GIFTS AND HOSPITALITY POLICY
Directors and employees must exercise care when offering or accepting gifts and hospitality in order to protect their reputation and the Group's reputation against allegations of improper behaviour and to ensure that bribery laws are not breached.
Gifts include money, goods, services or loans given ostensibly as a mark of friendship or appreciation.
Hospitality includes entertaining, meals, receptions, tickets to entertainment, social or sports events, participation in sporting events, such activities being given or received to initiate or develop relationships with business people or other third parties.
Gifts and hospitality that are never acceptable are those consisting of loans and/ or money.
Directors and employees shall not:
Gifts and hospitality requiring prior approval before acceptance
For any gift or hospitality (given or received) above ￡250 you must request prior approval from the Compliance Officer before giving or receiving the gift or hospitality. When registering the gift or hospitality on the Gift Register (see below) you will be required to confirm that approval was sought and given in advance. Failure to follow this procedure will be a breach of this policy.
Gifts and hospitality that are usually acceptable without prior approval (subject to the self-approval test)
Where gifts and hospitality are sufficiently modest (meaning with a monetary value of less than ￡50 for entertaining and ￡25 for gifts), they should not require prior approval (subject to the self-approval test).
You should ask yourself the following questions to determine whether a gift or hospitality is appropriate:
The following will usually be acceptable without prior approval:
Gifts and hospitality that may be acceptable with prior approval
For anything that does not fit into the above categories, the gift or hospitality may or may not be acceptable and you must get approval from your Line Manager or if your Line Manager is not available, Group Legal.
Gift and Hospitality Register
All gifts and hospitality must be recorded in the gifts and hospitality register located on Spotlight. This does not apply to nominal value items, such as promotional material. This register will be subject to management review.
DUE DILLIGENCE CHECKLIST – ASSOCIATE APPROVAL FORM
Checklist for proposed agent, adviser, contractor, consultant, intermediary, joint venture partner or other representative (each an "Associate")
This checklist should be completed and signed by the Associate and submitted to the Compliance Officer for countersignature. ?If you have any doubts or problems in answering the questions or if information is not available, you should consult the Compliance Officer. You should ensure that a copy of the completed checklist is signed and kept on file.
SECTION 1 (NEW SUPPLIER FORM – TO BE INCLUDED IN NEW SUPPLIER FORM AND COMPLETED AND SIGNED FOR ALL NEW ASSOCIATES)
A. BACKGROUND CHECKS – QUESTIONS TO BE COMPLETED BY THE ASSOCIATE
|Nature and history of your business, identifying in particular:
- number of years in operation
- other companies or organisations for which you provide similar services
- resources available to you
|List of all directors and officers of your organisation||?|
Please provide details of any connection with any government department or agency, public official or any politically exposed person, identifying in particular:
- if any such entities or persons have an interest (financial or otherwise) in your business
|What countries do you have businesses or branch offices (if these are numerous, list the main countries of operation).||?|
|Please provide details of any criminal offences that your or any of your associated organisations or any employees have been accessed, prosecuted and/or convicted of||?|
|Do you have an Anti-Bribery and Corruption Policy?||?|
|Do you train all staff on Anti-Bribery and Corruption?||?|
B. BACKGROUND CHECKS – INTERNAL PINEWOOD QUESTIONS – TO BE COMPLETED BY RELEVANT STAKEHOLDER
|By what process and for what reasons was the Associate selected?||?|
|Was the appointment of the Associate required or recommended by any person? If so, please detail||?|
|Does the Associate have any history of allegations (substantiated or not) of bribery or corruption in the last six years? You should search a global media database (e.g. Google) for the name of the Associate and the names of the key employees. You should also search appropriate Government databases. A number of Government organisations maintain lists of persons and organisations that have violated various laws or regulations||?|
|As far as you are aware, has there been any prosecution or conviction involving the Associate or any of its key employees within the last six years, including being debarred from tendering for any public or private contract||?|
|Have unusual payment patterns or financial arrangements been requested by the Associate (e.g. substantial and unorthodox upfront payments, payment through or to third parties or payment by some other unusual means, such as through shell companies)? If so, please detail.||?|
|Have unusually high commissions been requested?||?|
|Has the Associate stated that a particular sum of money is needed for him to "make the necessary arrangements" or "secure the business" or another similar expression?||?|
|Has the Associate requested that he be paid in another country (other than the Associate's country of residence or the territory in which services are to be performed), in another currency or in another name?||?|
If having completed SECTION 2, you are satisfied that the appointment or engagement of the Associate will not give rise to any undue bribery, corruption or reputational risks, you should now go to SECTION 4: CERTIFICATION.
