Impartiality Policy

Draft: November 2025

CONTENTS

1.Purpose…………………………………………………………………………………………………………………………………….

2. Scope……………………………………………………………………………………………………………………………………….

2.1. Covered Activities………………………………………………………………………………………………………………….

2.2. Covered Entities and Individuals……………………………………………………………………………………………

2.3. Geographic and Market Scope………………………………………………………………………………………………

2.4. Relationship with Clients and Stakeholders…………………………………………………………………………..

3. Principles of Impartiality…………………………………………………………………………………………………………..

3.1. Commitment to Objectivity……………………………………………………………………………………………………

3.2. Avoidance of Bias………………………………………………………………………………………………………………….

3.3. Risk-Based Approach to Impartiality……………………………………………………………………………………..

3.4. Organizational Independence……………………………………………………………………………………………….

3.5. Non-Discrimination and Equal Treatment……………………………………………………………………………..

3.6. Transparency and Accountability…………………………………………………………………………………………..

3.7. Staff Awareness and Ethical Conduct…………………………………………………………………………………….

4. Independence Requirements………………………………………………………………………………………………..….

4.1. Independence from Project Developers and Market Participants………………………………………….

4.2. Independence in Governance and Decision-Making………………………………………………………………

4.3. Financial Independence………………………………………………………………………………………………………...

4.4. Personnel Independence……………………………………………………………………………………………………….

4.5. Subcontractor and Third-Party Independence……………………………………………………………………….

4.6. Relationship with Regulatory Bodies and Oversight Entities………………………………………………….

4.7. Managing Perceptions of Independence………………………………………………………………………………..

5. Conflict of Interest Management……………………………………………………………………………………………...

5.1. Definition of Conflict of Interest……………………………………………………………………………………………..

5.2. General Principles………………………………………………………………………………………………………………....

5.3. Identification of Conflicts……………………………………………………………………………………………………....

5.4. Declaration and Disclosure Obligations………………………………………………………………………………...

5.5. Conflict Review and Resolution……………………………………………………………………………………………...

5.6. Conflict of Interest Register…………………………………………………………………………………………………...

5.7. Firewalls and Functional Separation……………………………………………………………………………………...

5.8. Training and Awareness………………………………………………………………………………………………………...

5.9. Third-Party Oversight and Reporting……………………………………………………………………………………..

6. Organizational and Operational Safeguards…………………………………………………………………………....

6.1. Governance Structure Supporting Impartiality……………………………………………………………………...

6.2. Independence in Operational Processes……………………………………………………………………………....

6.3. Personnel Assignment and Role Separation………………………………………………………………………....

6.4. Documentation, Auditability, and Traceability……………………………………………………………………....

6.5. Impartiality Committee……………………………………………………………………………………………………......

6.6. Internal Controls and Quality Management Systems……………………………………………………………

6.7. Culture of Ethical Conduct…………………………………………………………………………………………………....

7. Responsibilities…………………………………………………………………………………………………………………….....

7.1. Senior Management……………………………………………………………………………………………………………..

7.2. Impartiality Officer………………………………………………………………………………………………………………..

7.3. Impartiality Committee………………………………………………………………………………………………………….

7.4. Technical and Operational Staff……………………………………………………………………………………………..

7.5. Commercial, Sales, and Client Relationship Staff……………………………………………………………………

7.6. Subcontractors, Consultants, and External Experts……………………………………………………………….

8. Policy Review…………………………………………………………………………………………………………………………...

8.1. Review Frequency………………………………………………………………………………………………………………….

8.2. Review Process……………………………………………………………………………………………………………………...

8.3. Continuous Improvement and Feedback Loop………………………………………………………………………

9. Public Commitment……………………………………………………………………………………………………………..…..

9.1. Statement of Commitment……………………………………………………………………………………………………

9.2. Public Accessibility………………………………………………………………………………………………………………..

9.3. Transparency and Accountability to Stakeholders…………………………………………………………………

9.4. Reinforcement Through Internal and External Communication…………………………………………….

1. Purpose

The purpose of this policy is to affirm and ensure the commitment of Themis Carbon CY Ltd (“Themis” or “the Company”) to conduct all its operations, particularly the issuance, validation, and verification of carbon credits within compliance markets, with the highest standards of impartiality, independence, and integrity.

