Anti-Money Laundering and Counter-Terrorism Financing Policy

Ryoss is committed to preventing our businesses, services and relationships from being used for money laundering, terrorism financing, proliferation financing or other financial crime.

We operate across multiple jurisdictions and apply a risk based approach to identifying, understanding and managing financial crime risks associated with our clients, business partners, services and transactions.

This policy applies to all Ryoss entities, employees, contractors and representatives globally. It establishes our group wide principles for anti money laundering and counter terrorism financing while recognising that individual Ryoss entities operate under, and must comply with, the specific legal and regulatory requirements applicable in their respective jurisdictions.

1. Commitment and Scope

Ryoss does not knowingly facilitate, support or participate in money laundering, terrorism financing, proliferation financing, sanctions evasion or the concealment of proceeds derived from criminal activity.

We will not provide services where we know, suspect or reasonably consider that those services may be used to facilitate unlawful activity.

Our approach extends beyond simply processing payments. As a provider of services including company establishment, corporate compliance, workforce solutions and other professional and operational services, we recognise that legitimate business structures and professional services can be misused to conceal ownership, move assets or obscure the true purpose of transactions.

We therefore apply appropriate safeguards throughout the client and business relationship, from initial engagement and onboarding through to ongoing service delivery.

2. Our Regulatory Approach

Ryoss operates across jurisdictions with different AML and CTF regulatory frameworks.

Relevant Ryoss entities are registered, enrolled or otherwise recognised under those frameworks as required and maintain jurisdiction specific AML and CTF compliance arrangements appropriate to the services they provide.

While individual legal requirements differ between Australia, the Philippines and Vietnam, Ryoss applies a common group wide approach to financial crime risk. Our group standards establish a consistent baseline while allowing individual entities to implement additional controls required by local law or appropriate to their particular activities and risk profile.

Where local law imposes a higher standard than our group requirements, the higher local standard applies.

3. Legal and Regulatory Framework

Ryoss complies with applicable anti money laundering, counter terrorism financing and related financial crime laws in each jurisdiction in which we operate.

Australia

In Australia, Ryoss operates in accordance with the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth), the associated AML/CTF Rules and requirements administered by the Australian Transaction Reports and Analysis Centre, AUSTRAC.

Ryoss entities providing designated services in Australia operate within the Australian AML/CTF reporting entity framework and maintain the AML/CTF programs, governance, customer due diligence, reporting, training and record keeping arrangements required for those activities.

Our Australian compliance arrangements reflect the nature of the designated services we provide and the money laundering, terrorism financing and proliferation financing risks associated with those activities.

Philippines

In the Philippines, relevant Ryoss entities are registered with the Anti-Money Laundering Council, AMLC, as covered persons where required and maintain compliance arrangements in accordance with the Anti-Money Laundering Act of 2001, Republic Act No. 9160, as amended, its implementing rules and associated AMLC requirements.

Ryoss also observes applicable requirements under the Terrorism Financing Prevention and Suppression Act of 2012, Republic Act No. 10168, and other related financial crime legislation.

Philippine AML legislation includes company service providers undertaking activities such as forming juridical persons, arranging directors or corporate secretaries, providing registered or business addresses and certain other corporate services.

Our Philippine operations maintain appropriate controls for these activities, including customer due diligence, beneficial ownership identification, risk assessment, monitoring, reporting and record keeping.

Vietnam

In Vietnam, relevant Ryoss entities operate within the AML framework established by the Law on Prevention and Combat of Money Laundering No. 14/2022/QH15, its implementing regulations including Decree No. 19/2023/ND-CP, the Law on Prevention and Combat of Terrorism No. 28/2013/QH13, and other applicable requirements.

Vietnamese AML legislation includes relevant non financial businesses and professions providing business formation, management and administration services, company director or secretary arrangements and certain legal arrangement services.

Ryoss maintains compliance arrangements appropriate to its activities in Vietnam, including customer identification and verification, beneficial ownership assessment, risk management, transaction and relationship monitoring, reporting and record keeping where required.

4. Risk Based Due Diligence

Ryoss applies a risk based approach to clients, business partners and relevant transactions.

Depending on the nature of the relationship, service and level of risk, our due diligence may include:

• verifying the identity and legal existence of individuals and organisations;
• identifying persons authorised to act on behalf of an organisation;
• understanding ownership and control structures;
• identifying and, where appropriate, verifying beneficial owners;
• understanding the purpose and intended nature of the relationship;
• understanding the commercial rationale for a requested service or transaction;
• obtaining information about the source of funds or source of wealth where appropriate;
• identifying relevant geographic, industry, service or transaction risks; and
• conducting appropriate screening against sanctions, politically exposed person and other relevant risk information.

Our due diligence is proportionate to the risks presented.

Higher risk relationships may require additional information, verification, approval or monitoring.

Where required by law, due diligence will be completed before a regulated service is provided. Due diligence may also continue throughout the business relationship so that information remains current and our understanding of the relationship remains appropriate.

5. Enhanced Due Diligence and Screening

Some clients, services, structures or transactions present greater financial crime risk than others.

