Group 107 Ltd

(the "Company")

Code of ethics and rules of conduct

General:

The company advocates for an adequate organizational culture of its managers, employees, contractors, its various organs and its officers ("the employees" and/or "employees of the company") as part of fulfilling their duties in the company. Therefore, the company decided to establish a set of rules of conduct required of the company's employees.

This set of rules, known as the "Ethical Code", formulates standards intended to bring about the creation and maintenance of an organizational and value culture, which will strengthen the relationship between the company's employees and establish relationships of trust, reliability and integrity between the company and its employees, suppliers, customers and all those who come into contact with it ("the Code of Ethics" ).

The company's code of ethics is a normative and valuable identity card for behavior and actions in the company with the aim of raising the ethical level in the company, among other things, aiming at responsibility, reliability, honesty, professionalism and sensitivity. The ethical code as reflected in the rules detailed in this document, includes values, standards, diagnoses and binding rules of conduct that distinguish between what is proper and what is not proper in all areas of action.

The process of assimilating the ethical code is a significant step in the consolidation of the company's corporate culture values that combine responsibility, excellence and constant learning, family, loyalty and unit pride, internal and external organizational services, open, effective and collaborative communication. This code of ethics does not establish new rules of conduct, but anchors the accepted and known rules of conduct in the company, however their grouping into a uniform and binding document will promote clarity and add to the company's credibility among the public.

The code of ethics is written in the masculine language for convenience only and is aimed at both women and men. Wherever the singular is used, it will be seen as if it was also spoken in the plural, and vice versa.

This code of ethics was adopted and established by the company's board of directors. Deviation from this code of ethics is subject to the prior approval of the company's board of directors, which will be granted subject to all laws.

Ensuring compliance with the provisions of every law, the code of ethics does not replace or derogate from the provisions of any law or any other law applicable to the company and/or to any of its employees.

The company's employees are obligated to comply with all laws that apply to them or the company. Every employee must recognize that his illegal activity may sometimes place blame on the company itself or on all its employees. Therefore, any illegal activity should be strictly avoided, and any act of bribery or corruption should be completely avoided.

Human dignity and relationships within society

Every worker is first and foremost a person, entitled to basic human respect, equality and appreciation wherever he lives and works, and to a pleasant work environment, free of discrimination on the grounds of religion, race, nationality, sex, sexual orientation, age or physical disability, and free of harassment, Coercion or abuse of any kind. The employees must treat each other with respect, courtesy and tolerance and with any other entity they work with and promote a culture of proper conversation and discussion. The employees will perform their work in a professional, efficient and reliable manner with integrity and respect for the personal space and time of the other. The attitude of managers and organizational officials to the employee will be an attitude of respect and appreciation for the fact that the employee is a person, for his efforts and for sacrificing his time and abilities for the sake of the company, while investing resources in the professional development of the employees, their compensation and promotion according to the assessment of their personal contribution, their role and in accordance with the options available to the company.

Prevention of sexual harassment [What applies in Ukraine]

In Israel he Law for the Prevention of Sexual Harassment, 1998-5588 (the "Law") states that a person shall not sexually harass or harass another person. The company will handle any case and take reasonable measures to prevent sexual harassment or harassment within the framework of working relationships, by its employees or by a supervisor on her behalf, even if he is not an employee of the company. For the avoidance of doubt, the law deals with four possibilities of sexual harassment: man to woman, man to man, woman to woman and woman to man.

Ukrainian legislation, in particular the Law of Ukraine “On ensuring equal rights and opportunities for women and men” from September 8, 2005 and the Law of Ukraine “On the principles of preventing and countering discrimination in Ukraine" from September 6, 2012, provides legal grounds for non-biased working relationships. The aforementioned laws forbid unequal treatment to employees on the grounds of gender, sex and any other specific features, which are related to male or female intrinsically.    

Rules of conduct when performing the work

The company's employees will observe the rules of safety at work, will perform their duties in accordance with their professional judgment only, will be careful to present a representative 

appearance appropriate to their position and position, will maintain the cleanliness of the work space and office areas.

The company's employees will refrain from any activity that is not related to their work while working, unless they have received permission to do so from the company's CEO in advance in writing.

Smoking is prohibited in and around the company's facilities, except in places that have been explicitly defined as smoking areas and marked, and in accordance with the provisions of any law.

Maintaining confidentiality

The company's employees are obligated to preserve the company's business and commercial secrets, including technical, business information, suppliers, other employees, etc. The employees must take appropriate precautions to ensure that the company's secrets are not revealed to others. The company's employees may use said information only for the needs for which it was provided to them. The aforementioned does not apply exclusively in cases where the disclosure is required by the provisions of the law or in any case where it is information that is already known to the public. This directive applies to all employees of the company, even after their employment with the company, for any reason. The company's trade secrets, first in their appearance and importance The company invested efforts in creating and protecting the trade secrets.