This policy is publicly available to demonstrate transparency and to provide assurance to stakeholders, including regulators, clients, and the public, that Themis Carbon CY Ltd operates without bias, conflict of interest, or undue influence.

As a trusted third-party body operating in regulated carbon markets, Themis Carbon CY Ltd plays a critical role in ensuring the environmental integrity and credibility of emissions reductions and removals.

This policy is intended to:

Ensure that all activities are conducted with complete impartiality and independence, regardless of the commercial interests of clients or other external stakeholders.
Reinforce stakeholder trust in Company’s services and decisions by transparently managing risks to impartiality and conflicts of interest.
Align with international standards, including ISO 14065 (Greenhouse gases — Requirements for greenhouse gas validation and verification bodies), and with the principles outlined by relevant regulatory authorities governing compliance carbon markets (e.g., the EU ETS, Maritime MRV, and CORSIA, or other jurisdictional schemes).
Provide a governance and operational framework to prevent, identify, and mitigate potential threats to impartiality at both the individual and organizational levels.

This policy applies not only to the technical staff conducting assessments, but also to decision-makers, senior management, administrative personnel, and subcontracted parties who may influence or be involved in the delivery of carbon market services.

By publishing and adhering to this policy, Themis Carbon CY Ltd seeks to demonstrate its role as a neutral and credible body that contributes to the environmental integrity of compliance carbon markets, and supports market confidence and transparency.

2. Scope

This policy applies to all operations, personnel, committees, subcontractors, and other associated parties acting directly or indirectly on behalf of Themis Carbon CY Ltd in the context of carbon credit services, including:

Carbon credit validation
Project verification
Monitoring and reporting reviews
Certification and issuance processes

The scope of this policy encompasses:

2.1. Covered Activities

Themis Carbon CY Ltd undertakes a range of services in support of carbon credit integrity under compliance market mechanisms, including but not limited to:

Validation of greenhouse gas (GHG) mitigation projects and programs of activities (PoAs) against approved methodologies and regulatory criteria;
Verification of monitored emissions reductions and removals;
Certification and issuance of carbon credits for eligible projects under jurisdictional schemes;
Review and assessment of monitoring reports, baseline scenarios, and emission factors;
Audits and inspections related to regulatory compliance and credit eligibility.

All such activities are subject to the principles of impartiality, independence, and objectivity as outlined in this policy.

2.2. Covered Entities and Individuals

This policy applies to all individuals and organizations involved in Company’s operations, including:

Internal personnel: all full-time and part-time staff, including senior management, technical reviewers, auditors, validators, verifiers, administrative support, and decision-makers;
External personnel: contractors, consultants, subject matter experts, and other third-party professionals engaged in Themis Carbon’s services;
Committees and oversight bodies: including any impartiality or technical advisory committees involved in governance or quality assurance functions;
Related parties: any affiliates, subsidiaries, or joint ventures operating under Themis Carbon’s brand or contributing to service delivery.

2.3. Geographic and Market Scope

This policy applies to Company’s activities across all jurisdictions and regulatory systems where it operates, including but not limited to:

The EU Emissions Trading System (EU ETS)
The Monitoring, Reporting and Verification (MRV) Maritime Regulation
The CORSIA (Carbon Offsetting and Reduction Scheme for International Aviation) by the International Civil Aviation Organization (ICAO)

Any other domestic or regional compliance carbon markets in which Themis Carbon CY Ltd is accredited, authorized, or approved to perform validation and verification services.

2.4. Relationship with Clients and Stakeholders

Themis Carbon CY Ltd interacts with a wide range of stakeholders, including:

Project developers
Compliance entities and regulated installations
Governments and regulators
Carbon market registries
Independent auditors and accreditation bodies

This policy ensures that all such relationships are managed in a way that preserves the Company’s impartiality and independence, avoiding conflicts of interest or undue influence from any client or stakeholder group.

