Disclosure & Conflict of Interest Policy

Last Updated: January 2026

Introduction

This document constitutes the Conflict of Interest Policy of the MoneyDo Platform ("the Platform"), which is owned by MoneyDo Arabia Limited, a limited liability company authorized by the Capital Market Authority's FinTech Lab in the Kingdom of Saudi Arabia to operate a digital platform for the distribution of investment fund units and real estate investment fund units, and registered under Commercial Registration No. 1009087531 dated 16/02/1446H ("the Company").

MoneyDo is committed to applying the highest standards of governance and transparency in managing its operations and ensuring the proper handling of conflict of interest cases. This Policy aims to establish a clear regulatory framework for managing actual or potential conflicts of interest, thereby enhancing compliance with applicable regulations and protecting the rights of the Company and relevant stakeholders.

This Policy applies to transactions and relationships involving Related Parties and forms an integral part of the Platform's Privacy Policy and Terms and Conditions ("the Terms and Conditions"). Any undefined terms used in this Policy shall have the meanings assigned to them in the Terms and Conditions and Privacy Policy, unless otherwise expressly stated.

In the event of any conflict of interest situation, the Platform's management shall handle such cases in alignment with applicable laws and regulatory requirements, by implementing the following conflict of interest procedures and controls, which shall be deemed complementary and consistent unless otherwise specified with the relevant definitions and provisions.

MoneyDo confirms its commitment to applying governance principles and enhancing integrity and transparency in all its operations. All related parties are required to comply with the provisions of this policy and any future updates.

Chapter One: General Provisions

Article One: Title and Applicability

  1. This policy shall be referred to as the "Conflict of Interest Policy for MoneyDo Arabia Limited" and is an integral part of the company's internal regulatory framework.
  2. The policy aims to establish controls and procedures for managing conflicts of interest, ensuring compliance with relevant laws and regulations while promoting transparency and effective governance.
  3. The provisions of this policy apply to all relevant parties, including Board members, Board committees, executive management, major shareholders, employees, suppliers, contractors, and subcontractors.
  4. This policy is considered complementary to the provisions of the Companies Law, the Capital Market Law and its implementing regulations, and any other relevant laws or regulations.

Article Two: Definitions

For the purposes of this policy, the following terms shall have the meanings assigned here:

  1. Company: MoneyDo Arabia Limited.
  2. Board: The Board of Directors of the Company.
  3. Executive Management: This includes the company's CEO and other members of the executive management team.
  4. Related Parties: This term refers to the company's shareholders, Board members, senior executives, and any entities owned or managed by them or their relatives.
  5. Conflict of Interest: Situations in which an individual has, or is likely to have, a relationship or interest that may affect their impartiality in decision-making, or that could result in direct or indirect personal gain.
  6. Concerned Parties: This includes Board members, executive management, employees, suppliers, contractors, and subcontractors.

Chapter Two: Oversight of Policy Implementation and Responsibilities

Article Three: Oversight of Policy Implementation

  1. The Audit Committee is responsible for overseeing the policy implementation, reviewing potential cases and transactions that may involve conflicts of interest, and submitting relevant recommendations to the Board of Directors.
  2. The Board of Directors is responsible for implementing this policy and ensuring compliance with its provisions by all relevant parties.
  3. The Executive Management is responsible for increasing employees' awareness of the policy provisions, ensuring compliance, and reporting any potential violations.

Article Four: General Obligations

All parties involved are required to follow these guidelines:

  1. Full adherence to this policy and any updates made thereto.
  2. Immediate disclosure of any current or potential conflicts of interest.
  3. Refraining from exploiting positions or information for personal benefit.
  4. Keeping company-related information confidential and refrain from using it for personal gain or for the benefit of third parties.

Chapter Three: Managing Conflicts of Interest Cases

Article Five: Identifying Conflicts of Interest

Conflicts of interest include, but are not limited to:

  1. Exploiting one's position or access to information for personal advantage.
  2. Establishing businesses that directly compete with the company's operations.
  3. Making decisions or engaging in transactions that benefit a company or another party in which the individual has a direct or indirect interest.
  4. Participating in activities with suppliers or competitors that may impact job performance impartiality.
  5. Receiving personal benefits as a result of one's position or employment.