If any "red flags" have been raised during the due diligence assessment in SECTION 2, you must contact the Compliance Officer who will advise you on how to proceed, which may include completing SECTION 3.
SECTION 3 – ADDITIONAL COMPLIANCE QUESTIONS
(TO BE COMPLETED BY YOU IN CONJUNCTION WITH THE COMPLIANCE OFFICER)
This section should be completed with input from the Associate. Once completed, if you are satisfied that the appointment or engagement of the Associate will not give rise to any undue bribery, corruption or reputational risks, you should go to SECTION 4: CERTIFICATION.
|If the Associate has an anti-bribery policy, they should provide a copy||?|
|If no formal written procedures are available, the Associate should describe how it handles these issues when they arise||?|
|Who is responsible for compliance with the anti-bribery procedures? Please provide contact details.||?|
|What procedures are employed by the Associate to monitor compliance with the anti-bribery procedures||?|
|Has the Associate been prosecuted or convicted in the last six years for bribery or corruption violations? Does the Associate have any history of allegations (substantiated or not) of bribery or corruption in the last six years?||?|
SECTION 4: CERTIFICATION
I certify that:
(a) I have no suspicion that the Associate is engaged in bribery or corruption;
(b) I am satisfied that the appointment or engagement of the Associate will not give rise to any undue bribery, corruption or reputational risks;
(c) I am satisfied that the services to be provided by the Associate are clear and the payments to be made to the Associate are commensurate to those services; and
(d) I am not aware of any other matters that may present a bribery risk for the Pinewood Group.
Counter-signature (by relevant Line Manager or Compliance Officer, or if you have completed Section 3, the Compliance Officer):
IF YOU CANNOT GIVE THE CERTIFICATION ABOVE, YOU MUST NOT APPOINT OR ENGAGE THE ASSOCIATE
NOTIFICATION LETTER TO BUSINESS PARTNERS
[Pinewood Group Limited letterhead]
[Addressee (the "Company")]
Pinewood Group Limited ("Pinewood"): UK Bribery Act
The UK government has enacted legislation, the Bribery Act 2010 (the "Act"), to demonstrate its commitment to eradicate bribery and corruption in UK-based business organisations. Pinewood and its officers and employees could all face prosecution under the Act if in breach.
The Act has a wide territorial scope and offering or receiving a bribe or bribing a foreign public official will still be an offence under UK law if it is committed overseas irrespective of whether it would be illegal under local law.
In addition to the core bribery offences, the Act introduces an offence for a company which fails to prevent a bribe being paid by anyone "associated" with that company to a foreign public official or other person in order to obtain or retain a business advantage for the company. Pinewood has adopted a clearly-defined policy of non-tolerance of all forms of bribery and corruption within its business.
Given the corporate offence of failing to prevent bribery, Pinewood requires that its agents, advisers, contractors, consultants, intermediaries, joint venture partners and other representatives (together, "Associates") are made aware of its policy, a copy of which is enclosed.
Some of the key elements of our anti-bribery and corruption policy are as follows:
We expect all our Associates to share our values and ethical standards. If the Company does not have an adequate anti-bribery and corruption policy of its own, we may require the Company to commit contractually to observe our policy.
For more information on any of the above, please contact [insert relevant contact information].
Pinewood Group Limited