3. Principles of Impartiality

Impartiality is a core value and a foundational principle that governs all activities carried out by Themis Carbon CY Ltd ("Themis"). The integrity of the compliance carbon market relies heavily on the trustworthiness, objectivity, and neutrality of the organizations responsible for verifying and certifying emission reductions. The Company is therefore committed to maintaining impartiality in every aspect of its operations, decisions, and relationships.

3.1. Commitment to Objectivity

Themis Carbon conducts its work strictly on the basis of objective evidence, verifiable data, and established regulatory and methodological criteria. Decisions made regarding the validation, verification, or issuance of carbon credits are independent of external pressures and based solely on technical merit and compliance with applicable standards.

3.2. Avoidance of Bias

The Company takes active measures to ensure that:

No undue influence whether political, financial, organizational, or personal - is allowed to affect its decisions.
All staff involved in validation and verification processes act without favoritism, prejudice, or preconceived outcomes.
Services are provided equally and fairly to all clients, regardless of their size, affiliation, or market position.

3.3. Risk-Based Approach to Impartiality

To safeguard impartiality, Themis Carbon CY Ltd employs a risk-based approach, which includes:

Identification: All actual, potential, and perceived risks to impartiality are identified during service planning, contract negotiation, and project execution phases.
Assessment: Risks are evaluated for severity and likelihood, considering both direct and indirect threats to impartiality (e.g., financial incentives, close personal or professional relationships, prior consultancy work, etc.).
Mitigation: Preventive and corrective measures are implemented to eliminate or minimize the risk to acceptable levels. These may include recusal, personnel reassignment, or enhanced oversight.

This process is reviewed periodically and whenever significant operational changes occur.

3.4. Organizational Independence

Themis Carbon CY Ltd ensures that its organizational structure, governance model, and business practices promote impartiality. This includes:

Separation of technical and commercial functions to avoid conflicts between business development and assessment decisions.
Clear decision-making protocols where final validation and verification decisions are made by individuals or committees who have not been involved in project development or consulting.
Firewalls between any advisory services and assessment functions, where applicable.

3.5. Non-Discrimination and Equal Treatment

Themis Carbon CY Ltd does not discriminate against any applicant or client organization on the basis of nationality, size, legal status, or carbon market sector. All applications for validation or verification services are evaluated using uniform criteria. Impartiality is maintained regardless of the volume or frequency of business from a client.

3.6. Transparency and Accountability

To support impartiality, Themis Carbon CY Ltd:

Maintains transparency in its procedures and decision-making processes;
Provides clients and stakeholders with clear information about the basis for decisions;
Enables appeals and complaints to be submitted through a fair and independent process;
Publishes this policy publicly to demonstrate accountability and commitment to impartiality.

3.7. Staff Awareness and Ethical Conduct

All employees, contractors, and associated personnel are:

Required to understand and uphold the principles of impartiality outlined in this policy;
Trained regularly on identifying and avoiding bias or conflicts of interest;
Subject to codes of conduct, professional ethics, and confidentiality obligations that align with impartiality standards.

4. Independence Requirements

In addition to impartiality, organizational and operational independence is a critical requirement for Themis Carbon CY Ltd (“Themis”) in ensuring the credibility and objectivity of its services in compliance carbon markets. Independence protects against conflicts of interest, preserves the integrity of decisions, and upholds the trust of regulators, clients, and market participants.

4.1. Independence from Project Developers and Market Participants

To avoid conflicts of interest and maintain full independence, the Company and its personnel must not:

Develop or co-develop any greenhouse gas (GHG) mitigation projects or Programs of Activities (PoAs) that they later validate, verify, or certify;
Hold ownership stakes, financial interests, or investment positions in carbon offset projects or companies subject to assessment by the Company;
Provide consultancy, advisory, or capacity-building services related to project design, emissions quantification methodologies, or credit issuance strategies for projects they assess;
Act on behalf of buyers or sellers of carbon credits, compliance entities, or brokers in a manner that may influence project evaluations.

This strict separation between service provision and project development is essential for upholding objectivity.

