Purpose and Scope

This Code of Ethics and Professional Conduct (the Code) establishes the ethical principles, professional standards, and conduct requirements that govern Alescent, its partners, employees, and other associated personnel (collectively, The Alescent Team). This Code applies to all professional activities undertaken by Alescent Team Members in all jurisdictions in which Alescent operates and in all forms of engagement, including advisory, analytical, performance-based, and contingent arrangements.

Foundational Principles

The Alescent Team shall conduct themselves in accordance with the following foundational principles:

• Integrity. We act honestly, fairly, and in good faith in all professional relationships.
• Objectivity. We provide advice and services that are impartial, evidence-based, and free from undue influence.
• Proficiency. We perform services and provide advice only where qualified to do so and with due professional care.
• Confidentiality. We protect confidential client information and personal information entrusted to us.
• Fidelity. We identify, disclose, and appropriately manage actual, potential, or perceived conflicts of interest.
• Propriety. Conduct all professional activities in a manner that upholds trust in Alescent and the consulting profession.
• Public Interest Responsibility. Place compliance with law, regulation, and the broader public interest above any private, commercial, or individual interest.

Compliance with Law and Regulation

1. The Alescent Team shall be aware of and comply with all applicable legislation and laws in every jurisdiction in which it operates.
2. The Alescent Team shall not cause, encourage, or permit any person or organization to contravene applicable legislation or laws.
3. The Alescent Team shall not serve or act on behalf of any person or organization where doing so would cause The Alescent Team to contravene applicable legislation or laws.
4. The Alescent Team shall comply with the law and this Code, and shall withdraw from the engagement if compliance is not possible, where legal, regulatory, or ethical obligations conflict with client instructions or commercial considerations.

Responsibility to Clients

1. The Alescent Team shall always be subject to compliance with applicable legislation, regulation, and this Code, The Alescent Team shall recognize the interests of the client organization as a whole as paramount in every engagement.
2. The Alescent Team shall not promote services, accept engagements, conduct work, or provide advice that is to The Alescent Team’s advantage or potential advantage while being to the client’s or the public’s disadvantage or potential disadvantage.
3. The Alescent Team shall not accept or conduct work in the interest of any individual or group, whether internal or external to the client organization, where such work would be detrimental to, or not serve, the best interests of the client organization overall.
4. The Alescent Team shall always provide objective and independent advice and shall not allow objectivity or independence to be influenced by any individual, organization, financial arrangement, or other consideration.

Quantification of Benefits and Performance-Based Arrangements

1. The Alescent Team shall not guarantee specific quantitative results that are beyond its direct control.
2. The Alescent Team, when responding to client requests for quantification of intended benefits, results, or value realization, or where fees are related to benefits or results realized, shall specify in writing:
   • The client’s responsibilities and dependencies related to realizing the intended benefits or results.
   • The assumptions and risks associated with realizing the intended benefits or results.
   • The measures to be used, including the factors that affect those measures.
3. The Alescent Team shall structure any performance-based or contingent arrangements in a manner that preserves objectivity, independence, and professional judgment.

Engagement Governance

The Alescent Team shall confirm in writing, prior to initiating an engagement, the Terms of Reference for the engagement, including:

• Engagement purpose, priorities, and performance outcomes, targets, and measures.
• Engagement plan, including approach, schedule, milestones, activities, methodologies, tools, work product, and deliverables, as applicable.
• Engagement resources, including the names, relevant qualifications, and roles of proposed Team Members.
• Engagement fees, including professional fees, reimbursable expenses, disbursements, and applicable statutory taxes.
• Other relevant terms and conditions, including intellectual property rights, payment terms, policies, access requirements, and authorizations.

The Alescent Team shall not initiate an engagement until the client has accepted the written Terms of Reference.

Where material conditions, scope, assumptions, or risks change, The Alescent Team shall document and obtain acceptance of amended Terms of Reference.

Conflicts of Interest

• The Alescent Team shall not accept an engagement where a reasonable person would conclude that the engagement creates an actual, potential, or perceived conflict of interest, unless the conflict has been fully disclosed and the informed consent of accountable parties has been obtained.
• The Alescent Team shall disclose to clients or prospective clients any personal, professional, political, economic, or other interests that could reasonably be perceived to impair integrity, objectivity, independence, or professional judgment, subject to confidentiality obligations,
• The Alescent Team shall decline or withdraw from the engagement where conflicts cannot be appropriately managed.
• The Alescent Team shall not recruit, or refer to another organization, any employee of a client with whom Alescent is working on an engagement unless the client has been informed and has granted consent in advance.

Confidentiality and Information Stewardship

• The Alescent Team shall not disclose confidential client information without the client’s consent, except where disclosure is required by applicable legislation or a validly issued and enforceable legal order.
• The Alescent Team shall treat all information obtained from a client as confidential unless otherwise directed by the client and shall comply with all applicable privacy and data protection laws.
• The Alescent Team shall store and safeguard confidential client information and third-party personal information using diligent and reasonable administrative, technical, and organizational practices.
• The Alescent Team shall inform the client promptly and take appropriate action to protect the client’s interests if confidential or personal information is accessed, disclosed, or exposed beyond Alescent’s reasonable control.
• The Alescent Team shall encourage clients to classify sensitive information and, where practicable, shall refrain from taking possession of information that is not necessary to perform the engagement.
• The Alescent Team shall refrain from making public statements that could reasonably lead to the disclosure of confidential client information or third-party personal information.

Objectivity and Independence

• The Alescent Team shall ensure that no terms, conditions, relationships, or incentives exist that would impair objectivity or independence.
• The Alescent Team shall promptly disclose any matter that may affect, or may reasonably be perceived to affect, objectivity or independence to the client and either resolve it or withdraw from the engagement.

Professional Competence

• The Alescent Team shall maintain knowledge of this Code and any amendments to it.
• The Alescent Team shall develop and maintain the skills, knowledge, and experience necessary to meet client needs and professional standards.
• The Alescent Team shall not represent themselves as qualified to perform services without having the relevant expertise and practical experience.
• The Alescent Team shall not undertake engagements for which they lack relevant qualifications, even if requested by a client.

Discipline, Accountability, and Leadership Responsibility

• The Alescent Team shall discipline themselves to maintain the high standards of professional and ethical conduct reflected in this Code.
• The Alescent Team, especially those in leadership roles, shall ensure that all team members working under their direction understand and comply with this Code.
• The Alescent Team shall be accountable for breaches of this Code by team members under their leadership where they knew, or ought reasonably to have known, of the breach.
• The Alescent Team acknowledges that breaches of this Code may result in corrective action, disciplinary measures, or termination of association with Alescent, as determined by Alescent in accordance with applicable law.

Professionalism and Fitness for Practice

• The Alescent Team shall conduct themselves in a manner that sustains public trust in Alescent and the consulting profession.
• The Alescent Team shall ensure that their activities do not conflict, or appear to conflict, with integrity, objectivity, or independence.
• The Alescent Team shall ensure that their physical and emotional condition is consistent with the requirements of professional practice and client service.

Public Statements and Representation

• The Alescent Team shall not make public statements or representations on behalf of Alescent unless authorized in writing to do so.
• Requests for representation on behalf of Alescent shall be referred to designated spokespersons or addressed only with proper written authorization. This obligation applies to all forms of communication, including media engagement, publications, conferences, digital platforms, and social media.

Adoption and Review

This Code is adopted by Alescent and is binding on all Alescent Team Members.

Alescent shall review this Code periodically to ensure continued relevance, legal compliance, and alignment with professional standards.