Company employees will be careful not to publish or give any information about the company to any media. Any contact with the media will be arranged through the company's management.

Confidentiality of customer information

The company's employees are obliged to keep confidential all the information disclosed to them as part of their work with the client. In this framework, the employee will not share information to which he was exposed as part of his work, including not in public, not to other employees and/or consultants of the client (except with the client's approval) and not within the company. The company's employee, who is exposed to internal organizational processes at the client as well as to difficulties and challenges with him, is obliged to complete loyalty, and work in accordance with the client's procedures. In the event that the customer's interest does not coincide with the company's interest, the employee will bring the matter to the attention of his supervisor, and if this is required, also to the supervisors, as defined below.

Inside Information

The company's employees are obliged to refrain from using the company's internal information, which came to them by virtue of their position or position in the company. For the purpose of this code of ethics, "inside information" shall be interpreted as information about a development in the company, about a change in its situation, about expected development or changes, or other information about the company, which is not known to the public and which, if known, would have caused a significant change in the price of the company's security .

The company's employees, who will use inside information to make a transaction in the company's security, either by themselves or through others, either for their own benefit or for the benefit of others and/or company employees who will provide inside information or an opinion on a security of the company when inside information is in their possession, to a person they know, or have reasonable grounds to believe, who will make use of the inside information or use the opinion for a transaction or give it to someone else - they will violate the rules of ethics and the law.

Requests for information from external parties

For the purpose of this code of ethics, "external party" will be interpreted as a person or other entity, who are not related to an employee-employer relationship with the company and are not members of the company's board of directors, that is, "external parties" will be, among others, analysts, journalists, shareholders, institutional investors, The investor community, lawyers, government authorities, the public and the media.

Certain external parties closely monitor the company's activities. The CEO of the company is responsible for managing the company's relations with external parties or for referring them in certain cases to the VP of Finance or the VP of the company, as the case may be, or will authorize other employees of the company to act on behalf of the company, as the case may be.

The CEO, the VP of Technologies and the VP of Operations of the company will act as the company's representatives in all engagements ("the engagement representatives"), meetings and other contacts with external parties. The engagement representatives will be entitled to authorize other employees of the company to be in contact with external parties, as appropriate and according to their discretion.

Employees are prohibited from initiating contact with external parties or answering questions without receiving approval as detailed above and even then, only within the scope of authority of those employees. An employee who has been asked by an external party, including a lawyer, an investigator, a public official charged with law enforcement, another public official or another government body, to provide information about the company, should forward the above request to the company's CEO.

In any contact with external parties, it is prohibited to discuss issues of prices and pricing policies, contract terms, costs, marketing plans and services, and any other proprietary or confidential information. If the company's internal information is accidentally disclosed to an outside party, the company must immediately discuss the course of action that will best serve the company's interests.

Hierarchical relationships

The company's employees must follow the work instructions of their superiors, including the company's managers who turn to them for answers. Company employees will refrain from giving instructions to other company employees who are not directly subordinate to them, but will refer to the person responsible for them. Delegation of powers will be in an explicit and correct manner in accordance with the company's procedures. The assignor must maintain ongoing supervision of the assignee.

The employees of the company will not take on behalf of the company any obligation towards an external party, except in accordance with the authorizations and signing rights in the company.

Every employee must consult with his superiors or with another professional body in the company concerning the matter, when he has doubts about the proper course of action he must follow within his position in the company.

Safeguarding the company's property and assets

The company's employees will work to safeguard the company's assets and property and ensure their proper use for the company's business activities only. The company's employees will use the company's assets for the company's needs and purposes only and will refrain from using them for their own private needs.

The company's employees are responsible for keeping the company's property and its resources in their hands or in their care. The company's assets include all physical and digital assets, which are used for the purposes of performing the work and include, among others, work equipment, office equipment, computer equipment, electronic files, e-mail correspondence and any other electronic media. The company invests a lot of effort and resources in their purchase and development and makes sure that they are used properly, the company's employees must maintain them as if they were their private property. The direct manager must be alerted to any hazard that may endanger the company's property and assets. The guiding rule: if there is doubt - there is no doubt.

Security cameras

The company uses security cameras to protect the equipment and materials in its facilities. The use of security cameras will be done by those authorized to do so in a proportionate and appropriate manner, in accordance with the instructions of the registrar of the databases as they will be from time to time. [The recorded materials are available for two weeks and then the new recording goes on top of the old one. Viewing the recording from the security cameras will be possible only upon request and in exceptional cases, for the purposes of investigating safety/security cases, with as little harm as possible to the privacy of the people filmed, and after receiving permission from the authorized party.

