Sanction
Policy
Introduction
Mantovani Navigation is committed to complying with relevant economic and trade Sanctions laws (“Sanctions”) in all jurisdictions in which it operates, as these may apply to its operations, through identifying, mitigating and managing the risks of both primary and secondary Sanctions violations.
In this Sanctions Compliance Policy (“Policy”), “Mantovani Navigation” refers to Mantovani Navigation Limited ( a company incorporated in Cyprus ).
Policy Applicability :
This Policy applies to :
i. all employees, officers, directors, and contracted personnel of Mantovani Navigation, and to such other persons as designated by Mantovani Navigation from time to time (each an “Employee”, collectively “Employees”); and,
ii. all natural and legal persons (and their respective employees, officers and directors) that perform services for or on behalf of Mantovani Navigation, including without limitation, supply chain business partners, suppliers, consultants, contractors, distributors, and agents (including without limitation, sales agents/representatives) (each an “Associated Person”, collectively“Associated Persons”).
As a condition of doing business with Mantovani Navigation, Mantovani Navigation will require each Associated Person to accept that this Policy be incorporated into the contract (directly or through the Mantovani Navigation Supplier Code of Conduct) entered into between the Associated Person and Mantovani Navigation.
Contracts and agreements executed between Mantovani Navigation and Associated Persons may contain more specific provisions addressing some of the issues set out in this Policy. Nothing in this Policy is meant to supersede any more specific provision in a particular contract or agreement executed between Mantovani Navigation and an Associated Person, and to the extent there is any inconsistency between this Policy
and any other provision of a particular contract or agreement, the provision in the contract or agreement will prevail.
This Policy is intended to supplement and not replace other Mantovani Navigation codes of conduct, policies, rules and procedures that are applicable to Employees and Associated Persons from time to time. If any Employee or Associated Person has any doubt as to the codes, policies, rules and procedures applicable in a given situation, or if any Employee or Associated Person perceives any conflict or inconsistency between this Policy and any other Mantovani Navigation code of conduct or any other Mantovani Navigation policies, rules or procedures, then he/she should raise the issue with, and seek direction from the Mantovani Navigation Compliance. This Policy is a statement of principles and expectations for individual and business conduct. It is not intended to and does not in any way constitute a contract, an employment contract, or assurance of continued employment, and does not create any right in any Employee or Associated Person. The enforcement and interpretation of this Policy rests solely with Mantovani Navigation. This Policy only creates rights in favour of Mantovani Navigation. The headings contained in this Policy are for convenience only and shall not be interpreted to limit or otherwise affect the provisions of this Policy. In the event of any conflict between this Policy and applicable mandatory law, the applicable mandatory law shall prevail.
Comply with Sanctions
Before engaging in any commercial relationship or transaction, Mantovani Navigation ensures that these relationships and transactions comply with applicable U.S., U.N., and E.U. Sanctions laws, by screening those individuals or entities against the SDN list and other relevant Sanctions lists.
Mantovani Navigation shall also screen its transactions as to potential violations on country specific sanctions.
The level of screening and due diligence undertaken depends on the risk profile of the particular relationship or transaction, with enhanced screening and diligence undertaken where the risks are greater. For example, where a relationship or transaction is with an internationally recognized individual or business in a country or countries that are not subject to Sanctions, a lower standard of diligence may be applied. Conversely, where a relationship or transaction is with an individual or business located in a high-risk jurisdiction, enhanced due diligence must be undertaken.
In carrying out such screening, Mantovani Navigation may rely on information provided
to it by its customers, passengers, and business partners unless it is aware or suspects that those customers and business partners, or the information provided, is unreliable or dishonest, or relates to a high-risk jurisdiction.
Mantovani Navigation also requires contractual undertakings from it passengers to ensure that Mantovani Navigation does not transport baggage or cargo in violation of applicable export control laws.
