1. POLICY STATEMENT
It is the policy of AssistTec to conduct all of our business in an honest and ethical manner. We take a zero-tolerance approach to bribery and corruption and are committed to acting professionally, fairly and with integrity in all our business dealings and relationships wherever we operate. We will implement and enforce effective systems to counter bribery.
We will uphold all laws relevant to countering bribery and corruption in all the jurisdictions in which we operate. However, we remain bound by the laws of the UK, including the Bribery Act 2010 and Modern Slavery Act 2015, in respect of our conduct both at home and abroad.
The purpose of this policy is to:
- a) set out our responsibilities, and of those working for us, in observing and upholding our position on bribery and corruption; and
(b) provide information and guidance to those working for us on how to recognise and deal with bribery and corruption issues.
Bribery and corruption are punishable for individuals by up to ten years’ imprisonment and if we are found to have taken part in corruption we could face an unlimited fine, be excluded from tendering for public contracts and face damage to our reputation. We therefore take our legal responsibilities very seriously.
In this policy, third party means any individual or organisation you come into contact with during the course of your work for us, and includes actual and potential clients, customers, suppliers, distributors, business contacts, agents, advisers, and government and public bodies, including their advisors, representatives and officials, politicians and political parties.
Who is covered by the policy?
This policy applies to all individuals working at all levels and grades, including senior managers, directors, employees (whether permanent, fixed-term or temporary), consultants, contractors, and agency staff, or any other person associated with us, or any of our subsidiaries or their employees, wherever located (collectively referred to as workers in this policy).
What is bribery?
A bribe is an inducement or reward offered, promised or provided in order to gain any commercial, contractual, regulatory or personal advantage.
Examples:
Offering a bribe
You offer a potential client tickets to a major sporting event, but only if they agree to do business with us. This would be an offence as you are making the offer to gain a commercial and contractual advantage. We may also be found to have committed an offence because the offer has been made to obtain business for us. It may also be an offence for the potential client to accept your offer.
Receiving a bribe
A supplier gives your nephew a job but makes it clear that in return they expect you to use your influence in our organisation to ensure we continue to do business with them. It is an offence for a supplier to make such an offer. It would be an offence for you to accept the offer, as you would be doing so to gain a personal advantage.
Bribing a foreign official
You arrange for the business to pay an additional payment to a foreign official to speed up an administrative process, such as clearing our goods through customs.
The offence of bribing a foreign public official has been committed as soon as the offer is made. This is because it is made to gain a business advantage for us. We may also be found to have committed an offence.
Gifts and Hospitality
This policy does not prohibit normal and appropriate hospitality (given and received) to or from third parties. The giving or receipt of gifts is not prohibited, if the following requirements are met:
(a) it is not made with the intention of influencing a third party to obtain or retain business or a business advantage, or to reward the provision or retention of business or a business advantage, or in explicit or implicit exchange for favours or benefits;
(b) it complies with local law;
(c) it is given in our name, not in your name;
(d) it does not include cash or a cash equivalent (such as gift certificates or vouchers);
(e) it is appropriate in the circumstances. For example, in the UK it is customary for small gifts to be given at Christmas time;
(f) taking into account the reason for the gift, it is of an appropriate type and value and given at an appropriate time;
(g) it is given openly, not secretly;
(h) gifts should not be offered to, or accepted from, government officials or representatives, or politicians or political parties, without the prior approval of your line manager or the Managing Director or such person as the MD may designate;
(i) the value of the gift does not exceed £100.
(j) gifts must be approved by a VP before they are given and are to be declared on expenses showing the name and organisation of the person to whom they are given;
(k) hospitality in the form of business lunches and dinners, attendance at sporting events etc. is to be approved by a VP in advance and before any invitation is issued to the customer;
(l) the assistTec host should be in attendance at any hospitality event, hospitality where the RDS host is not going to be in attendance is not normally allowed, and;
(m) RDS staff receiving gifts or hospitality where the value is likely to be above £100 should notify their manager by e-mail as soon as the gift or invitation is received.
