Introduction
This document defines Podplan’s policy on the avoidance of bribery and corruption. Podplan is the trading name of Lumen Later Life Living Pty Ltd which is a company registered in England and Wales.
It has the endorsement of Podplan’s Board of Directors and will be regularly reviewed by the Board to ensure that it reflects any changes in applicable laws and developments in acceptable standards for the conduct of business.
Our company is committed to maintaining the highest ethical standards and vigorously enforces the integrity of its business practices. The company will not engage in bribery or corruption.
Adherence to the clear guidelines set out in this policy will ensure that the company and its employees, temporary workers and subcontractors comply with anti-bribery and anti-corruption laws and governmental guidance.
The policy reflects the Board’s wish to embed a culture of best practice in anti-bribery and anti-corruption measures, and enforcement of the policy will reduce the risk that the company, any employee or business partner will incur any criminal liability or reputational damage. Podplan’s staff, temporary workers and subcontractors are expected to use their judgement not just to avoid malpractice but to promote good practice.
Scope
This policy applies to all Podplan’s employees, temporary workers and subcontractors.
1. Definitions
- Business Integrity: Business integrity involves the application of the company’s core values. The opposite of integrity is dishonest behaviour, including corruption that could undermine Podplan’s reputation for fair dealing.
- Bribery: Bribery, in broad terms, is the receiving or offering of undue reward or anything of value and includes payments to secure a business advantage, financial or otherwise, to which the company is not entitled. Anything of value can be a bribe, including a gift in kind or some other favour such as an offer of employment or paid work to a relative of the person being bribed. It will involve the giver and the receiver in the improper performance of a person, company or social responsibility.
- Corruption: Corruption can include graft, bribery, facilitation payments or other forms of improper business practice. It has the same attributes as set out under Bribery above. It can be summarised as the misuse of entrusted power or office, whether in the public or private sector, for private gain.
- Kickbacks: Kickbacks arise when suppliers or service providers pay part of their fees to individuals who give them the contract or some other business advantage.
- Facilitation payments: Facilitation payments are small bribes to officials with a view to speeding up routine governmental transactions to which the payer is already entitled.
2. Policy
- 2.1 Bribes and kickbacks
The company does not take part in acts of corruption, pay bribes or receive kickbacks either directly or indirectly. The company prohibits its employees, temporary workers or subcontractors from engageing in acts of corruption, and from paying bribes or kickbacks to or accepting bribes or kickbacks from, public officials and private individuals such as the personnel of companies with which the company does business. A typical example of indirect bribery would be a case where a company employs a commercial agent to help it win a contract. The agent is paid by commission based on a percentage of the contract fee, and part of that commission is passed on to a government official. The company does not tolerate such practices in any form or wherever paid. It is the responsibility of all employees, temporary workers or subcontractors who are involved at any time in engageing the services of external consultants, suppliers or advisers to ensure that such individuals are made aware of the content of the company’s Anti-Bribery and Anti-Corruption policy at the outset of the relationship and on a regular basis thereafter.
- 2.2 Facilitation payments
The company and its employees will not make facilitation payments even if such payments are local practice or custom. The company accepts that refusal to make illicit payments may lead to commercial delays, for example, in the processing of government papers, and that there may be a commercial cost to the company attributable to this policy. If company employees, temporary workers or subcontractors, encounter a demand for a facilitation payment or think they are likely to do so, they are required to report the situation to the Directors without delay.
- 2.3 Public officials
Bribing or corrupting a public official is a serious offence, can carry severe penalties and can cause significant reputational damage. This policy provides detailed guidelines on gifts and hospitality. Approval must be secured in advance in relation to gifts or benefits received from or offered to public officials, particularly the giving of anything of value to a public official.