4.2. Independence in Governance and Decision-Making

Themis Carbon CY Ltd ensures that:

All validation, verification, and certification decisions are taken by personnel or committees not involved in project development or commercial negotiations related to the same project;
Decision-makers are organizationally and functionally independent from financial and marketing units;
Board members and executives avoid commercial relationships that could compromise their neutrality in overseeing the organization’s technical services;
Internal checks and balances exist to prevent any single individual or department from unduly influencing the outcome of carbon credit assessments.

4.3. Financial Independence

The Company is committed to ensuring that financial considerations do not influence technical decisions. To this end:

Assessment fees are determined in a standardized, transparent manner and are not linked to the outcome of the assessment (e.g., whether credits are issued or not);
Themis Carbon CY Ltd does not engage in revenue-sharing agreements, commission-based models, or bonus incentives tied to credit volume or project success;
Budgetary and operational structures are designed to safeguard technical teams from commercial pressures, including incentives or client influence.

4.4. Personnel Independence

Individual independence is critical to organizational independence. All staff and contractors must:

Disclose any prior or existing relationships with project developers or clients that could impair their objectivity;
Refrain from participating in assessments where they have been involved in project design, consultancy, or financial decision-making;
Abide by non-engagement periods (“cooling-off” periods) to prevent revolving-door situations between consulting and auditing roles;
Be subject to rotation and reassignment if a real or perceived conflict of interest arises.

Personnel must sign and periodically reaffirm Declarations of Independence and Conflict of Interest, which are reviewed by the Impartiality Committee.

4.5. Subcontractor and Third-Party Independence

Where Themis Carbon CY Ltd engages subcontractors or third-party experts for technical input or field audits:

They are held to the same independence and impartiality standards as internal staff;
They must disclose all potential conflicts of interest prior to engagement;
The Company retains full responsibility for ensuring that any delegated activities do not compromise independence or integrity.

4.6. Relationship with Regulatory Bodies and Oversight Entities

While the Company collaborates with regulators, accreditation bodies, and compliance market authorities, it maintains strict boundaries to:

Avoid undue influence or pressure in the outcome of technical assessments;
Ensure that any guidance received from regulators is interpreted objectively and consistently, not as directives or favors;
Maintain its role as an independent third party, distinct from the role of policymaking or enforcement.

4.7. Managing Perceptions of Independence

Beyond actual independence, Themis Carbon CY Ltd recognizes the importance of public and stakeholder perceptions. Therefore, it takes care to:

Communicate clearly and transparently about its role and responsibilities;
Avoid marketing or branding language that implies preferential relationships with clients or sectors;
Address any public concerns or complaints related to independence promptly and transparently.

5. Conflict of Interest Management

Managing conflicts of interest is essential to preserving the impartiality, independence, and credibility of Themis Carbon CY Ltd’s (“Themis”) services in regulated carbon markets. As a third-party body responsible for validating, verifying, and certifying emissions reductions, Themis Carbon must proactively identify, assess, and manage both actual and perceived conflicts of interest that could compromise its objectivity or stakeholder trust.

This section outlines Company’s commitment and mechanisms for robust conflict of interest (COI) management.

5.1. Definition of Conflict of Interest

A conflict of interest occurs when an individual or organization has competing interests or loyalties that could improperly influence or be perceived to influence the impartiality of their decisions or actions.

Conflicts of interest can be:

Actual – A real and current influence affecting impartiality;
Potential – A foreseeable situation that could result in a conflict;
Perceived – A situation that may not be a conflict in fact, but which could reasonably be seen as one by external observers.

5.2. General Principles

Themis Carbon CY Ltd adheres to the following principles in managing conflicts of interest:

Zero tolerance for conflicts that compromise impartiality;
Transparency in identifying and addressing risks;
Proactive prevention rather than reactive correction;
Accountability at all levels of the organization.

5.3. Identification of Conflicts

Conflicts of interest may arise in various forms, including but not limited to:

Prior or current involvement in project development or consulting on the same project;
Financial interests in a client organization or project (e.g., shareholding, revenue-sharing);
Close personal relationships (family, friendships, etc.) with client personnel;
Commercial incentives tied to the volume of credits issued or the approval of projects;
Simultaneous roles in advisory, validation, and verification functions.

