Exhibit 99.3

DIRECTORS AND OFFICERS CODE OF BUSINESS CONDUCT AND ETHICS

Genesys S.A. (the "Company") is publicly listed on The Nasdaq National Stock Market, Inc. ("NASDAQ") in the United States. As a result, the Company is
subject to U.S. laws, rules and regulations applicable to foreign private companies that are publicly listed in the United States, as well as the specific requirements of NASDAQ.

In
accordance with Nasdaq Marketplace Rule 4350 (n), the Company is adopting codes of business conduct and ethics applicable to all directors, officers and employees. The
requirement of a publicly available code of business conduct and ethics is intended to demonstrate to investors that the Company has carefully considered the requirement of ethical dealing. For
employees, this requirement is designed to provide assurance that reporting of questionable behavior is protected, to promote ethical behavior by others, and to foster an atmosphere of
self-awareness and prudence.

Recognizing
the importance of uncompromising integrity on the part of its directors and officers, the Company has adopted this Code of Business Conduct and Ethics (the "Code").
Accordingly, it is the Company's policy that each director and officer shall:



A
similar code of business conduct and ethics applies to the Company's employees.

The
Board of Directors of the Company shall be responsible for approving this Code and any amendments hereto. The Board of Directors may consult the Audit Committee on any contemplated
modification. Only the Board of Directors shall grant waivers of this Code for officers or directors.

The
Company shall make this Code available to the public and shall disclose any amendments or waivers granted to officers or directors on a regular basis.

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If
any director or officer suspects or becomes aware of a violation of the Code, he or she must promptly report it to the General Counsel or to another appropriate officer. All
communications made in good faith will be treated promptly and professionally and without risk of any retribution.

Allegations
of potential wrongdoing will be investigated by the proper corporate or departmental personnel and may be reported to the Board of Directors of the Company (or an appropriate
committee thereof) and to the relevant authorities. All directors and officers are required to cooperate fully with any internal or external investigation. Directors and officers must also maintain
the confidentiality of any investigation and related documentation, unless specifically authorized by the Genesys Legal Department to disclose such information. Directors and officers are reminded
that the Company's document retention policies strictly prohibit the destruction or alteration of documentation undertaken with the intent to obstruct any pending or threatened investigation or
proceeding of any nature.

Appropriate
sanctions for violations of the Code may include termination. Any person who takes any action whatsoever in retaliation against any director or officer who has in good faith
raised any question about compliance with the Code will be subject to sanctions, which may include termination.

All
questions about the Code should be addressed to the Genesys Legal Department.

2

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EMPLOYEES CODE OF BUSINESS CONDUCT AND ETHICS

Genesys S.A. (the "Company") is publicly listed on The Nasdaq National Stock Market, Inc. ("NASDAQ") in the United States. As a result, the Company is
subject to U.S. laws, rules and regulations applicable to foreign private companies that are publicly listed in the United States, as well as the specific requirements of NASDAQ.

In
accordance with Nasdaq Marketplace Rule 4350 (n), the Company is adopting codes of business conduct and ethics applicable to all directors, officers and employees. The
requirement of a publicly available code of business conduct and ethics is intended to demonstrate to investors that the Company has carefully considered the requirement of ethical dealing. For
employees, this requirement is designed to provide assurance that reporting of questionable behavior is protected, to promote ethical behavior by others, and to foster an atmosphere of
self-awareness and prudence.

Recognizing
the importance of uncompromising integrity on the part of its employees, the Company has adopted this Code of Business Conduct and Ethics (the "Code"). Accordingly, it is the
Company's policy that employees shall:



A
similar code of business conduct and ethics applies to the Company's directors and officers.

The
Board of Directors of the Company shall be responsible for approving this Code and any amendments hereto. The Board of Directors may consult the Audit Committee on any contemplated
modification.

If
any employee becomes aware of a violation of the Code or has objectively reasonable and specific reasons to believe that the Code has been violated, he or she may promptly report it
to the General Counsel or to another appropriate officer. All employee communications made in good faith will be treated promptly and professionally and without risk of any retribution. Knowingly
false accusations of misconduct will be subject to disciplinary action.

3

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Allegations
of potential wrongdoing will be investigated by the proper corporate or departmental personnel and may be reported to the Board of Directors of the Company (or an appropriate
committee thereof) and to the relevant authorities. All employees are required to cooperate fully with any internal or external investigation. Employees must also maintain the confidentiality of any
investigation and related documentation, unless specifically authorized by the Genesys Legal Department to disclose such information. Employees are reminded that the Company's document retention
policies strictly prohibit the destruction or alteration of documentation undertaken with the intent to obstruct any pending or threatened investigation or proceeding of any nature.

Appropriate
disciplinary sanctions for violations of the Code may include dismissal for cause. Any person who takes any action whatsoever in retaliation against any employee who has in
good faith raised any question about compliance with the Code will be subject to disciplinary sanctions, which may include dismissal for cause.

All
questions about the Code should be addressed to the Genesys Legal Department.

4

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