- 2.4 Gifts, hospitality and expenses
Company employees, temporary workers or subcontractors may not offer to, or accept from, third parties, gifts, hospitality, rewards, benefits or other incentives that could affect either party’s impartiality, influence a business decision or lead to improper performance of an official duty. Similarly, they may not offer or accept cash donations. Company employees, temporary workers or subcontractors may offer and accept ‘reasonable’ and ‘proportionate’ gifts and entertainment, such as meals, theatre parties or sporting events. In determining what is ‘reasonable’ and ‘proportionate’, employees, temporary workers or subcontractors should consider the value of the gift or benefit (see below), as well as the frequency with which the same or similar gift or benefit is offered. In all cases, they must ensure that the gift or benefit:
- is being given as an expression of goodwill and not in expectation of a return favour (a gift designed to secure a return favour could be seen as a bribe).
- is commensurate with generally accepted standards for hospitality taking into account the norms for the industry/professional sector in which it is offered.
- is being provided openly and transparently, and is of a nature that will not cause the company embarrassment if publicly reported.
- complies with local laws and regulations, including the recipient’s own rules (bearing in mind that government rules on offering and receiving gifts or benefits are often particularly tight).
- meets the value limits set by the company and has all required approvals. In cases of uncertainty, employees, temporary workers or subcontractors must seek advice from a Director.
Employees, temporary workers or subcontractors must seek prior approval from a Director for all gifts or benefits received or offered with a value of more than £100 (or equivalent) prior to final acceptance.
Directors may approve the offering or acceptance of gifts or hospitality to a maximum notional value of £500 or equivalent. All approvals must be given in writing, and records of gifts received, from whom and by whom, must be recorded in the office log established for such purpose. If prior approval cannot be realistically obtained before the initial acceptance of a gift or hospitality, the employee, temporary worker or subcontractor must report and seek retrospective approval, or otherwise, at the required level as soon as possible after initial acceptance. Spouses or partners may be included in an invitation to, for example, a sporting event or dinner, where this does not create or give the appearance of an inducement. The same approval limits apply in the case of joint invitations.
- 2.5 Personal conflicts of interest
Company employees, temporary workers or subcontractors must avoid situations or transactions in which their personal interests could conflict or might be seen to be in conflict with the interests of the company. This includes: acting on any client information gained through their work with the company for personal gain; passing such information to a third party; or acting in any way that could be construed as insider trading.
Conflicts of interest can arise if individuals have a personal interest in business dealings involving the company. Personal interest can be direct or indirect and refers not only to personal interests but to those of family members and friends. If there is a potential for conflict, the interests of the company must take priority. Employees, temporary workers or subcontractors must disclose any personal conflict of interest or perceived conflict to a Director.
- 2.6 Charitable donations
As part of its corporate citizenship activities, the company may support local charities or provide sponsorship, for example, to cultural events. Any such sponsorship must be transparent and properly documented. The company will only provide donations to organisations that serve a legitimate public purpose, and which are themselves subject to high standards of transparency and accountability. Appropriate due diligence must be conducted on the proposed recipient charity and a full understanding obtained as to its bona fides.
- 2.7 Political activities
The company has a policy of strict political neutrality; it does not make donations to any political parties, organisations, or individuals engaged in politics. The company will cooperate with governments and other social bodies in the development of policy and legislation that may affect its legitimate business interests, or where it has specialist expertise. Employees, temporary workers or subcontractors are entitled to their own political views and activities, but they may not use company premises or equipment to promote those views or associate their views with those of the company.
- 2.8 Business relationships
The company expects its business partners to approach issues of bribery and corruption in a manner that is consistent with the principles set out in this policy. This requirement applies to agents, intermediaries and joint venture partners. In cases where the company is unable to ensure these standards, it will reconsider the business relationship.
Agents, representatives, temporary workers and sub-contractors
This policy applies with particular force to commercial agents, representatives, temporary workers and subcontractors. In many reported international corruption cases, agents have passed on part of their commissions as bribes. The company prohibits such practices.
In order to maintain the highest standards of integrity, employees, temporary workers or subcontractors must ensure that:
-They are fully briefed on the background and reputation for integrity of agents, representatives, temporary workers and subcontractors before hiring them. The company will conduct due diligence enquiries to review the integrity records of agents, representatives, temporary workers and subcontractors before entering a commercial relationship with them.
-Agents, representatives and subcontractors are fully briefed on the company’s Anti-Bribery and Anti-Corruption policy and have made a formal commitment in writing to abide by it.