We appreciate that the practice of giving business gifts varies between countries and regions and what may be normal and acceptable in one region may not be in another. The test to be applied is whether in all the circumstances the gift or hospitality is reasonable and justifiable. The intention behind the gift should always be considered.
What is not acceptable?
(a) give, promise to give, or offer, a payment, gift or hospitality with the expectation or hope that a business advantage will be received, or to reward a business advantage already given;
(b) give, promise to give, or offer, a payment, gift or hospitality to a government official, agent or representative to “facilitate” or expedite a routine procedure;
(c) accept payment from a third party that you know or suspect is offered with the expectation that it will obtain a business advantage for them;
(d) accept a gift or hospitality from a third party if you know or suspect that it is offered or provided with an expectation that a business advantage will be provided by us in return;
(e) threaten or retaliate against another worker who has refused to commit a bribery offence or who has raised concerns under this policy;
(f) engage in any activity that might lead to a breach of this policy; or
(g) give or accept any gift of a value in excess of £100 or any lavish hospitality.
Facilitation Payments and Kickbacks
We do not make, and will not accept, facilitation payments or “kickbacks” of any kind. Facilitation payments are typically small, unofficial payments made to secure or expedite a routine government action by a government official. They are not commonly paid in the UK, but are common in some other jurisdictions.
If you are asked to make a payment on our behalf, you should always be mindful of what the payment is for and whether the amount requested is proportionate to the goods or services provided. You should always ask for a receipt which details the reason for the payment. If you have any suspicions, concerns or queries regarding a payment, you should raise these with the MD or such person as the MD may designate.
Kickbacks are typically payments made in return for a business favour or advantage. All workers must avoid any activity that might lead to, or suggest, that a facilitation payment or kickback will be made or accepted by us.
Donation
We do not make contributions to political parties. We only make charitable donations that are legal and ethical under local laws and practices. No donation must be offered or made without the prior approval of the MD or such person as the MD may designate.
Your responsibilities
You must ensure that you read, understand and comply with this policy. The prevention, detection and reporting of bribery and other forms of corruption are the responsibility of all those working for us or under our control.
All workers are required to avoid any activity that might lead to, or suggest, a breach of this policy. You must notify an appropriate Manager as soon as possible if you believe or suspect that a conflict with this policy has occurred, or may occur in the future. For example, if a client or potential client offers you something to gain a business advantage with us, or indicates to you that a gift or payment is required to secure their business. Further “red flags” that may indicate bribery or corruption are set out in this Policy.
You must deal with suppliers and customers on a fair and honest basis. Answer all customer and supplier questions truthfully. Never mislead customers about any of our products. Buying and selling must be done on an “arm’s length” basis, free of any kickbacks, secret commissions, gifts or favours.
Avoid any situation in which your independent business judgment might appear to be compromised. Charges of bad faith and misdealing can arise in any situation where your personal interests and the interests of assistTec are not the same. For this reason, depending on your responsibilities, certain employees should not have a financial interest in our customers, suppliers or competitors. The most common types of financial interest are, ownership of stock, shares, bonds or notes, a partnership interest or a direct or indirect interest through a trust or other relationship. Financial interest is a problem as soon as it presents a potential for conflict of interest with your responsibilities as an employee. Generally, conflicts of interest will not arise from owning stocks or shares in widely held public companies, such as those traded on the London and New York Stock Exchanges.
Individuals rarely have the ability to influence the success of those kinds of companies, though it can happen.
You cannot work for a customer, supplier or competitor at the same time as working for AssistTec without prior management approval.
Make candid reports to management. Among other things, this requires that reports contain accurate information and that accounting records be maintained properly in accordance with our internal controls and generally accepted accounting principles. It also means that you must fully and frankly disclose to management anything that might affect your performance or reputation.