Article Six: Disclosure of Conflicts of Interest

  1. All relevant individuals must complete the Conflict of Interest Disclosure Form at the start of their relationship with the company and update it regularly or upon any significant changes.
  2. Disclosures shall be directed to the Legal Department or the Audit Committee, depending on the nature of the case, for appropriate action.
  3. All disclosures must be documented in a dedicated register and retained for reference when needed.

Chapter Four: Managing Conflicts of Interest with Related Parties

Article Seven: Conflicts of Interest Related to Major Shareholders

  1. All transactions involving major shareholders must adhere to the same terms and standards that apply to other parties to ensure fairness and transparency.
  2. Any transaction that involves major shareholders shall be disclosed in accordance with the relevant laws and regulations.
  3. A formal disclosure form must be used and periodically updated to document any interests related to major shareholders, and all conflict of interest cases related to major shareholders shall be recorded in a dedicated register subject to review by the Audit Committee.
  4. Board members who have concerns are not allowed to vote on any decision involving transactions in which they hold a direct or indirect interest. Any related party must refrain from participating in discussions or decisions regarding transactions in which they hold a direct or indirect interest.

Article Eight: Conflicts of Interest Involving Board and Committee Members

  1. Conflict of interest must be disclosed prior to attending any meeting and documented in the meeting minutes.
  2. The member must refrain from any direct or indirect influence on decision-making even after abstaining from voting.
  3. In case of a conflict, the Audit Committee may recommend that the member does not participate in discussions related to the conflicted matter.
  4. Board and committee members are not allowed to exploit their positions for personal benefit.
  5. Any member must disclose any relationship or interest that could influence their impartiality in decision-making.
  6. A board member must not engage in any competing activity without obtaining the General Assembly's approval in accordance with the Companies Law.
  7. Disclosures related to Board members shall be reviewed semi-annually to verify their accuracy and validity.

Article Nine: Conflicts of Interest Related to Executive Management and Employees

  1. Employees must not engage in any transactions or business activities that conflict with the company's interests.
  2. Employees are required to disclose any relationships or personal interests that could impact the integrity of their work within the company.
  3. Employees must update their disclosure annually or upon any material change.
  4. Any potential conflict of interest case shall be escalated to the Audit Committee for review and appropriate action.
  5. Employees who breach this policy may face disciplinary actions according to the company's internal regulations.
  6. Executive management shall conduct periodic awareness on the conflict of interest policy and reporting mechanisms.
  7. Disciplinary actions shall be taken proportionately and may include a warning, formal notice, or legal action.

These provisions shall be periodically reviewed to ensure their effectiveness and alignment with applicable regulations and may be amended based on business developments and regulatory requirements.

Chapter Five: Disclosure and Transparency

Article Ten: Audience Disclosure

The company is committed to transparently disclosing any material conflict of interest on its website, including:

  1. Conflicts of interest associated with hosted investment funds.
  2. Relationships with related parties.
  3. Fees and commissions imposed by the company.

Disclosures shall be updated periodically to ensure compliance with applicable regulations.

Article Eleven: Review, Update of Disclosures and Awareness

  1. The company shall review all conflict of interest disclosures biannually to ensure their accuracy and compliance with regulations.
  2. All disclosures and updates must be documented and shared through official approved channels.

Chapter Six: Final Provisions

Article Twelve: Penalties and Disciplinary Actions

  1. Any violation of this policy will be deemed a breach, which may result in disciplinary actions per the company's regulations and applicable laws.
  2. All violations shall be referred to the Audit Committee for review and appropriate action.
  3. The Executive Management shall be responsible for raising employee awareness of this policy, ensuring its implementation, and reporting any non-compliance cases.

Article Thirteen: Policy Review and Update

  1. The Audit Committee shall review this policy annually to ensure it aligns with the latest regulatory updates.
  2. The policy cannot be amended without the approval of the Board of Directors.
  3. The policy will take effect on the date it is approved by the Board of Directors.