All such potential conflicts are identified during the project intake, staff allocation, and periodic review phases.

5.4. Declaration and Disclosure Obligations

To prevent conflicts of interest:

All personnel, contractors, and decision-makers must complete and sign a Declaration of Interest before involvement in any project-related activity;
Personnel are required to disclose any potential conflict to management immediately if their circumstances change;
Contractors and subcontractors must disclose relevant affiliations before engagement;
Annual re-confirmation of impartiality and COI status is required for all staff.

Failure to disclose a conflict may result in disciplinary action or termination of the contract.

5.5. Conflict Review and Resolution

Upon identification of a conflict of interest, Themis Carbon CY Ltd will:

Assess the nature and severity of the conflict;
Determine appropriate actions, which may include:
- Reassignment of personnel;
- Removal of individuals from a specific assessment process;
- Additional layers of review or oversight;
- Disclosure to clients and regulators where required;
Document the resolution in the project file and COI register.

All decisions are taken with reference to maintaining the highest possible standard of impartiality.

5.6. Conflict of Interest Register

Themis Carbon CY Ltd maintains a centralized and confidential Conflict of Interest Register that records:

All declared conflicts (actual, potential, or perceived);
Actions taken to mitigate or eliminate conflicts;
Dates of disclosure and resolution;
Related individuals, projects, and clients.

This register is reviewed regularly by the designated impartiality function.

5.7. Firewalls and Functional Separation

To structurally prevent conflicts of interest, Themis Carbon implements internal firewalls were needed, including:

Separation of validation and verification teams from client relationship management or business development functions;
Independence of decision-makers from individuals performing the assessment;
Prohibition on providing both consulting and assessment services for the same project or client;
Limitations on repeat engagements with the same client or project team to reduce familiarity risk.

5.8. Training and Awareness

All staff and contractors receive mandatory training on:

The nature and types of conflicts of interest;
How to recognize and report conflicts;
The implications of unmanaged conflicts;
Responsibilities under this policy and relevant codes of conduct.

Training is repeated annually or as needed in response to updated regulatory requirements or operational changes.

5.9. Third-Party Oversight and Reporting

Where applicable, Themis Carbon’s conflict of interest procedures are subject to review by:

Regulatory authorities and accreditation bodies;
External auditors during quality assurance or compliance reviews;
The Impartiality and Oversight Committee, which has the authority to investigate and recommend corrective actions for COI breaches.

Clients may also report suspected conflicts through Themis Carbon’s formal Complaints and Appeals Procedure, which guarantees confidentiality and impartial handling.

6. Organizational and Operational Safeguards

To maintain the highest standards of impartiality and independence, Themis Carbon CY Ltd (“Themis”) has implemented a series of organizational and operational safeguards. These are structural, procedural, and cultural mechanisms that systematically prevent undue influence, conflicts of interest, and bias across all levels of its operations.

These safeguards are designed to meet the requirements of international best practices (e.g. ISO 14065, ISO 17029), align with regulatory expectations in compliance carbon markets, and reinforce Themis Carbon’s reputation as a neutral, independent, and trusted body.

6.1. Governance Structure Supporting Impartiality

Themis Carbon CY Ltd maintains a governance structure that enables oversight, transparency, and accountability in decision-making. Key elements include:

Clear separation of responsibilities between commercial, operational, and technical functions;
A dedicated Impartiality Officer or equivalent function responsible for oversight of conflict of interest management and impartiality controls;
An Impartiality Committee (see Section 6.5) that operates independently from day-to-day management and provides oversight of risk areas related to bias, influence, or conflicts.

This structure ensures that business performance objectives never override the requirements for impartial assessment.

6.2. Independence in Operational Processes

The Company impartiality at each step of its operational process, from project intake to final certification. This includes:

Screening for potential conflicts of interest at the proposal stage;
Segregation of duties to ensure individuals involved in project business development or client support are not involved in technical decision-making;
Independent technical reviews: All validation or verification reports undergo a secondary, independent review by qualified personnel not involved in the initial assessment;
Decision-making by impartial panels or qualified reviewers who were not involved in earlier stages of the same project.

