Ethics, Anti-Bribery & Anti-Corruption Policy

1. Purpose and Commitment

Raindrop Inc. is fundamentally committed to conducting its business with the highest level of integrity, transparency, and accountability. This policy applies to all employees, directors, officers, consultants, and partners of Raindrop Inc. (“personnel”) and sets forth our unwavering, zero-tolerance stance towards bribery and corruption in all its forms, in both the public and private sectors.

2. Policy Statement

It is our policy to conduct all of our business in an honest and ethical manner. We take a zero-tolerance approach to bribery and corruption and are committed to acting professionally, fairly, and with integrity in all our business dealings and relationships wherever we operate. We will uphold all laws relevant to countering bribery and corruption, including the Prevention of Corruption Act, 2059 (2002) of Nepal and any applicable international anti-corruption standards.

3. Prohibited Conduct

Personnel are strictly prohibited from offering, promising, giving, requesting, or accepting any form of bribe. A bribe is a financial or other advantage offered or given to a person to induce them to perform their duties improperly. This includes, but is not limited to:

• Direct or indirect cash payments.
• Gifts, entertainment, or hospitality that is not reasonable, proportionate, and made in good faith.
• “Facilitation payments” or “grease payments” to expedite routine governmental actions.
• Charitable or political contributions made with the intent to secure an improper business advantage.
• Any other advantage intended to influence a decision-maker in the public or private sector.

4. Gifts and Hospitality

While this policy does not prohibit normal and appropriate hospitality, the giving or receiving of gifts must be done in a transparent manner and must not be intended to influence, or be perceived as influencing, any business decision. Any gift or hospitality given or received must be of modest value, proportionate, and properly recorded in our company records.

5. Third-Party Due Diligence

Raindrop Inc. will conduct appropriate due diligence on all third parties with whom we partner, including agents, suppliers, and joint-venture partners, to ensure they share our commitment to ethical conduct and will not engage in corrupt activities on our behalf.

6. Accurate Books and Records

We will keep accurate and transparent financial records and have appropriate internal controls in place which will evidence the business reason for making payments to third parties. All accounts, invoices, and other documents and records relating to dealings with third parties must be prepared and maintained with strict accuracy and completeness. No “off-book” accounts will be maintained.

7. Responsibilities and Training

The prevention, detection, and reporting of bribery and other forms of corruption are the responsibility of all personnel. Management is responsible for ensuring that those reporting to them understand and comply with this policy. Raindrop Inc. will provide regular and relevant training to all personnel on how to recognize and respond to bribery and corruption risks.

8. Reporting and Whistleblowing

We encourage openness and will support anyone who raises genuine concerns in good faith under this policy, even if they turn out to be mistaken. We are committed to ensuring no one suffers any detrimental treatment (such as dismissal, disciplinary action, or threats) as a result of refusing to take part in bribery or corruption, or because of reporting a suspicion that an actual or potential offense has taken place. Any such reports can be made confidentially to our management or through a designated ethics reporting channel.