Without appropriate authorisation, do not duplicate licensed computer software, use trademarks that we do not own or reveal trade secrets disclosed to you. Wilful infringement of copyright is illegal.
Keep political activities separate from our business. If you decide to make a political contribution (including providing services) it should be made in your name, not the name of assistTec Ltd or any member of assistTec Ltd. assistTec Ltd stationery should not be used for personal or political purposes. If you are appointed to, or decide to run for, a governmental office, you should first consult with local management to ensure a conflict of interest does not arise.
Never steal or unlawfully use information, materials, products, intellectual property or proprietary and confidential information of others. Doing so is unethical and could even constitute illegal industrial espionage.
Any employee who breaches this policy will face disciplinary action, which could result in dismissal for gross misconduct. We reserve our right to terminate our contractual relationship with other workers if they breach this policy.
Appointment of and dealing with Agents
If you appoint agents to act on behalf of assistTec Ltd it is your responsibility to ensure the following occur as a minimum:-
(a) That the agent is provided with a copy of this Policy and agree in writing to comply with it in full, before commencing engagement on behalf of the company.
(b) That there are appropriate terms in the written contract with the agent to ensure that the agent complies with the provisions of this Policy and anti-bribery laws.
(c) That the scope of work is fully discussed and agreed so that all expenditure by the agent can be verified.
(d) That any unusual transactions or suspicions that the agent may be offering or receiving bribes or “facilitation payments” is reported immediately to the Finance Manager.
(e) That appropriate due diligence on the identity of activities of the agents is undertaken before any dealings are carried out.
Competing Fairly and Complying with Antitrust and Competition Laws
We support laws which are critical to promoting free enterprise. Antitrust and competition laws reflect this commitment to a free enterprise trade system. It is our policy to comply fully with all antitrust and competition laws.
In many countries, agreement between competitors regarding prices to be charged, competitive bidding, customers to be solicited or geographic areas to be serviced, are prohibited. Examples of unlawful anti-competitive behaviour include:
(a) Co-ordinating bids with competitors;
(b) Allocating customers or markets;
(c) Fixing a price range or a minimum or maximum price;
(d) Limiting output or restricting delivery schedules;
(e) Fixing discounts, rebates or credit terms;
(f) Agreeing to boycott certain suppliers or customers; and
(g) Exchanging information relating to profits, costs, prices or other terms and conditions of sale.
Remember that any contact with a competitor may be hazardous. An agreement between competitors need not be written or precise in order to be legally challenged; a general and informal understanding is sufficient. Illegal agreements are often proved through circumstantial evidence of “small talk”, “casual discussions” and “harmless” exchanges of business information. You should avoid such discussion, whether they occur in a large, formal group or in a social setting following a trade association meeting.
If a competitor raises a competitively sensitive topic or any other matter that you believe might violate the antitrust or competition laws or this Policy, you should immediately and firmly decline to discuss it and inform your line Manager. If that proves unsatisfactory under the circumstances, you should report it to the MD or such person as the MD may designate.
Record-keeping
We must keep financial records and have appropriate internal controls in place which will evidence the business reason for making payments to third parties.
You must declare and keep a written record of all hospitality or gifts accepted or offered, which will be subject to managerial review.
You must ensure all expenses claims relating to hospitality, gifts or expenses incurred to third parties are submitted in accordance with our expenses policy and specifically record the reason for the expenditure.
All accounts, invoices, memoranda and other documents and records relating to dealings with third parties, such as clients, suppliers and business contacts, should be prepared and maintained with strict accuracy and completeness. No accounts should be kept “off-book” to facilitate or conceal improper payments.
How to raise a concern
You are encouraged to raise concerns about any issue or suspicion of malpractice at the earliest possible stage. If you are unsure whether a particular act constitutes bribery or corruption, or if you have any other queries, these should be raised with your line manager. Concerns should be reported by following the procedure set out in our Whistle-blowing Policy.