6.3. Personnel Assignment and Role Separation

To avoid concentration of influence or familiarity risks:

Personnel are assigned to projects based on objective competency criteria and assessed for impartiality risks;
Staff are rotated and reassigned where repeat assessments of the same client may compromise neutrality;
Project managers, auditors, validators, and technical reviewers are clearly delineated in their roles;
No staff member may be involved in both validation and verification of the same project.

Additionally, individuals involved in prior consulting or technical assistance work with a project developer are disqualified from participating in its assessment for a defined cooling-off period.

6.4. Documentation, Auditability, and Traceability

To ensure all impartiality measures are implemented consistently and transparently:

Each project file includes documented conflict of interest checks, personnel assignments, and independent review approvals;
Themis Carbon CY Ltd maintains auditable records of decision-making, internal communications, and justifications for all project-related judgments;
Internal audits and management reviews are conducted regularly to assess adherence to impartiality protocols and identify improvement areas.

These safeguards help demonstrate accountability to regulators, clients, and accreditation bodies.

6.5. Impartiality Committee

The Impartiality Committee plays a central role in governance by:

Reviewing risks to impartiality identified in internal audits or project reviews;
Providing oversight of conflict of interest management processes;
Advising senior management on policy adjustments and structural reforms needed to maintain independence;
Reviewing complaints, appeals, or incidents related to potential breaches of impartiality.

This Committee is composed of external experts and internal representatives who are free from commercial interests in the company’s core services and who bring diverse perspectives (e.g., legal, technical, regulatory, NGO).

The committee meets at least annually, or more frequently if significant risk issues arise.

6.6. Internal Controls and Quality Management Systems

Themis Carbon CY Ltd integrates impartiality safeguards into its Quality Management System (QMS), which includes:

Defined policies and procedures for document control, training, complaints, and personnel management;
Regular internal and external audits that evaluate compliance with impartiality requirements;
Use of standardized templates, checklists, and forms to reduce subjectivity in assessments;
Clearly defined KPIs that prioritize integrity and quality over volume or financial performance.

6.7. Culture of Ethical Conduct

Organizational safeguards are supported by a strong culture of ethical responsibility. Themis Carbon promotes this by:

Ensuring leadership sets the tone on independence and ethical behavior;
Conducting regular training on impartiality, independence, and anti-bribery/corruption standards;
Providing secure, anonymous reporting mechanisms (e.g. whistleblower channels) for staff and stakeholders to report concerns about undue influence or ethical breaches;
Including impartiality and conflict of interest obligations in performance evaluations and contracts.

7. Responsibilities

The effectiveness of Themis Carbon CY Ltd’s (“Themis”) Impartiality and Independence Policy depends on the clear assignment of responsibilities across the organisation. Every level of personnel from executive leadership to operational teams and subcontractors plays a vital role in upholding impartiality, identifying conflicts of interest, and maintaining operational independence.

This section outlines the roles and responsibilities for implementing, maintaining, and overseeing the policy within the organisation.

7.1. Senior Management

Senior Management, including the Chief Executive Officer (CEO), Board of Directors, and Executive Team, holds overall accountability for the successful implementation and ongoing enforcement of this policy. Their responsibilities include:

Championing a culture of impartiality, integrity, and transparency across all business functions;
Approving and endorsing this policy and ensuring it is integrated into strategic decision-making;
Allocating adequate resources (human, technical, financial) to manage and mitigate impartiality risks;
Ensuring that organizational structures and reporting lines support independence in decision-making;
Reviewing and responding to reports from the Impartiality Committee and compliance audits;
Taking disciplinary action when breaches of this policy are identified.

Senior Management must ensure that commercial goals never compromise impartial assessments, and they are expected to lead by example.

7.2. Impartiality Officer

The Impartiality Officer (or designated equivalent) is the primary individual responsible for day-to-day oversight and enforcement of this policy. This role includes:

Coordinating and maintaining the Conflict of Interest Register;
Conducting impartiality risk assessments on new projects, clients, and personnel assignments;
Reviewing and approving declarations of interest submitted by staff and contractors;
Monitoring compliance with internal procedures, standards (e.g., ISO 14065), and relevant regulatory requirements;
Reporting to senior management and the Impartiality Committee on impartiality-related risks or breaches;
Facilitating impartiality training programs and awareness campaigns;
Initiating and overseeing investigations into complaints or alleged impartiality breaches.

