CODE OF ETHICS

MASSIVE CANADA CORPORATE POLICIES – CODE OF ETHICS

At Massive Canada, we are committed to maintaining the trust and respect of our customers, our shareholders, stakeholders and the wider community.

Massive Canada’s Code of Ethics is made available to ensure that those working for or with us understand our expectations and requirements and do business in a manner that is consistent with those requirements.

All members of the Massive Canada team are expected to take time to understand the principles of our Code of Ethics and to use those principles to guide their actions.

We must all:

Our Code of Ethics provides a framework for making decisions which are consistent with those principles and  follow the correct course of action. The Code of Ethics will be supplemented by more detailed policies, guidance materials and training.

Global Policies and Local Laws

It is unlikely that this Code of Ethics will conflict with local laws or regulations, but if it does the local law or regulation must always be followed.

Massive Canada may have policies providing guidance to employees which are specific to the country they are working in. These local policies should be consistent with the global policies, including this Code of Ethics.

Health and Safety and Compliance with Environmental Laws

We are all responsible for maintaining a safe workplace by following safety and health rules and practices. Massive Canada is committed to keeping its workplaces free from safety and health hazards. Please report any accidents, injuries, unsafe equipment, practices or conditions immediately to a supervisor.

Massive Canada is committed to environmental protection and preservation of our natural resources. Each employee is responsible for complying with all applicable environmental laws and regulations. We conduct our business in a socially responsible and ethical manner that protects the environment of our customers, associates, and communities and supports a circular economy approach.

Conflicts of Interest

A conflict of interest occurs when an individual’s private interest interferes, or appears to interfere, in any way with the interests of Massive Canada and / or other parties. A conflict situation can arise when an employee takes actions or has interests that may make it difficult to perform his or her work effectively.

Conflicts of interest also arise when an employee, officer or director, or a member of his or her family, receives improper personal benefits as a result of his or her position in Massive Canada.

Transactions of any kind between Massive Canada and any other organization in which you or any member of your family have an interest may also create a conflict of interest situation. Activities that could give rise to conflicts of interest are prohibited unless specifically approved in advance by the Company’s Board.

It is not always easy to determine whether a conflict of interest exists, so any potential conflicts of interest must be declared immediately, so that the Board or management may determine an appropriate course of action to follow.

Confidentiality and Data Protection

Employees must maintain the confidentiality of information entrusted to them by Massive Canada or that otherwise comes into their possession in the course of their employment. The obligation to

preserve the confidentiality of information continues even after your employment with Massive Canada ceases.

Confidential information includes all non-public information that may be of use to competitors,

or harmful to Massive Canada, its staff or its customers, if disclosed. It also includes information that third parties, such as suppliers and customers, have entrusted to Massive Canada.

Protection and Proper Use of Assets

All employees should endeavour to protect Massive Canada’s assets and ensure their safe and efficient use. Massive Canada assets consist of all types of Massive Canada property, including money, tools, supplies, equipment, buildings, etc., which belong to or are the responsibility of Massive Canada. Theft, carelessness, misuse and waste have a direct negative impact on Massive Canada’s profitability. All Massive Canada assets should be used properly and only to further the business objectives of Massive Canada.

Massive Canada assets such as funds, products or computers, may only be used for legitimate business purposes unless specifically approved by management. Massive Canada assets may never be used for illegal purposes.

Relationships with Customers and Suppliers

Massive Canada is committed to dealing fairly with customers and suppliers, and to ensuring that its relationships are managed to the highest standards of ethical business practice and in accordance with all applicable anti-trust / competition and trade laws and regulations.

Massive Canada employees are prohibited from taking unfair advantage of anyone through illegal conduct, manipulation, concealment, abuse of privileged information, misrepresentation of material facts, or any other unfair-dealing practice.

Compliance with Laws, Rules and Regulations

Compliance with both the letter and spirit of all laws, rules and regulations applicable to our business is critical to our reputation and continued success. All employees must respect and obey the national and local laws of the countries in which we operate and avoid even the appearance of impropriety.