Contracts with Associated Persons must include provisions (i) representing that the Associated Person is not itself an SDN or otherwise the subject or target of Sanctions; (ii) requiring compliance with U.S., U.N. and E.U. Sanctions laws and with this Policy, (iii) requiring that its Associated Persons do not engage in or facilitate any business activity that would lead Mantovani Navigation to breach any applicable Sanctions obligations; and (iv) permitting Mantovani Navigation to exit the contract if the Associated Person violates its contract with Mantovani Navigation or this Policy, or becomes an SDN or otherwise the subject or target of Sanctions.
i. countries that are subjects or targets of Sanctions (“Sanctioned Countries”); or,
ii. nationals of Sanctioned Countries;
unless the contemplated commercial relationship or transaction has been screened and cleared for action in accordance with the applicable Mantovani Navigation sanction screening systems, processes and procedures that are implemented by Mantovani Navigation from time to time. For clarity, the fact that a country is a Sanctioned Country or a person is a national of a Sanctioned Country does not automatically mean that Mantovani Navigation or an Employee cannot engage in any commercial relationship or transaction involving any such Sanctioned Country or person; however the transaction or commercial relationship intended by Mantovani Navigation or the Employee would first need to be thoroughly screened by Mantovani Navigation to ensure that it does not breach any Sanctions related legal obligation. If in doubt advice should always be obtained from the Mantovani Navigation Compliance Manager or the Chief Legal Counsel or the Chief Operating Officer / Accountable Manager immediately. From time to time relevant Employees shall be
informed by Mantovani Navigation of those countries that are Sanctioned Countries. Because Sanction programs are dynamic and constantly changing, the countries that are Sanctioned Countries can change quickly; Mantovani Navigation regularly reviews the U.S., U.N. and E.U. Sanctions Sanctioned Countries at any time.
Associated Persons shall also ensure that they do not engage in any commercial relationship or transaction that directly or indirectly involve countries that are subjects or targets of Sanctions and nationals of such countries, unless the commercial relationship or transaction would have been screened and cleared for action in accordance with the applicable screening procedures and processes implemented by each Associated Person. Associated Persons shall at all times have in place systems, processes, policies and procedures to ensure compliance with this limitation. If in doubt as to whether any commercial relationship or transaction conducted by an Associated Person violates this policy, the Associated Person shall notify Mantovani Navigation as soon as practicable.
avoidance of any doubt:
i. all commercial relationships and transactions, directly or indirectly, involving Sanctioned Countries and nationals of Sanctioned Countries shall be immediately cancelled and/or not pursued until screened and cleared for action in accordance with the applicable Mantovani Navigation sanction screening systems, processes and procedures that are implemented by Mantovani Navigation from time to time; and,
ii. commercial relationships and transactions with persons whose name is not on a list of Specially Designated Nationals may still be prohibited if that commercial relationship or transaction directly or indirectly, involves Sanctioned Countries and nationals of Sanctioned Countries. In such cases commercial relationships and transactions shall also be immediately cancelled and/or not pursued until screened and cleared for action in accordance with the applicable Mantovani Navigation sanction screening
systems, processes and procedures that are implemented by Mantovani Navigation from time to time.
Employees and Associated Persons must not facilitate activities by any persons, including customers and passengers, that involve Sanctioned Countries or nationals of Sanctioned Countries, including by referring such business to others persons or entities.
If any Employee or Associated Person Compliance Manager or the Mantovani Navigation Chief Legal Counsel or the Mantovani Navigation Chief Operating Officer/Accountable Manager immediately. Mantovani Navigation will then assess any notifications so received in the light of, amongst other things, any applicable reporting legal obligations binding Mantovani Navigation.
and Associated Persons
Employees and Associated Persons must read and apply this Policy and must ensure compliance with this Policy.
The relevant Mantovani Navigation units/departments dealing with customers, passengers, suppliers and other business partners/counterparties shall screen and perform due diligence on each prospective customer, passenger, suppliers and potential business partner/counterparty. If there is any doubt whether screening and due diligence has been conducted with respect to any such person or entity, the Mantovani Navigation Compliance Manager or the Chief Legal Counsel or the Chief Operating Officer/Accountable Manager must be contacted immediately.
Under no circumstances may an Employee or Associated Person act to avoid Sanctions obligations or detection of a relationship or transaction that would breach this Policy. Mantovani Navigation and Employees and Associated Persons cannot advise customers, passengers or others as to how transactions may be structured or presented to evade applicable Sanctions or this Policy. This includes, but is not limited to, advising customers, passengers and others to amend any information or documents to include false or misleading information, to
omit accurate information, or changing, removing or omitting information from a transaction or any business record that would otherwise lead to detection of a Sanctions issue.
