Code of Ethics & Business Conduct

Effective Date: 20th October 2025

TauKen Group Ltd.

1. Purpose

This Code of Ethics & Business Conduct ("the Code") sets out the principles, standards, and expectations that govern the professional behaviour of all directors, employees, contractors, and representatives of TauKen Group Ltd. It reflects our commitment to integrity, transparency, and lawful conduct across all jurisdictions in which we operate, with specific alignment to the legal frameworks of the Republic of Kazakhstan and the United Kingdom.

2. Scope

This Code applies to:

  • All employees of TauKen Group Ltd. and its subsidiaries.
  • Members of the Board of Directors and executive management.
  • Contractors, consultants, suppliers, and third-party representatives acting on behalf of the Group.

Compliance with this Code is mandatory and forms part of the terms of employment, engagement, and contractual relationships.

3. Legal Foundations

TauKen Group Ltd. operates under a dual legal framework, and this Code is designed to comply with:

Under Kazakhstan Law:

  • Labour Code of the Republic of Kazakhstan (2015)
  • Law on Combating Corruption (2015)
  • Civil Code and Tax Code of the Republic of Kazakhstan
  • Environmental Code (2021)
  • Law on Personal Data and Protection (2013)

Under UK Law:

  • Companies Act 2006
  • Bribery Act 2010
  • Equality Act 2010
  • Data Protection Act 2018 and UK GDPR
  • Employment Rights Act 1996
  • Public Interest Disclosure Act 1998 (Whistleblower Protection)

TauKen Group Ltd. ensures that all operations, policies, and employee conduct are compliant with the stricter of the two jurisdictions where applicable.

4. Core Principles

4.1 Integrity and Honesty

All individuals must act honestly, ethically, and in good faith. Misrepresentation, fraud, and deception are strictly prohibited. Business decisions must be made transparently and in the best interests of the Group and its stakeholders.

4.2 Compliance with Laws and Regulations

Employees must comply with all applicable laws, including tax, labour, environmental, and anti-corruption legislation in Kazakhstan and the UK. Where legal obligations differ, the higher standard shall apply.

4.3 Fairness and Respect

TauKen Group Ltd. promotes a workplace culture of dignity, equality, and non-discrimination. Harassment, bullying, and any form of abuse are prohibited. All employees are entitled to fair treatment under both Kazakh and UK employment law.

4.4 Confidentiality and Data Protection

Employees must protect confidential information, including commercial data, personal records, and intellectual property. Data handling must comply with Kazakhstan's Law on Personal Data and the UK Data Protection Act 2018. Breaches may result in disciplinary and legal action.

4.5 Conflict of Interest

Employees must avoid situations where personal interests conflict with professional duties. Any actual or potential conflict must be disclosed to line management or the Ethics Committee. Directors must complete annual declarations of interest.

4.6 Anti-Bribery and Anti-Corruption

TauKen Group Ltd. enforces a zero-tolerance policy on bribery and corruption. No employee or representative may offer, solicit, or accept bribes, kickbacks, or improper inducements. All business dealings must comply with the UK Bribery Act 2010 and Kazakhstan's Law on Combating Corruption.

4.7 Environmental and Social Responsibility

We are committed to sustainable development and responsible resource management. Employees must support the Group's ESG objectives and comply with Kazakhstan's Environmental Code and international standards such as ISO 14001 and ISO 45001.

5. Responsibilities

5.1 Employees

Employees are responsible for:

  • Understanding and complying with this Code.
  • Reporting suspected breaches or unethical conduct.
  • Participating in mandatory ethics and compliance training.

5.2 Managers and Directors

Managers and directors must:

  • Lead by example and promote ethical conduct.
  • Ensure team members understand their obligations.
  • Respond promptly and appropriately to concerns raised.
6. Reporting and Whistleblowing

TauKen Group Ltd. encourages the reporting of unethical behaviour, misconduct, or breaches of this Code. Reports may be made:

  • Confidentially via the internal ethics portal.
  • Anonymously through the third-party whistleblower hotline.

All reports will be investigated impartially. Whistleblowers are protected under the Public Interest Disclosure Act 1998 (UK) and Article 6 of Kazakhstan's Law on Combating Corruption. Retaliation against whistleblowers is strictly prohibited.

7. Breach and Disciplinary Action

Breaches of this Code may result in disciplinary action, including:

  • Formal warnings
  • Suspension or termination of employment
  • Legal referral under Kazakh or UK law

Contractors and suppliers found in breach may have their agreements terminated and be barred from future engagement.

8. Review and Amendment

This Code is reviewed annually by the ESG & Compliance Committee and updated to reflect changes in law, regulation, and business practice. Amendments are approved by the Board of Directors and communicated to all stakeholders.

9. Acknowledgement

All employees and representatives must sign an annual declaration confirming their understanding and commitment to this Code. Records are maintained by the Human Resources Department and subject to audit.

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