Brain Labs TopCo Limited Statement on the Modern Slavery Act

This statement is made on behalf of Brain Labs TopCo Limited (“we”, “our”, “us”), covers the financial year ending 31 March 2022 and outlines our approach to combatting any form of slavery, servitude, forced or compulsory labour, human-trafficking and exploitation (“Modern Slavery”). We are committed to conducting our business with honesty and integrity, and to the highest ethical standards, especially with respect to the protection of human rights. We comply with all laws and regulations applicable to our business and have a zero tolerance of any form of Modern Slavery in our business and in our supply chains.

Business and Organisational Structure

We are a leading international digital marketing partner located in the United Kingdom and operating in the media sector. Our experimentation-led services are all driven by expert tech and a finely-tuned team of planners, strategists, data scientists and software engineers. Our clients have varying corporate structures (for example, some are privately owned, whilst others are public, private equity owned, not-for-profit or venture capitalist backed) and operate in a variety of industries (for example automotives, charity, education, energy, finance, healthcare, retail, TMT (technology, media, telecoms), travel, healthcare and retail). We support our clients by offering a broad range of services including creatives, planning and buying, data strategy and science, biddable marketing, campaign management and influencer marketing.

We are owned by our employees and private equity investors. The Brainlabs group employs over 685 people and has offices in 9 countries.

Supply Chains

Our suppliers generally fall into two categories: those providing goods and services relating to our client work (for example media partners, technology and software providers) and those providing goods and services that we use to operate our business (for example rental of office space, travel, telecommunications, professional services, catering and other facilities).

Our Policies on Modern Slavery

We are fully committed to the prevention of all forms of Modern Slavery. We therefore have the following policies, programs and practices in place which, together, set out our commitment to comply with the Modern Slavery Act 2015 (“Act”):

● Our Anti-Bribery Policy: which set out our responsibilities, and the responsibilities of those working for us, in observing and upholding our position on bribery and corruption. This policy also provides information and guidance to those working for us on how to recognise and deal with bribery and corruption related issues;

● Our Anti-Modern Slavery Policy: which reflects our commitment to acting ethically and with integrity in all our business relationships and to implementing and enforcing effective systems and controls to ensure Modern Slavery is not taking place anywhere in our supply chains;

● Our Anti-Modern Slavery Training Program: which helps to educate those who work with us regarding the prevention of Modern Slavery and recognising it for the serious crime that it is. Because we also recognise that Modern Slavery is an international problem and (due to the nature of this particular crime) the true extent is unknown, our Anti-Modern Slavery Training Program helps those who work with us to understand what Modern Slavery is, who is affected by it, and what those who work with us should do if they spot any signs of Modern Slavery;

Our Code of Business Ethics and Conduct Policy: which sets out the acceptable and appropriate behaviour that we require from all of those who work with us. This policy covers a number of topics including (without limitation) compliance with laws and regulatory orders and reporting violations;

● Our Fraud Policy: which facilitates the development of controls that aid in the detection and prevention of fraud. This policy applies to any irregularities, or suspected irregularities, involving those that work with us and also covers matters such as reporting procedures and investigative responsibilities;

● Our Recruitment and People Management Practice: which is designed to ensure that those who work with us choose to work for us. We ask that all prospective individuals who wish to work with us to freely evidence their legal right to work. Additionally all costs incurred in the recruitment and selection process are borne by us; and

● Our Whistleblowing Policy: which encourages those who work with us to report any suspected wrongdoing or dangers at work as soon as possible (including failure to comply with any legal obligation or regulatory requirements and breach of our internal policies and procedures). This policy also assures those who work with us that if they report any suspected wrongdoing or dangers, they can do so in the knowledge that: (i) their concerns will be taken seriously and investigated as appropriate; (ii) their confidentiality will be respected; and (iii) they should be able to raise genuine concerns in good faith without fear of reprisals (even if their concerns turn out to be mistaken).

Further Steps

We intend to take the following further steps to combat Modern Slavery:

● reviewing our supply chains to identify any countries and suppliers which may fall within the high risk category (e.g. high risk markets, high risk sectors);

● reviewing our Anti-Modern Slavery Policy and management process for the same, and strengthening them if/where needed;

● including more robust provisions in Service Provider Agreements, for example including warranties and undertakings regarding compliance with the Act, as well as the right for us to terminate an agreement immediately if a service provider is found to be in breach of these requirements; and

● providing training to those who work with us to ensure their understanding of, and vigilance regarding, the risks of Modern Slavery in our business and in our supply chains.

This statement is made pursuant to section 54(1) of the Modern Slavery Act 2015 and constitutes our slavery and human trafficking statement for the financial year ending 31 March 2022. It was approved by the board on 23rd September 2022.


Olivier de Canson (Director)

Brain Labs Topco Limited

Date: 23rd September 2022