Conflict Of Interests

Introduction

Members of the Board of Directors of Zowasel Corp. (“ZOWSEL”), officers, and employees must always act in the best interests of ZOWASEL. Members of the Board, officers, and key employees shall disclose all potential and actual conflicts of interest to the Board of Directors and, as required, remove themselves from all discussions and voting on any related matter.

Disclosure

The Board of Directors recognizes that conflicts of interest may occur and that not all conflicts of interest are necessarily harmful to ZOWASEL. However, the Board requires full disclosure of all actual and potential conflicts of interest. Each member of the Board, officer, and key employee shall disclose any facts that may be construed as a conflict of interest through an annual disclosure process and whenever such actual or potential conflict occurs.

Process and remedy

The Board of Directors will determine whether or not a conflict of interest exists and whether or not such conflict materially and adversely affects the interests of ZOWASEL. A member of the Board, officer, or key employee whose potential conflict is under review may not debate, vote, or otherwise participate in such determination. If the Board of Directors determines that an actual or possible conflict of interest does exist, the Board shall also choose an appropriate remedy. Such remedy may include, for example, the conflicted individual's refusal to participate in some issues pending before the Board or other ZOWASEL body.

Specifically, members of the Board, officers, and key employees shall:

• Avoid placing self‐interest or the interests of a third party above the interests of ZOWASEL, and avoid the appearance of putting self‐interest or the interests of a third party above the interests of ZOWASEL;
• Refrain from using ZOWASEL’s staff, services, equipment, materials, resources, or property for personal or third‐party gain and from representing to third parties that authority as a Board member extends any further than that which it extends;
• Not engage in any outside activities that may be adverse to the interests of ZOWASEL;
• Not solicit or accept gifts, gratuities, free travel, or any other item of value from any person or entity as a direct or indirect inducement to provide special treatment concerning matters about ZOWASEL without fully disclosing such an exchange to the Board of Directors;
• Provide goods or services to ZOWASEL as a paid vendor only after full disclosure to, and advance approval by, the Board of Directors and under any related procedures adopted by the Board;
• Not persuade any employee of ZOWASEL to leave the employ of ZOWASEL or to become employed by any person or entity other than ZOWASEL;
• Not persuade or attempt to persuade any partner, donor, lender, investor, client, supplier, contractor, or any other person or entity with an actual or potential relationship with ZOWASEL to terminate, curtail, or not enter into its ties with ZOWASEL, or to reduce any benefit that may be provided to ZOWASEL concerning such relationship.

This policy applies to the members of the ZOWASEL Board of Directors, all members of ZOWASEL committees, Trustees, Franchisees, Fellows, and others in the ZOWASEL governance structure, and to ZOWASEL’s employees.

On an annual basis, all individuals to whom this policy shall apply shall be provided with a copy of this policy and required to complete and sign an acknowledgment and disclosure form prepared by the Board of Directors.
ZOWASEL reserves the right to amend, alter, and terminate this policy at any time.

Acknowledgement and Disclosure Form

I have read the Zowasel.com Limited (“ZOWSEL”) Conflict of Interest Policy set forth above and agree to comply fully with its terms and conditions at all times during my service as a member of the ZOWSEL Board of Directors, an officer, or a key employee of ZOWSEL.

If I become aware of any actual or potential conflicts of interest at any time following the submission of this form, or if the information provided below becomes inaccurate or incomplete, I will promptly notify the ZOWSEL Board of Directors or the Chief Executive Officer of ZOWSEL in writing.

Disclosure of actual or potential conflicts of interest:
Disclosure of actual or potential conflicts of interest: Do you receive compensation as an Officer, Director, or key employee of ZOWSEL?
Yes - No

Other than reimbursement of reasonable expenses, have you received or do you expect to receive from ZOWSEL compensation for services provided as an independent contractor? Yes - No

Have you received or expect to receive any material financial benefit from ZOWSEL in addition to or apart from the benefits described in the above inquiries? Yes- No
Does any family member receive compensation or material financial benefit from ZOWSEL? Yes - No

Do you have a family or business relationship with any current or former Officer, Director, or key employee of ZOWSEL? Yes - No

If you answered “Yes” to any of the above, please explain in a separate statement (e.g., I am a regular full‐time employee and receive a salary as part of my employment)