nFold is committed to acting professionally, fairly and with integrity in all our business dealings. As part of its commitment to ethical business practices, nFold will not tolerate any form of bribery or corruption.
This Anti-bribery Policy outlines the behaviour and principles required to support this commitment. It outlines nFold’s policies and procedures intended to ensure compliance with South African anti-corruption legislation.
Anti-bribery laws and regulations can be complex. This policy will enable employees to recognise when issues arise; avoid prohibited conduct where the issues are clear, and promptly seek guidance where they are not.
Relevant employees will also be required to attend face-to-face anti-corruption training.
All nFold employees, officers and directors, and all those acting for or on nFold’s behalf are strictly prohibited from offering, paying, soliciting or accepting bribes or kickbacks, including facilitation payments.
The requirements set out in this policy apply to nFold, its wholly owned subsidiaries and joint ventures controlled by nFold, and all their employees, officers and directors. Joint ventures where nFold doesn’t have a controlling interest will be expected to comply with this/a comparable policy.
Agents, representatives and intermediaries who act on behalf of nFold, anywhere in the world, must comply with the nFold Code of Conduct and Business Ethics which includes the relevant Anti-bribery provisions, or a comparable code of conduct
Third parties such as suppliers and other contractors are expected to comply with the nFold Code of Ethics or a comparable code of conduct.
Given the serious nature of a breach, an employee’s failure to comply with this policy, whether intentionally or by an act of negligence, may lead to disciplinary action being taken that could ultimately result in termination of employment.
7. NFOLD POLICIES AND PROCEDURES
- Facilitation payments
- The nFold Anti-bribery Policy does not permit facilitation payments. Any request for a facilitation payment made of a nFold employee or representative should be reported to your line manager or ABC Officer.
- There may be very exceptional circumstances where a facilitation payment is unavoidable (e.g. because of a threat to, or otherwise the impact on, an individual’s personal wellbeing or safety). Any such payments must immediately be brought to the attention of your line manager or ABC Officer and must be properly accounted for.
- Gifts and hospitality
- The exchange or provision of modest gifts and hospitality may foster goodwill in business relationships. However, they must be strictly limited in value and frequency, in keeping with customary business practice and in accordance with all applicable laws.
- Employees must not request, accept, offer or provide gifts or hospitality designed to induce, support or reward improper conduct including in connection with any business or anticipated future business involving nFold: for example, where they might be seen to compromise the receiver’s judgement and integrity.
- This requirement extends to the provision or acceptance of gifts or hospitality through any third parties or to or by members of the family of an employee of an actual or a potential customer. In addition, employees must not provide gifts, hospitality or any other advantages to potential customers or government officials at their own expense.
- What constitutes a gift or hospitality for the purposes of this policy?
- Anything of value –for example, would include tickets to a sporting/cultural event, gift certificates, prizes, discounts, loans, travel expenses, stocks or other securities and use of facilities e.g. a holiday home.
- When gifts or hospitality are acceptable?
- You should use your own judgement to assess what is acceptable, taking account of this policy and the requirements for approval below.
- Modest gifts and hospitality may usually be offered or accepted provided there is no expectation or belief that something will be given in return. Modest gifts and hospitality may include:
- small gifts, including gifts of nominal value such as calendars, diaries, pens and other small promotional items such as samples;
- occasional modest meals with people with whom you conduct business;
- occasional attendance at modest entertainment events, e.g. a musical performance, the theatre or a modest sporting event; or
- necessary and reasonable travel and accommodation expenses in connection with legitimate business trips.
- Where gifts or hospitality do not fit into the above categories, or you are not sure whether they are otherwise appropriate, you must seek prior approval from your line manager or the ABC Officer before offering or accepting the gift or hospitality.
- For the avoidance of doubt, the following will not require approval:
- branded promotional products of nominal value (e.g. pens, calendars, t-shirts); or
- common courtesies such as drinks, sandwiches or modest refreshments provided at nFold’s or a third party’s premises in connection with a legitimate business meeting.
- Additional considerations
- As well as considering the proportionality and intent behind the proposed gift or hospitality, you should also consider the frequency and appropriateness of timing. Relatively modest gifts and hospitality that are given/received frequently or, for example, during a contract negotiation period could be perceived as inappropriate. Therefore, even where a particular proposal does not exceed the approval threshold, you must satisfy yourself that it is not appropriate or prudent to seek approval and line managers will also bear such factors in mind when approving expenses.
