It is the Group’s policy to conduct business in an honest way, and without the use of bribery or other corrupt practices to obtain an unfair commercial advantage.  This is not just a matter of Group policy, it is a legal requirement.

This Policy has been adopted by the main Group Board.  It sets out the general rules and principles to which we adhere and is to be communicated to everyone involved in our business to ensure their commitment to it.  The Board attaches the highest importance to this Policy and will not tolerate any act of bribery or corruption by any employee or any person or business working on our behalf.  Any breach will be regarded as a serious disciplinary matter that may result in summary dismissal.

What Is Bribery & Corruption?

There is a wide range of definitions in law but essentially:-

Bribery is the offer, promise, giving, demanding or acceptance of an advantage as an inducement for an action which is illegal, unethical or a breach of trust; and

Corruption is the misuse of public office or power for private gain; or misuse of private power in relation to business outside the area of government.

It does not matter whether the act of bribery is committed:-

By an employee or a third party on behalf of the Group;

Before or after the action to which it relates occurs;

At home or abroad.

Acts of bribery or corruption are designed to influence individuals in the performance of their duties and incline them to act dishonestly. For the purposes of this Policy, whether the payee or recipient of the act of bribery or corruption works in the public or private sector is irrelevant.  The person being bribed is generally someone who will be able to obtain, retain or direct business and may involve sales initiatives, administrative tasks such as securing licences or permits, or procuring information or data that may not otherwise be obtainable.

What Is A Bribe?

Generally a bribe will involve a corrupt intention and a benefit for both parties. A bribe could be the:

v  A direct or indirect promise offering or authorising something of value.

v  offering or receiving a kickback, payment, loan, gift or other advantage;

v  Giving aid, making donations or voting in a way intended to exert improper influence.

What Is The Law On Bribery And Corruption?

Bribery is a criminal offence in all the countries in which the Group has businesses and penalties can be severe.  In the UK, the Bribery Act 2010 not only makes bribery and corruption illegal, but also holds UK companies liable for failing to implement adequate procedures to prevent such acts by those working for the Group or on its behalf anywhere in the world. Corrupt acts committed abroad, including those by business partners working on our behalf, may well result in a prosecution at home of Group employees and/or companies.  It is therefore in your interests, as well as those of the Group, that you act with propriety at all times.

Policy Objectives

 v  To ensure that the Group complies with the Bribery Act 2010 and other relevant legislation.

v  To ensure that the Group has taken effective measures to prevent its business being conducted in an improper or unfair manner.

v  To have proper regard for the interests of the Group’s customers, suppliers and other business partners.

v  To ensure that all genuine hospitality and other corporate gifts received or provided by the Group are properly recorded.

5.1   Policy Principles

v  All hospitality and gifts given and received by Group employees must be in support of a business relationship and not to secure favourable treatment.

v  The interests of the Group’s customers, suppliers and other business partners must never be compromised by the receipt or giving of any hospitality or gifts.

v  No hospitality or gifts should be accepted from anyone employed by or representing a government entity or regulatory body.

v  Group employees must not offer or accept hospitality or gifts to or from other Group employees.

v  All hospitality and gifts offered or to be given to the value of more than £100 in aggregate to or from the same person or business must first be agreed by a Director of the Group and recorded on the Hospitality and Gifts Register maintained by the Company Secretary.  We must record all instances of giving or receiving genuine gifts, hospitality or other entertainment in this way to ensure that we are able to demonstrate that all activity is genuine, in the usual course of business, proportionate and not improper.

v  The Hospitality and Gifts Register will be reviewed regularly by the Company Secretary to ensure that the frequency and amount of hospitality and gifts received and/or given is not too high.

v  No further business, greater financial rewards or other business related benefits should be asked for or expected as a result of hospitality or gifts being received or given.

v  Hospitality and gifts should always be viewed by all the Group employees as a means of reflecting our good relations with our customers, suppliers and other business partners.

Gifts, Entertainment & Hospitality

The Bribery Act does not prohibit the giving or receipt of gifts, entertainment and hospitality provided that they are proportionate to the services being offered or received and fall within the reasonable bounds of value and occurrence.

Circumstances which are never permissible include:-

v  A quid pro quo gesture, of something being offered in return for something else.

v  Gifts in the form of cash or cash equivalence.

v  Entertainment of a sexual or similarly inappropriate nature.

Circumstances that will usually be acceptable include:-

v  Modest and occasional meals with a person with whom we do business.

v  Occasional attendance at ordinary sporting or cultural events.

v  Gifts of a nominal value, such as pens or small promotional items.

 Inducements (Payments For Stories & Information)

Payments made by journalists to ‘sources’ for stories or information will usually breach the Act and no such payments whatever the amount should be made without them first being cleared by the Group’s Managing Director or Company Secretary and being entered in the Hospitality & Gifts Register.

Facilitation Payments

These are small payments made to officials overseas in order to ensure or speed up the performance of routine or necessary functions in their country.  They may not be made at any time by employees or by any third parties acting on the Group’s behalf irrespective of prevailing business customs in the country concerned, other than in life-threatening circumstances.  Any such payment or request for payment must be reported as soon as is reasonably possible and practicable.

Charitable And Political Donations

Charitable donations may only be made to registered not-for-profit charities through the William Reed Charitable Foundation or otherwise with the express prior approval of the Group Managing Director.  Political donations may not be made in any circumstances.

Hospitality And Gifts Register

In each applicable instance the following information must be notified to the Company Secretary by email to be recorded on the Register:

v  The date the hospitality or gift is being offered or received.

v  The full name of the Company and individual providing or receiving the hospitality or gift.

v  A description of the hospitality or gift.

v  The specific recipient of the hospitality or gift and, if not a Group employee, his or her position in the Company.

v  An estimated financial value of the hospitality or gift.

v  Whether the hospitality or gift is being accepted.

v  The name of the Director who has agreed the receiving or giving of the hospitality or gift.

If you have any doubt about the propriety of anything offered to or by you in connexion with our business you must first clear it with a Director or the Company Secretary.  Always err on the side of caution.

How To Raise A Concern

If you suspect any instance of bribery or corruption, either from within the Group or by any of its business partners or competitors, please report it to your Manager or a Director and to the Company Secretary as such information will only help the Group to comply with its obligations.