Employees and Associated Persons may be subject to the Sanctions laws not only of the country or countries in which they live and work, but also of the country or countries of which they are a citizen, permanent resident, or visa holder. In addition, mere presence in a country, even on a transitory basis, generally will make the Employee or Associated Person subject to the laws of that country while they are within or transiting through it. It is the responsibility of each Employee and Associated Person to understand and meet their Sanctions obligations as a citizen of a particular country or as a result of their presence in a particular country. Questions about particular circumstances should be directed to the Mantovani Navigation Compliance Manager or the Chief Legal Counsel. Depending on such circumstances, Mantovani Navigation may require the Employee or Associated Person to adhere to certain practices to ensure that Mantovani Navigation and the individual Employee or Associated Person comply with all applicable Sanctions requirements.
of Failure to Comply
Failure to comply with relevant Sanctions laws would constitute a breach of legal and/or regulatory requirements, and can expose Mantovani Navigation to significant reputational damage, legal and regulatory actions, and financial loss, and can expose individual Employees or Associated Persons involved in any violation to substantial fines and imprisonment.
Mantovani Navigation has a zero tolerance approach to intentional violations of this Policy or applicable Sanctions regimes. If an Employee fails to comply with this Policy, then he/she may be subject to disciplinary action that may include dismissal from employment. Disciplinary measures will depend on the circumstances of the violation and will be applied in a manner consistent with Mantovani Navigation’s policies. In addition, Employees who violate the law during the course of their employment may also be subject to criminal and civil action.
Mantovani Navigation may terminate a business relationship with any Associated Person (including terminating all contracts and agreements in force between Mantovani Navigation and any such Associated Person) by means of written notice to the Associated Person, with immediate effect, without need of judicial recourse, and without liability for compensation or damages (whether direct and/or indirect) of any type or nature in favour of the said Associated Person, in the event that: i. the Associated Person fails to comply with any provision in this Policy and fails to remedy (if such a failure is remediable) that failure within 10 days of the Associated Person being notified in writing of the failure; or, ii. the Associated Person becomes a
Specially Designated National or the subject or target of Sanctions.
Audit
Each Associated Person shall, without expense to Mantovani Navigation, provide access (with appropriate prior notice from Mantovani Navigation) to all relevant documents, records, systems, processes, policies and procedures in order to enable Mantovani Navigation (or its third party professional representatives) to audit and verify compliance by the Associated Person with this Policy. If an audit shows that an determined by Mantovani Navigation.
and Enquiries
Mantovani Navigation will unilaterally review this Policy on a regular basis at its absolute discretion, and will introduce revisions where necessary or appropriate. Mantovani Navigation may also issue addenda, guidelines and memoranda from time to time to supplement this Policy. Because Sanctions regimes can change quickly and without notice, Mantovani Navigation may update this Policy at any time.
and Enquiries
Mantovani Navigation will unilaterally review this Policy on a regular basis at its absolute discretion, and will introduce revisions where necessary or appropriate. Mantovani Navigation may also issue addenda, guidelines and memoranda from time to time to supplement this Policy. Because Sanctions regimes can change quickly and without notice, Mantovani Navigation may update this Policy at any time.
of Violations
Mantovani Navigation is fully committed to developing a Speak up culture – Employees and Associated Persons should not be afraid to speak up if they think that something is wrong or needs to be fixed. Employees and Associated Persons should at all times feel comfortable sharing their views, asking questions, flagging anomalies, expressing concerns, or reporting perceived violations of this Policy. If an Employee or Associated Person becomes aware of any suspected or known violations of this Policy or she/he realises that Mantovani Navigation or an Associated Person performed a transaction prohibited by Sanctions, then he/she has a duty to promptly report such concerns.
Employees and Associated Persons shall periodically, whenever requested by Mantovani Navigation (in the case of Employees, as a minimum once a year), individually confirm in writing to Mantovani Navigation that he / she / it has read this Policy and agrees to comply therewith.