This Officer must act independently of commercial influence and have the authority to take corrective actions without needing executive approval.

7.3. Impartiality Committee

The Impartiality Committee operates as an independent oversight body within Themis Carbon CY Ltd. Detailed responsibilities of this function can be found in section 6.5.on this Policy.

7.4. Technical and Operational Staff

This includes auditors, validators, verifiers, technical reviewers, and project managers who are directly involved in service delivery. Their responsibilities include:

Conducting assessments strictly based on objective evidence and standardized methodologies;
Refraining from engaging in any activity where an actual or potential conflict of interest exists;
Submitting accurate and timely conflict of interest declarations prior to assignment to a project;
Participating in required impartiality and ethics training;
Reporting any concerns or suspicions regarding undue influence or partiality through the appropriate internal channels;
Cooperating fully with internal reviews or investigations into impartiality-related matters.

They are expected to remain vigilant and uphold the organization’s reputation for neutrality at all times.

7.5. Commercial, Sales, and Client Relationship Staff

While client-facing teams play a critical role in service delivery and client satisfaction, they must:

Avoid any involvement in technical decision-making related to the validation, verification, or issuance of carbon credits;
Refrain from offering services or guarantees that may create perceptions of influence or preferential treatment;
Disclose any commercial arrangements or incentives that could be interpreted as conflicting with impartial operations;
Refer any technical disputes or issues to the designated assessment teams or compliance officers;
Ensure that sales contracts and client communications clearly communicate the independence of technical decisions.

Their training must include a clear understanding of where commercial boundaries end and impartiality requirements begin.

7.6. Subcontractors, Consultants, and External Experts

Any external party engaged in assessment or support roles must:

Comply fully with the provisions of this policy and sign a Conflict of Interest Declaration;
Undergo pre-engagement screening for independence and impartiality risks;
Be contractually bound to uphold the same standards as Themis Carbon personnel;
Cooperate with any audits, reviews, or requests for documentation related to impartiality.

Breach of these responsibilities may result in immediate termination of engagement and notification to regulatory bodies if necessary.

8. Policy Review

This policy will be reviewed annually or upon significant change in operations or regulatory requirements, and updated as necessary.

To ensure the continued effectiveness, relevance, and integrity of its Impartiality and Independence Policy, Themis Carbon CY Ltd (“Themis”) is committed to a formal and systematic process of policy review and continuous improvement.

This process enables the organization to respond to emerging risks, regulatory changes, stakeholder feedback, and lessons learned from internal and external audits.

8.1. Review Frequency

This policy shall be formally reviewed at least once annually, even in the absence of known issues, to confirm its ongoing adequacy and alignment with:

Themis Carbon’s operations and services;
Applicable international standards (e.g., ISO 14065, ISO 17029);
Requirements of compliance carbon market regulators (e.g., EU ETS, Maritime MRV, and CORSIA, or other schemes);
Internal risk management findings and audit results.

The policy shall also be reviewed immediately following any of the following triggers:

Significant changes in organizational structure, ownership, or business model;
Expansion into new jurisdictions, markets, or service lines;
Introduction of new or revised regulatory requirements relevant to carbon credit validation and verification;
Discovery of any breach, incident, or complaint related to impartiality or conflict of interest;
Recommendations issued by accreditation bodies or oversight committees;
Updates to relevant ISO or GHG Program standards.