Compliance with Competition Laws

Massive Canada believes in fair and open competition, and adheres strictly to the requirements of competition or anti-trust laws in every jurisdiction in which we do business. Such laws prohibit a variety of business practices that restrict free and fair competition such as bid rigging, price fixing or market sharing. These laws differ by country and can be very complex.

As a general proposition, great care should be taken when dealing, or having any contact, with competitors. Any kind of agreement with a competitor, whether written or oral may be a violation of competition or anti-trust laws. Violations of such laws are very serious and are likely to be a criminal offence for both Massive Canada, and potentially the individuals involved.

Anti-bribery and Corruption

We never use, support or promote corrupt practices. Massive Canada respects all anti-bribery and anti-corruption legislation in the countries in which it operates, and employees are responsible for ensuring that their personal behaviour and business conduct complies with such requirements, particularly laws which relate to specific or local practices.

Massive Canada will not authorize or be a party to any financial payment or benefits in kind, with the intention of inducing or rewarding any person to perform improperly a function or activity that they are otherwise expected to undertake in good faith, impartially or from a position of trust (e.g. the award of a contract or an order). Massive Canada also prohibits the making of, or receipt of, facilitation payments of any kind, also known as “backhanders” or “grease-payments”.

Massive Canada protects its products and services from being used for the purpose of money laundering and terrorist financing. We evaluate businesses we want to work with by following relevant due diligence procedures.

Workplace Environment

Massive Canada will treat employees and applicants for employment fairly, based only on factors related to Massive Canada’s legitimate business interests. We value the diversity of our employees and are committed to providing equal opportunity in all aspects of employment. We do not tolerate abusive, harassing, or offensive conduct, whether verbal, physical, or visual. We do not allow an individual’s race, colour, religion, nationality, ethnic origin, gender, sexual orientation, age or any other attribute to influence our behaviour.

Massive Canada is committed to understanding all potential modern slavery risks related to its business and to ensuring that human rights are respected in Massive Canada’s business and the businesses within its supply chains.

Accuracy of Records and Reporting

Honest and accurate recording and reporting of information is critical to our ability to make responsible business decisions. Massive Canada’s accounting records are relied upon to produce reports for Massive Canada’s management, shareholders, creditors, governmental agencies and others.

Our financial statements and the books and records on which they are based must accurately reflect all corporate transactions and conform to all legal and accounting requirements and our system of internal controls. All employees have a responsibility to ensure that Massive Canada’s accounting records do not contain any false or intentionally misleading entries. We do not permit intentional misclassification of transactions as to accounts, departments, or accounting periods. All transactions must be supported by accurate documentation in reasonable detail and recorded in the proper account and in the proper accounting period.

Business records and communications often become public through legal or regulatory investigations or via the media. No exaggeration, derogatory remarks, legal conclusions, or inappropriate characterizations of people and companies is to be used.  This applies to communications of all kinds, including e-mail and informal notes or interoffice memos. Records should be retained and destroyed in accordance with local record retention policy.

Use of E-Mail and Internet Services

E-mail systems and internet services are provided to help us do work. All business matters that involve electronic, written communication must be conducted on Massive Canada’s email system or through other systems provided and approved by Massive Canada. Email, internet services, telephones and other forms of communication must at all times be used appropriately and professionally.

Incidental and occasional personal use of IT resources is permitted, but never for personal gain or any improper purpose and provided that it affects neither the business nor Massive Canada’s information system’s operations or security and that it does not cause any additional costs or undermine Massive Canada’s interests or image.

Unless prohibited by local law, Massive Canada reserves the right to monitor emails and internet usage, whether work related or personal. Good judgement applies:  do not access, send messages or store any information that you would not want to be seen or heard by other individuals.

