Bribery & Corruption

Policy Statement

We are committed to conduct our business in an honest and ethical manner. We are legally bound to comply with the provisions of the Bribery Act 2010 ("the Act") and to uphold laws relevant to countering bribery and corruption in all jurisdictions in which we operate.

We will not tolerate bribery and corruption, and we will act fairly and with integrity in all of our business dealings and relationships.

This policy sets out our position in respect of bribery and corruption and details our responsibilities and the responsibilities of those working for us. It provides information and guidance on how to recognise and deal with bribery and corruption issues.

This policy applies to Aghoco 1079 Limited ("the Company"), Integrated Engineering Stores Associates Limited and each subsidiary company of Integrated Engineering Stores Associates Limited (together "the Group").

Signed: C P Bithell
Name: Charles Bithell
Position: Finance Director

The Bribery Act 2010

The Bribery Act 2010 ("the Act") came into force on 1 July 2011. It created the following offences:-

  • To offer, promise or to give a bribe (the "active" offence);
  • To request, agree to receive or accept a bribe (the "passive" offence);
  • To bribe a foreign public official to obtain or retain business. Breaching the Act is a criminal offence. Individuals could be sent to prison for up to 10 years and/or be given an unlimited fine if found guilty of an offence. In addition, Directors could be disqualified from running a company for up to 15 years.

Each company within the Group will also commit an offence if it fails to put in place "adequate procedures" to prevent bribery by those persons who perform services on its behalf, including employees, agents, or subsidiaries, wherever that offence is committed. If prosecuted, the relevant company could face a considerable fine, in addition to suffering damage to our reputation.

A "bribe" under the Act is defined as an inducement or reward offered, promised or provided in order to gain any commercial, contractual, regulatory or personal advantage. The specific offences are considered in further detail below. You must not commit any of the offences.

The Act does not prohibit corporate gifts or hospitability, however any such gifts and/or hospitality must adhere to the Group's strict gifts and hospitality policy which is set out in this document.

Responsibility for the policy

This policy has been implemented to prevent or detect any potential bribery or corruption issues for the Group.

The policy applies to all individuals employed by or working for and within the Group. This includes directors, officers, senior managers, consultants, contractors, seconded staff, casual workers and agency staff, volunteers, interns, agents, sponsors, or any other person associated with us, or any of our subsidiaries or their employees, where ever they are located ("relevant workers"). Everyone in the Group must therefore take the time to read this policy and understand how they must act and how the policy affects them.

The board of directors of the Company will have overall responsibility for ensuring compliance with this policy. Charles Bithell has been nominated by the board to specifically monitor compliance and the effectiveness of this policy. Charles will therefore be the point of contact for any queries or concerns in respect of the matters set out in this policy, or concerns under the Act.

Bribery Offences

Active offence

  • A person will be guilty of the "active" offence if they offer, promise or give a financial or other advantage to another person, intending that such an advantage will induce the other person to improperly perform a relevant function or activity, or reward that person for the improper performance of such a function or activity.
  • The offence can also be committed where a person offers, promises or gives a financial or other advantage to another person, with the knowledge or belief that the acceptance of the advantage would itself constitute the improper performance of a relevant function or activity.

In both cases it does not matter whether the advantage is offered, promised or given directly or through a third party.

Payments referred to as "facilitation payments" also fall foul of the Act. These are small payments typically made to public officials to secure or speed up routine actions, and may be classified as "inspection fees" or "licence fees". Careful consideration should be given as to whether any such request is a genuine and proper request, or a "facilitation payment". Genuine payments should be accompanied by a receipt which sets out the reason for the payment.

If you are asked to make such a payment, or have any suspicions, concerns or queries regarding a payment, you should notify Charles Bithell.

Example of the active offence
Offering to pay money to a decision maker or influencer in a customer to provide the Group with additional business.

Passive offence

A person will be guilty of the "passive" offence in a number of ways:-

  • By requesting, agreeing to receive, or accepting a financial or other advantage, with the intention that as a consequence they or another person, will improperly perform a relevant function or activity.
  • By requesting, agreeing to receive, or accepting a financial or other advantage, and this in itself would constitute the improper performance of a relevant function or activity.
  • By requesting, agreeing to receive or accepting a financial or other advantage as a reward for the improper performance (either by them or another person) of a relevant function or activity.
  • Where in anticipation of or in consequence of requesting, agreeing to receive or accepting a financial or other advantage, a relevant function or activity is performed improperly by them or by another person at their request or with their assent or acquiescence.

Example of the passive offence
Receipt of high value tickets to an event on the basis that they do something improper in respect of an external supplier.

Foreign Public Official offence

A person will be guilty of bribing a foreign public official if:-

  • A bribe is made with the intention of influencing the foreign public official in their capacity as a foreign public official and it is intended to obtain or retain business or an advantage in the conduct of business.

The offence is committed where the bribe is made directly to the foreign public official or through a third party, or even to another person at the request of the foreign public official, or with their assent or acquiescence.