Ryoss may apply enhanced due diligence where factors include:

• complex or unusually opaque ownership structures;
• unexplained use of nominee arrangements or intermediaries;
• politically exposed persons or close associates;
• connections with higher risk countries or territories;
• sanctions or targeted financial sanctions exposure;
• unusual or unnecessarily complex transactions;
• transactions inconsistent with the stated activities or financial capacity of a client;
• unexplained movement of funds between unrelated parties;
• concerns regarding the legitimacy of funds, assets or business activities; or
• adverse information indicating possible fraud, corruption, organised crime, terrorism, sanctions evasion or other serious criminal activity.

Enhanced due diligence may include obtaining additional documentation, establishing source of funds or source of wealth, undertaking further verification, obtaining senior approval, applying additional monitoring or declining the relationship.

We do not treat nationality, ethnicity or place of origin by itself as evidence of financial crime risk. Risk assessments are based on relevant circumstances, reliable information and applicable regulatory requirements.

6. Payments, Transactions and Suspicious Activity

Ryoss seeks to ensure that payments and transactions associated with our services have a clear and legitimate commercial purpose.

We may investigate, delay, decline or discontinue a transaction or service where:

• the purpose of the transaction cannot reasonably be established;
• requested payment arrangements are inconsistent with the underlying engagement;
• payment is requested from or to an unexplained third party;
• information supplied by a client is inconsistent, incomplete or cannot reasonably be verified;
• the transaction appears structured to avoid reporting or regulatory requirements;
• funds or assets may be connected with unlawful activity;
• sanctions or terrorism financing concerns arise; or
• continuing the relationship would expose Ryoss to an unacceptable legal, regulatory or financial crime risk.

Ryoss will not assist a client to structure a transaction for the purpose of avoiding a reporting, identification or regulatory obligation.

Where we cannot satisfactorily complete required due diligence, or where risk cannot be appropriately managed, we may refuse to commence a relationship, restrict the services we provide or terminate an existing relationship.

7. Reporting and Escalation

Ryoss entities subject to statutory reporting requirements make required reports to the appropriate authorities in accordance with applicable law.

This may include suspicious matter reports, suspicious transaction reports and other reports required under the relevant regulatory regime.

Employees and representatives are required to escalate concerns through Ryoss's internal AML and CTF processes. Decisions about whether regulatory reporting is required are made by appropriately authorised personnel in accordance with applicable legislation and internal procedures.

Ryoss will not discourage, suppress or improperly interfere with the escalation or reporting of legitimate financial crime concerns.

8. Confidentiality and Tipping Off

Information relating to AML and CTF investigations, internal escalations and regulatory reports is handled confidentially and only disclosed where appropriate and lawful.

Ryoss will not disclose that a report has been made, or may be made, where doing so would breach applicable tipping off restrictions, prejudice an investigation or otherwise contravene the law.

Employees and representatives must not disclose confidential AML and CTF information to clients or third parties except where authorised and legally permitted.

9. Record Keeping

Ryoss maintains records relating to customer due diligence, beneficial ownership, risk assessments, approvals, transactions, decisions and regulatory reporting for the periods required under applicable law.

Records are maintained in a manner that allows Ryoss to demonstrate compliance with relevant regulatory requirements and reconstruct relevant decisions and activities where required.

AML and CTF records are protected in accordance with our information security, privacy and data governance requirements.

10. Governance, Training and Compliance

Regulated Ryoss entities maintain formal AML and CTF governance arrangements appropriate to their jurisdiction, activities and risk profile.

These include, where applicable:

• documented AML and CTF programs or compliance frameworks;
• assigned responsibility for AML and CTF compliance;
• appropriate oversight by senior management and governing bodies;
• enterprise and service level financial crime risk assessments;
• customer due diligence and beneficial ownership procedures;
• enhanced due diligence procedures;
• sanctions and politically exposed person screening;
• internal escalation and regulatory reporting processes;
• record keeping requirements;
• compliance monitoring and review; and
• appropriate employee and representative training.

Relevant employees receive training appropriate to their role so that they understand:

• the financial crime risks associated with our services;
• their responsibilities under this policy and applicable procedures;
• how to identify unusual or suspicious behaviour;
• when enhanced due diligence may be required;
• how concerns must be escalated internally;
• applicable reporting obligations; and
• the importance of confidentiality when dealing with suspected financial crime.

Our AML and CTF controls, programs, risk assessments and procedures are reviewed periodically and when our services, geographic footprint, regulatory obligations or financial crime risks materially change.

11. Our Expectations of Clients and Business Partners

We expect our clients, suppliers, partners and representatives to conduct themselves lawfully and transparently and to cooperate with reasonable due diligence and verification requirements.

Clients and business partners are expected to provide accurate and complete information concerning their identity, ownership, control, activities and the purpose of their relationship with Ryoss.

Providing false, misleading or incomplete information, attempting to conceal beneficial ownership, or seeking to circumvent Ryoss's AML and CTF controls may result in services being declined, restricted or terminated and may result in reporting to an appropriate authority where required by law.

12. Our Commitment

Ryoss considers the prevention of money laundering, terrorism financing, proliferation financing and other financial crime to be part of responsible international business.

Our objective is not simply to satisfy regulatory requirements. We seek to understand who we are doing business with, why our services are being used and whether the activities we support are consistent with legitimate commercial purposes.

No commercial opportunity is sufficiently valuable to justify knowingly facilitating financial crime or exposing Ryoss, our people, our clients or the communities in which we operate to unacceptable financial crime risk.

We will continue to review and strengthen our approach as regulations, risks and our business evolve.