- There are certain cases where gifts and hospitality are never acceptable, namely:
- gifts of cash or equivalents (e.g. gift certificates, loans, shares or share options);
- gifts and hospitality that are indecent, inappropriate or would damage nFold’s integrity or reputation;
- gifts and hospitality that breach any local law or regulation; and
- gifts and hospitality that the recipient is not permitted to receive by their employer/principal.
- As well as considering the proportionality and intent behind the proposed gift or hospitality, you should also consider the frequency and appropriateness of timing. Relatively modest gifts and hospitality that are given/received frequently or, for example, during a contract negotiation period could be perceived as inappropriate. Therefore, even where a proposal does not exceed the approval threshold, you must satisfy yourself that it is not appropriate or prudent to seek approval and line managers will also bear such factors in mind when approving expenses.
- If you are the recipient of an unexpected gift or hospitality that appears to exceed the approval limits, you must declare the item to your line manager or the ABC Officer after the event. In respect of a gift, you may be required to return it, surrender it to nFold or give it to charity if it is not considered appropriate to retain it.
- All gifts and hospitality which require approval will be fully documented in the local gifts and hospitality register.
- Outward gifts and hospitality that are below the approval thresholds will be subject to the usual expenses approval processes and will not be approved if the relevant approver considers the expense to have been inappropriate. Such an instance will be reported to the ABC Officer.
- The register and the expenses process will be subject to regular review by internal audit. Such review of the register will include monitoring, not only the value of individual gifts and hospitality, but also the frequency and aggregate value of gifts and hospitality offered/received by particular individuals/companies.
- If there is any room for doubt in this regard, written notice of the intention to make the gift or offer the entertainment/hospitality should be given to the recipient or the recipient’s employer/principal to enable them to advise in advance if acceptance by the recipient would contravene any applicable policies/local law.
- Please note that special considerations apply where you intend to offer a gift or hospitality to a public or government employee or official. Other than the nominal exemptions for low-value branded promotional products and modest refreshments at nFold’s or a third party’s premises referred to above, you will always require prior approval from your local ABC Officer and registration for gifts and hospitality which are offered to government officials. Your local ABC Officer will be able to advise you of any relevant local variations to the policy, for example in respect of customary gifts which are lawful and do not give rise to a perception of bribery or corruption.
8. AGENTS, REPRESENTATIVES, INTERMEDIARIES AND OTHER THIRD PARTIES
- nFold and its directors and prescribed officers could be held criminally liable for the acts of agents, representatives and other intermediaries who are involved in bribery when they are acting on its behalf.
- nFold herby explicitly excludes any liability to any directors or prescribed officers where any unauthorised acts are performed by any of its agents, representatives, intermediates and other third parties.
9. DEALING WITH GOVERNMENT
- nFold prohibits the provision of money, gifts, entertainment or anything else of value to any government or public officials for the purpose of influencing such officials in order to obtain or retain business or a business or commercial advantage, or otherwise in relation to decisions that may be seen as beneficial to nFold’s business interests.
10. REPORTING ISSUES INTERNALLY
- All nFold employees are required to assist in tackling fraud, corruption and other malpractice within the organisation. If you are aware of, or suspect that bribery may be taking place within nFold, you should report your suspicions to an appropriate person (which will usually be your local ABC Officer).
- If you are in doubt that your concerns have been or will be dealt with properly, you should raise the matter directly with any senior company officer or one of the contacts provided through your operating company whistle blowing procedures or Protected Disclosures Act, Act 26 of 2000). This will enable nFold to investigate swiftly.
- It will not normally be appropriate to disclose your concerns outside the company or to a third party before nFold has had an opportunity to deal with the issue. If you ask for your identity to be protected, nFold will do its best to ensure this.
- No employee will ever suffer if nFold loses business as a result of his/her decision not to pay bribes or engage in corrupt activities. In addition, if you genuinely believe that there is some form of malpractice occurring and raise a concern in good faith and without malicious intent, nFold will ensure that you do not suffer any disadvantage in the workplace as a result of speaking up, whatever the outcome of the investigation.