8.2. Review Process

The review process involves multiple stages and stakeholders to ensure transparency, effectiveness, and ownership across the organization. Key steps include:

Initiation
The Impartiality Officer (or equivalent) initiates the review process in coordination with relevant departments (e.g., Quality Assurance, Legal, Technical Operations).
Assessment
The existing policy is assessed for:
- Alignment with current operations;
- Identification of any gaps, ambiguities, or outdated references;
- Effectiveness of implementation (based on internal audits, feedback, and monitoring);
- Lessons learned from actual impartiality or COI cases.
Consultation
Feedback is solicited from:
- Internal staff, including technical, commercial, and administrative teams;
- The Impartiality Committee for expert and independent input;
- External stakeholders, as appropriate (e.g., accreditation bodies, regulators, or clients).
Revision
Draft revisions are developed and reviewed internally by:
- Legal and compliance teams (for alignment with regulatory frameworks);
- Technical managers (for operational feasibility);
- Senior management (for strategic alignment).
Approval
Final revisions are approved by Senior Management, and significant changes may also be presented to the Board of Directors or Impartiality Committee for endorsement.
Publication and Communication
Once approved:
- The updated policy is published on Themis Carbon’s official website;
- Internal teams are notified, and training is provided where needed;
- Clients and external stakeholders are informed of material changes that may affect their interactions with Themis Carbon.
Version Control
Each version of the policy is:
- Assigned a unique version number and effective date;
- Logged in a controlled document register;
- Archived with previous versions for at least five years, or longer if required by accreditation or legal frameworks.

8.3. Continuous Improvement and Feedback Loop

Themis Carbon CY Ltd encourages a proactive, open-feedback culture to identify policy improvement opportunities. Staff and external parties (e.g., clients, partners, regulators) are encouraged to:

Report issues or suggestions related to impartiality controls or policy implementation;
Submit input through formal review channels, periodic surveys, or during internal/external audits;
Escalate concerns anonymously if necessary through secure reporting mechanisms.

Feedback received between formal review cycles is documented and evaluated on an ongoing basis, with urgent issues triggering an interim review process.

9. Public Commitment

Themis Carbon CY Ltd makes this policy publicly available via its website and will provide it to any interested parties upon request.

This public commitment represents a formal and enduring declaration by Themis Carbon’s leadership that all services are delivered free from bias, undue influence, or conflict of interest, and that the organization is accountable to stakeholders for maintaining these standards at all times.

9.1. Statement of Commitment

The Company publicly commits to the following:

To conduct all validation, verification, and certification activities in accordance with principles of impartiality, independence, competence, and transparency;
To ensure that technical decisions are based solely on objective evidence and conform with approved standards, methodologies, and regulatory frameworks;
To prevent any actual, potential, or perceived conflict of interest that could undermine stakeholder trust in our services;
To establish and maintain organizational structures, procedures, and oversight mechanisms that actively safeguard against bias or undue influence;
To uphold the expectations of accreditation bodies, regulators, and compliance market stakeholders, and to continuously align with international standards such as ISO 14065, ISO 17029, and applicable GHG program requirements;
To provide full cooperation with external audits, reviews, and stakeholder inquiries related to impartiality;
To foster a culture of ethics, accountability, and professional integrity at all levels of the organization.

9.2. Public Accessibility

This policy is made publicly available through Company’s website and is shared proactively with:
- Accreditation bodies
- Regulatory authorities
- Project developers and clients
- Other relevant stakeholders
Printed or electronic copies are available upon request to any interested party.
A summary version of this commitment may also be published in marketing materials, proposals, and compliance documentation to reinforce stakeholder confidence.

9.3. Transparency and Accountability to Stakeholders

In addition to internal enforcement, the Company recognizes the importance of external accountability. To that end:

Stakeholders may raise concerns, complaints, or suspected breaches of this policy through a formal, accessible Complaints and Appeals Procedure;
Themis Carbon will investigate all concerns related to impartiality in a timely, fair, and transparent manner;
Where impartiality risks are confirmed, Themis Carbon CY Ltd will take corrective actions and notify relevant parties or regulators where appropriate;
Summaries of policy updates and any significant changes will be communicated to relevant stakeholders without delay.

9.4. Reinforcement Through Internal and External Communication

This public commitment is actively reinforced through:

Internal training, onboarding, and professional development;
Supplier and subcontractor agreements;
Proposals and contracts with clients;
Annual compliance statements and corporate social responsibility disclosures.

Themis Carbon CY Ltd considers its impartiality and independence policy to be a living framework, continuously reaffirmed through its daily decisions, its treatment of stakeholders, and the trust it earns in the carbon credit market.

Impartiality Policy

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