The bribe need not necessarily be financial, but can be another "advantage".

The only exception to such offers, promises or gifts, is where the foreign public official is permitted or required by written law to be influenced in their official capacity. This exception will only apply in limited circumstances.

Gifts and hospitality

The Act does not prohibit gifts and hospitality, either provided or received, provided it is bona fide, reasonable and proportionate. It is important that consideration is given as to how the hospitality or gift may be perceived by an external person as well as the recipient.

Many the contractual terms agreed with our clients prevent any gifts or hospitality. You should therefore be aware of any contractual terms. If you are in any doubt, you should consult a director.

Any gifts or hospitality must be provided openly, and in the relevant Group company's name. It is prohibited to make gifts in cash or a cash equivalent (such as gift certificates or vouchers). Where hospitality is provided a host from the relevant Group company should always attend the event.

It is important that any gifts or hospitality comply with local law, and are appropriate in the circumstances, type, value and timing.

Gifts and Hospitality Policy

Approval must be obtained from your manager for the making of any gift to a customer or third party, either where the value of the gift is more than £25 or is to be made to a customer, business contact etc based outside the UK. In addition, care should be taken to ensure that several smaller gifts to the same recipient does not breach our policy.

The table below sets out the level of authorisation required for providing gifts and hospitality. The only exception to this is that no gifts or hospitality should be offered to or accepted from government officials or representatives, politicians or political parties, without the prior approval of the Board, who will decide whether the gift or hospitality is customary and lawful, in addition to being appropriate and reasonable.

Value of Gift Value of Hospitality Level of Authorisation
Less than £25 £0 to £100 Head of Department
£25 to £100 £100 to £500 + business case Board Director
Above £100 >£500 + business case Board Decision

Gifts of a value less than £20 may be accepted but need to be reported to a director. Gifts of between £20 and £50 may only be accepted with the approval of a director. No gifts of a value exceeding £50 should be accepted, and you should politely refuse the gift and advise the offer or of our policy in respect of this. If this places you in a difficult position, then you should refer to Charles Bithell for guidance.

Hospitality received must be both proportionate and legitimate. You must consult your manager to review the appropriateness of the invitation before accepting. If your manager agrees that it is clearly related to our business relationship and is appropriate and reasonable in all the circumstances, you may attend. If acceptance of the hospitality would leave you in a position of obligation, you should politely refuse to accept it.

You are expected to keep a record of all gifts and hospitality received or provided. Any expense claims relating to hospitality, gifts or expenses incurred to others must be submitted in accordance with our expenses policy.

If you have any queries in respect of gifts and hospitality, either provided or received, then you should raise such concerns with Charles Bithell.

Charitable donations and sponsorship

The board will make any decisions in respect of the choice of the charities which the Group may support.

Charitable donations include not only direct payments to a charity, but also the sponsorship of individuals undertaking activities to raise money for charities. It is therefore important to give consideration when you are asked for sponsorship, for example from a senior person (or their family) in companies in which we conduct business or wish to do so.

Corporate sponsorship requests should always be referred to Charles Bithell.

Political donations

The Group does not make donations to political parties or political organisations.

Application of the policy

This policy applies to all relevant workers. You must not therefore participate in any form of bribery activity, whether directly or through third parties, either for the Group's benefit or your own personal benefit (or the benefit of your family, friends, associates or acquaintances).

You must notify Charles Bithell (or an alternative director in his absence) if you believe or suspect that a breach of this policy has, or may occur. This includes notifications of another person's wrongdoing, or suspected wrongdoing. Any notification will be treated in confidence and there will be no adverse consequences to any employee who refuses to pay a bribe (even if such a refusal may result in the Group losing business) or makes such a notification. If you let us know as soon as you are aware of any breach or potential breach, then we can take action to protect you and the Group.

Some examples of red flag activities are as follows:-

  • you become aware that a third party engages in, or has been accused of engaging in, improper business practices;
  • 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;
  • 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;
  • 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;
  • a third party requests that payment is made to a country or geographic location different from where the third party resides or conducts business;
  • a third party requests an unexpected additional fee or commission to "facilitate" a service;
  • a third party demands lavish entertainment or gifts before commencing or continuing contractual negotiations or provision of services;
  • a third party requests that you provide employment or some other advantage to a friend or relative;
  • you receive an invoice from a third party that appears to be non-standard or customised;
  • you notice that we have been invoiced for a commission or fee payment that appears large given the service stated to have been provided;
  • 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
  • you are offered an unusually generous gift or offered lavish hospitality by a third party.

Failure to comply with this policy will constitute a disciplinary offence, which could result in dismissal for gross misconduct.

This policy will be periodically reviewed by the Company, and updated when appropriate.

We will assess those relevant workers who are more likely to be exposed to situations covered by the Act, and provide appropriate training where necessary on how to implement and adhere to this policy.

We will communicate our anti-bribery and corruption stance to all customers, suppliers and contractors at the outset of our relationship with them, and as appropriate thereafter.