Use of Social Media

Massive Canada understands the benefits and opportunities that can come from the use of social media. Massive Canada is committed to ensuring that employees who use social media act with the highest standards of honesty, integrity and decency at all times. Massive Canada does not tolerate any form of abuse arising from the use of social media.

Public Statements

Massive Canada relies on shareholders and lenders who have a right to be informed about financial matters in a consistent manner. It is important to ensure that communications made to investors are timely, full, true and plain, consistent and broadly disseminated in accordance with all applicable legal and regulatory requirements. Employees are not permitted to make statements on behalf of Massive Canada unless they have been specifically authorized to do so. If an investor, member of the media or other third party contacts you to request information, even if the request is informal, you should not respond to it unless you are authorized to do so. In this event, refer the request to your supervisor.

Political Activities and Charitable Donations

We respect the right of our employees to participate in political activities. We encourage employees to be active in their local communities and support good causes. However, these activities should not be conducted on Massive Canada time or involve the use of any Massive Canada resources such as telephones, computers, or supplies unless specifically approved under the Massive Canada Volunteering Policy. Employees must never appear to represent Massive Canada or its views when engaging in personal political or charitable activities, unless specifically authorized by the Board to do so. Employees will not be reimbursed for personal political or charitable contributions.

We may occasionally express our views on local and national issues that affect our operations or support charitable causes. In such cases, Massive Canada funds and resources may be used, but only when permitted by law and with the approval of the Board. Political donations made on behalf of Massive Canada are prohibited.

Gifts and Entertainment

We recognize that it is customary for some of our suppliers, customers, and other business associates to occasionally give small gifts to those with whom they do business. It is important, however, that these gifts do not affect an employee’s business judgment, or give the appearance that judgment may be affected. Accordingly, employees must be very careful when it comes to accepting gifts. As a general rule, Massive Canada employees may accept gifts from suppliers, customers, or other business associates, provided that the gift meets the requirements as outlined in the Massive Canada Gift and Entertainment Policy.

Occasionally, offering gifts to third parties may be appropriate to strengthen relationships or comply with local customs. Specifically, Massive Canada employees may offer gifts to suppliers, customers or other business associates for legitimate business purposes, such as building goodwill and strengthening working relationships, provided that the gift meets the requirements as outlined in the Massive Canada Gift and Entertainment Policy.

Business entertainment (e.g. tickets to the theatre or a sporting event) can play an important role in strengthening working relationships among business associates. Accordingly, Massive Canada permits business entertainment when done for legitimate business purposes, such as building goodwill and enhancing relationships with customers or suppliers, provided that it complies with the requirements as outlined in the Massive Canada Gift and Entertainment Policy.

Business relationships with government agencies and departments are tightly controlled by laws and regulations. In order to avoid even the appearance of impropriety, Massive Canada prohibits offering business entertainment or giving gifts to government officials and employees.

Local Laws and Customs

Massive Canada will be serving markets worldwide and conduct business under laws, cultural norms, and social standards that differ widely across regions and countries. Massive Canada employees must abide by the national and local laws of the countries in which we operate. If a conflict arises with respect to laws applicable between countries, the Company’s solicitor must be consulted. Massive Canada employees should not knowingly facilitate illegal conduct or fraud by others, regardless of local norms.

Community Support

Massive Canada supports organizations and activities of the communities in which we operate. We will support worthwhile civic and charitable causes, and under our Volunteering Policy employees are urged to participate personally in these activities.

Obligation to Report Violations and to Cooperate

Each employee must promptly report any known or suspected violation of this Code of Ethics, the supporting policies and all other unlawful or unethical conduct to their line manager, human resource representative or other management within their immediate working environment. If employees feel they need to raise their issue outside of their immediate working environment, they should promptly report their issue to the Chief Compliance Officer.

Employees are obligated to report such known or suspected conduct without regard to the identity or position of the suspected offender. Under no circumstances will any employee who makes a report in good faith be subject to any acts of retribution, retaliation, or disciplinary action.

Additionally, all employees must fully cooperate in any investigation of a suspected violation.