Computer use and electronic information

Computer systems - hardware, software and data - are key factors of our businesses. Therefore, they must be protected against any damage, destruction, viruses, changes, theft and access, exposure or use without authorization and improper use must be prevented.

Use of the Internet

Confidential business and/or personal details must not be given. It is forbidden to transmit messages with offensive or illegal content on the Internet in general and on the company's computers in particular. The use of the corporate computer network is intended for business purposes only.

Public company reports

As a public company, it is of crucial importance that the company's reports to the Securities Authority, the Israel Stock Exchange and the company's reports to the public be complete, fair, accurate and delivered on time. Depending on their roles in the company, the employees may be asked to provide information, which is necessary to ensure the completeness, fairness and clarity of the company's reports. The company expects its employees to treat these requests with the utmost seriousness and to provide accurate answers without delay.

Compliance with the provisions of the code of ethics

All employees, members of the company's management and its officers must act according to the provisions of the ethical code. The ethical code is part of the proper management culture of the company. Every employee in the company must act to the best of his ability, within the framework of his authority and role, for the assimilation, implementation and enforcement of the company's code of ethics at all levels of the company.

Those in charge of the code of ethics

The company's management determined that the person in charge of implementing the instructions of the code of ethics in Israel will be Mr. Adi Katz, the company's CEO ("the supervisor in Israel"). Phone: +972037208200, e-mail address: adi@group107.com. Also, the person in charge of implementing instructions of the code of ethics in Ukraine will be Ms. Oleksandra Usiemwanta ("the supervisor in Ukraine"). Phone: +380634526356, e-mail address: sandra@israelit.pro. (The supervisor in Israel and the supervisor in Ukraine will be called together above and below: "the supervisors")

The supervisors are available to the company's employees for direction, guidance and advice in everything related to proper behavior according to the code of ethics. The supervisors are responsible for informing all the company's employees once a year about this code of ethics and the procedure regarding the treatment of defects as determined from time to time by the authorized bodies in the company. The supervisors will emphasize to all employees the possibility of maintaining anonymity according to the choice of those who report or submit such complaints.

Reporting due to detection of irregularities and violation of values in the company

The company will ensure that every employee of the company upholds the language and spirit of the company's values. Whenever there is a real concern that one of the company's employees violates the instructions and values or if pressure is applied to one of the company's employees to violate them, the identifier must immediately bring this to the attention of one of the superiors.

To remove concerns from providing information as stated above, all such information will be treated as highly confidential information and no disciplinary or deterrent measures will be taken against the employee who provided the information.

Report on violation of the provisions of the code of ethics and disciplinary inquiry

Employees will be able to report anonymously or openly, orally or in writing, to one of their superiors, along with evidence, if any, of a violation of the provisions of any law and the ethical code by any of the company's employees. If the aforementioned report refers to one of the supervisors, this report will be forwarded to an audit committee. When such a report is received, those in charge will act according to the company's procedure regarding the management of complaints, as determined from time to time by the authorized bodies in the company. The company will handle reports with utmost confidentiality while protecting the employee who provided the information from any harassment or harm as required by law. Any such report will be handled and investigated immediately and will be given the full due seriousness, subject to the provisions of any law. The company will not allow harm and/or harassment to any of the employees who reported in good faith about inappropriate behavior, which was considered a violation of any law and/or provisions of this code of ethics. An employee who in good faith reports what he or she believes to be a violation of this code of ethics, even if it later turns out that there was no violation, will not bear negative consequences. If the reporter knowingly gave a false report (such as with the purpose of harming another employee), he will be subject to severe disciplinary sanctions from the company.

After the adoption of the code of ethics by the company, any violation of an instruction contained therein will be considered a disciplinary violation. A complaint about such a violation of discipline will be submitted to one of the supervisors and will be heard before a disciplinary committee appointed by the company. The disciplinary committee will be entitled to determine the extent of the employee's responsibility for the aforementioned violation and decide Employees who violate the provisions of the law and/or the provisions of this code of ethics may be suspended from the company and may even be fired, all as determined by one of the superiors or the company's board of directors.

To Group 107 Ltd., ID number 516199445 ("the company")

the supervisors

Subject: Confirmation of acceptance of the company's code of ethics

I confirm that I received the company's code of ethics, I read it, I understood its content and I undertake to act according to its provisions.

Insofar as I have certain questions regarding the application of the code of ethics, I undertake to contact one of my superiors.

* Worded in the masculine language for convenience only.

There: _______________________

Position: _____________________

Date: _____________________