Ethics and Bribery Policy
This Code applies to Cellhire Group Limited. (the Company) and each of its subsidiary companies (each being a "Cellhire Group Company" and, together with the Company, "Cellhire" or the "Group").
1 Policy Statement
1.1: It is Cellhire’s policy to conduct all of its business in an honest and ethical manner. Cellhire takes a zero-tolerance approach to bribery and corruption and is committed to acting professionally, fairly and with integrity in all of its business dealings and relationships wherever it operates and implementing and enforcing effective systems to counter bribery. Cellhire is also fully supportive of effective actions to counter bribery and corruption elsewhere in the business community.
1.2: Cellhire will uphold all applicable laws relevant to countering bribery and corruption, including the Bribery Act 2010.
1.3: The purpose of this Code is to:
- set out Cellhire’s responsibilities, and the responsibilities of those working for Cellhire, in observing and upholding the Group’s position on bribery and corruption; and
- provide information and guidance to those working for Cellhire on how to recognise and deal with bribery and corruption issues.
1.4: It is widely accepted that bribery and corruption cause poverty and suffering and inhibit economic growth. Bribery and corruption are punishable for individuals by up to ten years' imprisonment and if Cellhire is found to have taken part in corruption Cellhire could face an unlimited fine, be excluded from tendering for public contracts and face damage to its reputation. Cellhire therefore takes its legal responsibilities very seriously.
1.5: In this Code, third party means any individual or organisation you come into contact with during the course of your work for Cellhire, and includes actual and potential clients, customers, suppliers, distributors, business contacts, agents, advisers, and government and public bodies, including their advisors, representatives and officials, politicians and political parties.
2 Who is covered by the Code?
This Code applies to all individuals working for Cellhire at all levels and grades, including senior managers, officers, directors, employees (whether permanent, fixed-term or temporary), consultants, contractors, seconded staff, homeworkers, casual workers and agency staff, agents, business partners, resellers or any other person associated with Cellhire, or any Cellhire Group Company or their employees, wherever located (collectively referred to as workers in this Code).
3 What is Bribery?
A bribe is an inducement or reward offered, promised or provided in order to gain any commercial, contractual, regulatory or personal advantage.
- You offer a potential client tickets to a major sporting event, but only if they agree to do business with Cellhire. This would be an offence as you are making the offer to gain a commercial and contractual advantage. Cellhire may also be found to have committed an offence because the offer has been made to obtain business for Cellhire. It may also be an offence for the potential client to accept your offer.
- A supplier gives your nephew a job, but makes it clear that in return they expect you to use your influence in our organisation to ensure Cellhire continues to do business with them. It is an offence for a supplier to make such an offer. It would be an offence for you to accept the offer as you would be doing so to gain a personal advantage.
- You arrange for the business to pay an additional payment to a foreign official to speed up an administrative process, such as clearing goods through customs. The offence of bribing a foreign public official has been committed as soon as the offer is made. This is because it is made to gain a business advantage for Cellhire. Cellhire may also be found to have committed an offence.
4 Gifts and Hospitality
4.1: This Code does not prohibit reasonable, proportionate and appropriate gifts or hospitality (given and received in good faith) to or from third parties provided the Group’s Delegated Powers of Authority and the Group’s Gifts and Hospitality Policy are both complied with and provided, in particular, the gift or hospitality:
- is not made with the intention of influencing a third party to obtain or retain business or a business advantage, or to reward the provision or retention of business or a business advantage, or in explicit or implicit exchange for favours or benefits;
- should be in Cellhire’s name, not in your name;
- does not include cash or a cash equivalent (such as gift certificates or vouchers);
- is appropriate in the circumstances (for example, it is customary for small gifts to be given at Christmas time);
- taking into account the reason for the gift, is of an appropriate type and value and given at an appropriate time;
- is given openly, not secretly; and
- is not offered to, or accepted from, government officials or representatives, or politicians or political parties, without the prior approval of a member of the Group’s Executive Team.
4.2: The test to be applied is whether in all the circumstances the gift or hospitality is reasonable and justifiable. The intention behind the gift should always be considered – gifts and hospitality will not be appropriate if intended to encourage or reward any improper acts or performance by the recipient.
