an internal control system to identify and prevent anti-competitive risks.
Any suspicious activity is investigated confidentially, and the results are analysed by the company's management.

7. TRAINING PROGRAMME

All employees and collaborators of SC INOVUM SRL take part in periodic training sessions organised by the company together with its partner law firm.
The purpose of the training is to ensure a clear understanding of the competition rules and to reduce the risk of breaching them.

8. SANCTIONS

A breach of the provisions of this Programme is a serious disciplinary offence and may lead to disciplinary, civil or criminal measures, depending on the seriousness of the act. SC INOVUM SRL applies a zero-tolerance policy towards anti-competitive practices.

9. DECLARATION OF COMPLIANCE

I, the undersigned, as Administrator of SC INOVUM SRL, declare that I have read, understood and approved this Competition Compliance Programme.
All employees will sign an individual declaration of acknowledgement and compliance.

Date: 29.10.2025
Administrator:

COMPETITION COMPLIANCE MANUAL

SC INOVUM S.R.L. – Date: 05.10.2025
Administrator: Eng. Köteles Dieter

1. INTRODUCTION

This Compliance Manual is an integral part of the Competition Compliance Programme of SC INOVUM S.R.L.
Its purpose is to clarify the legal obligations, internal rules and responsibilities of all persons involved in the company's activities,
in order to prevent and combat anti-competitive practices and to promote a fair and transparent competitive environment.

2. APPLICABLE LEGAL FRAMEWORK

The Manual is based on the following legal and regulatory provisions:

– Competition Law no. 21/1996, republished, as subsequently amended and supplemented;
– the Treaty on the Functioning of the European Union (Articles 101 and 102);
– Regulation (EC) No 1/2003 on the implementation of the rules on competition;
– the Competition Council's Guidelines on vertical agreements and anti-competitive practices;
– Order of the President of the Competition Council no. 2436/2024 on informal guidance concerning the application of Articles 5 and 6 of the Competition Law.

Under Article 1 of Competition Law no. 21/1996, “the purpose of this law is to protect, maintain and stimulate competition and a normal competitive environment,
with a view to promoting the interests of consumers.”

Article 5 of the same law prohibits “any agreements between undertakings, decisions by associations of undertakings and concerted practices which have as their object or effect
the restriction, prevention or distortion of competition on the Romanian market”, including:
– directly or indirectly fixing prices;
– limiting production or sales;
– sharing markets, customers or sources of supply;
– applying unequal conditions to equivalent transactions.

Article 6 prohibits the abuse of a dominant position, where a company uses its market position to impose unfair conditions,
to restrict other undertakings' access to the market or to distort competition.

At European level, Articles 101 and 102 of the Treaty on the Functioning of the European Union (TFEU) lay down similar rules, prohibiting agreements
and conduct that may affect trade between Member States and distort competition within the internal market of the European Union.

3. PRINCIPLES AND COMMITMENTS OF SC INOVUM S.R.L.

SC INOVUM S.R.L. is firmly committed to observing the principles of fair competition and to avoiding any conduct that could fall under Articles 5 and 6 of Law 21/1996 or Articles 101 and 102 TFEU.

The company:
– Will not enter into anti-competitive agreements with suppliers, distributors or competitors;
– Will not take part in exchanges of sensitive information with other companies;
– Will not restrict the freedom of commercial decision of other undertakings;
– Will comply with competition law in all situations (mergers, acquisitions, partnerships);
– Will impose the same compliance standards on all partners and collaborators.

4. IMPLEMENTING COMPLIANCE

To implement compliance effectively, SC INOVUM S.R.L. has appointed a compliance officer who:
– has authority and independence in applying the programme;
– coordinates internal training;
– monitors compliance with the rules and carries out internal audits;
– reports directly to the company's Administrator.

The company organises periodic training and information sessions for all employees, so that they know and correctly apply the competition rules.
The company also continuously assesses its contractual partners and collaborators to identify possible anti-competitive risks.

5. INTERNAL CONTROL AND REPORTING

SC INOVUM S.R.L. maintains an internal monitoring and reporting system. Any suspicious situation is analysed confidentially, and investigations are coordinated by the compliance officer.
Reports may be sent to the e-mail address: office@bisonsol.ro.

6. SANCTIONS

Breaches of the competition rules may lead to severe sanctions under national and European law. Under Art. 55 of Law no. 21/1996,
the Competition Council may impose fines of up to 10% of the total turnover of the undertaking concerned.
Internally, failure to comply with this Manual is a serious disciplinary offence and may lead to disciplinary, civil or criminal measures.

7. DECLARATION OF COMPLIANCE

Every employee of SC INOVUM S.R.L. will sign a Declaration of Compliance confirming that they have read the content of this Manual
and undertake to observe all its provisions.