-Fees and commissions agreed will be appropriate and justifiable remuneration for legitimate services rendered.
Once agreements have been signed, the company will continue to monitor its relationships with agents, representatives, temporary workers and subcontractors to ensure that there are no infringements of its Anti-Bribery and Anti-Corruption Policy.
Contractual agreements will include appropriate wording making it possible to withdraw from the relationship if agents, representatives, temporary workers or subcontractors, fail to abide by this policy.
Joint venture partners
The need for documentation and careful reviews of the company’s partners’ integrity records applies equally to the process of setting up and manageing joint ventures. The company will use its influence to ensure that joint ventures meet high integrity standards. Where the company has majority control, it will ensure that the joint venture adopts the concepts and approach to bribery and corruption as set out in this policy.
Suppliers and contractors
The company will ensure that the procurement procedure for appointing suppliers and contractors is open, fair and transparent. The selection of contractors will be based on an evaluation of professional merit, and not on personal recommendations.
The company will communicate its Anti-Bribery and Anti-Corruption policy to its suppliers and contractors, and it will expect them to abide by the principles set out in the policy when working on the company’s behalf. If those principles are breached, the company will reserve the right to terminate the contract.
3. Accounts and Audit
- Podplan’s policies require employees, temporary workers or subcontractors to keep accurate accounts throughout the company’s operations. In no circumstances will Podplan keep parallel accounts.
4. Training
- The company will make this policy available for all employees, temporary workers or subcontractors. It will include a discussion of and direction to this policy in onboarding activities.
5. Authority and Responsibility
All Podplan employees, temporary workers or subcontractors must,
- seek advice from a Director in cases of uncertainty about how to apply this policy.
- consult a Director if they suspect that a company employee, temporary worker or subcontractor is engaged in bribery, corruption, fraud or any other unacceptable or unethical conduct.
6. Non Compliance
Company
Failure to ensure compliance with this policy could lead to the following consequences for the company:
- Criminal or civil liabilities for the company including unlimited fines and imprisonment;
- Serious reputational damage including media comment;
- Debarment from tendering for public sector contracts
- The unenforceability of contracts entered into as a result of acts of bribery, fraud or other illegality.
Employees, temporary workers or subcontractors
Failure to ensure compliance with this policy could lead to the following consequences for employees, temporary workers or subcontractors:
- Personal criminal liability followed by fines or imprisonment;
- Disciplinary action initiated by the company, including dismissal and/or contract termination;
- Personal reputational damage.
7. Monitoring
The Board of Directors will, at regular intervals, make arrangements for an audit of compliance with this policy, and will include the results of such audits in reports.
8. Relevant Legislation
All national laws relating to bribery and corruption, especially such laws that are in place in jurisdictions where Podplan has an office(s) or carries out its work, are of importance to the company. In setting out the principles included in this policy particular attention has been paid to the requirements of:
- The UK Bribery Act 2010 entered into effect on 1 July 2011 and which has extra-territorial reach. Podplan is the trading name of Lumen Later Life Living Pty Ltd, a company which is registered in the UK, and this law has particular relevance to the manner in which the company conducts itself.
- The Foreign and Corrupt Practices Act 1977 (FCPA). This Act is in effect in the US and is directed at companies listed on the US markets. It assumes an extra-territorial effect. Adherence to its requirements is mandatory for many of the company’s clients and its requirements are fully adopted by the company. Note: Podplan has adopted its principle in relation to facilitation payments from the requirements of the UK Bribery Act 2010 rather than the FCPA.
9. Synopsis
The company and its employees, temporary workers or subcontractors are:
- Prohibited from offering, promising or paying a bribe of any kind;
- Prohibited from soliciting, accepting or receiving a bribe of any kind;
- Prohibited from giving or offering anything of value to a public official;
- Required to comply with the company’s guidelines and authorisation levels in relation to the giving and receiving of gifts and hospitality;
- Prohibited from making facilitation payments; and
- Required to complete due diligence into all agents, representatives, suppliers, contractors, joint venture partners and all those with whom a business relationship is established in order to enable the company to offer its services to its clients.