What to do if you are a victim of bribery or corruption
It is important that you tell the MD or such person as the MD may designate as soon as possible if you are offered a bribe by a third party, are asked to make one, suspect that this may happen in the future, or believe that you are a victim of another form of unlawful activity.
Protection
We are committed to ensuring no one suffers any detrimental treatment as a result of refusing to take part in bribery or corruption, or because of reporting in good faith their suspicion that an actual or potential bribery or other corruption offence has taken place, or may take place in the future. Detrimental treatment includes dismissal, disciplinary action, threats or other unfavourable treatment connected with raising a concern. If you believe that you have suffered any such treatment, you should inform the MD or such person as the MD may designate immediately. If the matter is not remedied, and you are an employee, you should raise it formally using our Grievance Procedure.
Training and communication
Training on this policy forms part of the induction process for all new workers. All existing workers will receive regular, relevant training on how to implement and adhere to this policy.
Our zero-tolerance approach to bribery and corruption must be communicated to all suppliers, contractors and business partners at the outset of our business relationship with them and as appropriate thereafter.
Who is responsible for the policy?
The Directors have overall responsibility for ensuring this policy complies with our legal and ethical obligations, and that all those under our control comply with it. The MD or such person as the MD may designate has primary and day-to-day responsibility for implementing this policy, and for monitoring its use and effectiveness and dealing with any queries on its interpretation. Management at all levels are responsible for ensuring those reporting to them are made aware of and understand this policy and are given adequate and regular training on it.
Monitoring and review
The MD or such person as the MD may designate will monitor the effectiveness and review the implementation of this policy, regularly considering its suitability, adequacy and effectiveness. Any improvements identified will be made as soon as possible. Internal control systems and procedures will be subject to regular audits to provide assurance that they are effective in countering bribery and corruption.
All workers are responsible for the success of this policy and should ensure they use it to disclose any suspected danger or wrongdoing.
Workers are invited to comment on this policy and suggest ways in which it might be improved. Comments, suggestions and queries should be addressed to the MD or such person as the MD may designate.
Potential risk scenarios: “red flags”
The following is a list of possible red flags that may arise during the course of you working for us and which may raise concerns under various anti-bribery and anticorruption laws. The list is not intended to be exhaustive and is for illustrative purposes only.
If you encounter any of these red flags while working for us, you must report them promptly to the General Manager, or using the procedure set out in the Whistle-Blowing Policy:
(a) you become aware that a third party engages in, or has been accused of engaging in, improper business practices;
(b) you learn that a third party has a reputation for paying bribes, or requiring that bribes are paid to them, or has a reputation for having a “special relationship” with foreign government officials;
(c) a third party insists on receiving a commission or fee payment before committing to sign up to a contract with us, or carrying out a government function or process for us;
(d) a third party requests payment in cash and/or refuses to sign a formal commission or fee agreement, or to provide an invoice or receipt for a payment made;
(e) a third party requests that payment is made to a country or geographic location different from where the third party resides or conducts business;
(f) a third party requests an unexpected additional fee or commission to “facilitate” a service;
(g) a third party demands lavish entertainment or gifts before commencing or continuing contractual negotiations or provision of services;
(h) a third party requests that a payment is made to “overlook” potential legal violations;
(i) a third party requests that you provide employment or some other advantage to a friend or relative;
(j) you receive an invoice from a third party that appears to be non-standard or customised;
(k) a third party insists on the use of side letters or refuses to put terms agreed in writing;
(l) you notice that we have been invoiced for a commission or fee payment that appears large given the service stated to have been provided;
(m) a third party requests or requires the use of an agent, intermediary, consultant, distributor or supplier that is not typically used by or known to us; or
(n) you are offered an unusually generous gift or offered lavish hospitality by a third party.
Change History
Date:
20/06/2023
Version:
1
Approved by:
Warren Wingling