5 What is not acceptable?
It is not acceptable for you (or someone on your behalf) to:
- give, promise to give, or offer, a payment, gift or hospitality with the intention, expectation or hope that business or a business advantage will be improperly received or retained, or to reward business or a business advantage already improperly given or retained;
- give, promise to give, or offer, a payment, gift or hospitality to a government official, agent or representative to "facilitate" or expedite a routine procedure;
- accept payment from a third party that you know or suspect is offered with the intention, expectation or hope that it will improperly obtain or retain business or a business advantage for them;
- accept a gift or hospitality from a third party if you know or suspect that it is offered or provided with an intention, expectation or hope that business or a business advantage will be improperly provided by Cellhire in return;
- threaten or retaliate against another worker who has refused to commit a bribery offence or who has raised concerns under this Code; or
- engage in any activity that might lead to a breach of this Code.
6 Facilitation Payments and Kickbacks
6.1: Facilitation payments or "kickbacks” are illegal, and Cellhire does not make, and will not accept, facilitation payments or "kickbacks" of any kind. Facilitation payments are typically small, unofficial payments made to secure or expedite a routine government action by a government official.
6.2: If you are asked to make a payment on Cellhire’s behalf, you should always be mindful of what the payment is for and whether the amount requested is proportionate to the goods or services provided. You should always ask for a receipt which details the reason for the If you have any suspicions, concerns or queries regarding a payment, you should raise these with your manager.
6.3: Kickbacks are typically payments made in return for a business favour or advantage. All workers must avoid any activity that might lead to, or suggest, that a facilitation payment or kickback will be made or accepted by Cellhire.
Cellhire does not make contributions to political parties. Cellhire only makes charitable donations that are legal and ethical. No donation must be offered or made without the prior approval of a member of the Executive Team.
8 Your Responsibilities
8.1: You must ensure that you read, understand and comply with this Code.
8.2: The prevention, detection and reporting of bribery and other forms of corruption are the responsibility of all those working for Cellhire or under Cellhire’s control. All workers are required to avoid any activity that might lead to, or suggest, a breach of this Code.
8.3: You must notify your manager as soon as possible if you believe or suspect that a conflict with (or a breach of) this Code has occurred or may occur in the future. For example, if a client or potential client offers you something to gain a business advantage with Cellhire, or indicates to you that a gift or payment is required to secure their business.
8.4: Any employee who breaches this Code will face disciplinary action, which could result in dismissal for gross misconduct. Cellhire reserves its right to terminate its contractual relationship with other workers if they breach this Code.
9.1: Cellhire must keep financial records and have appropriate internal controls in place which will evidence the business reason for making payments to third parties.
9.2: You must declare all hospitality or gifts accepted or offered in accordance with the Group’s Corporate Hospitality Code.
9.3: You must ensure all expenses and claims relating to hospitality, gifts or expenses incurred to third parties are submitted in accordance with the relevant expenses policy and specifically record the reason for the expenditure.
9.4: All accounts, invoices, memoranda and other documents and records relating to dealings with third parties, such as clients, suppliers and business contacts, should be prepared and maintained with strict accuracy and completeness. No accounts must be kept "off-book" to facilitate or conceal improper payments.
10 How to raise a concern
You are encouraged to raise concerns about any issue or suspicion of malpractice at the earliest possible stage. If you are unsure whether a particular act constitutes bribery or corruption, or if you have any other queries, these should be raised with your manager. Concerns should be reported by following the procedure set out in the Group’s Policy on Raising Concerns about the Conduct of Business.
11 What to do if you are a victim of bribery or corruption
It is important that you tell your manager as soon as possible if you are offered a bribe by a third party, are asked to make one, suspect that this may happen in the future, or believe that you are a victim of another form of unlawful activity.
12.1: Workers who refuse to accept or offer a bribe, or those who raise concerns or report another's wrongdoing, are sometimes worried about possible repercussions. Cellhire aims to encourage openness and will support anyone who raises genuine concerns in good faith under this Code, even if they turn out to be mistaken.
12.2: Cellhire is committed to ensuring no one suffers any detrimental treatment as a result of refusing to take part in bribery or corruption, or because of reporting in good faith their suspicion that an actual or potential bribery or other corruption offence has taken place, or may take place in the future. Detrimental treatment includes dismissal, disciplinary action, threats or other unfavourable treatment connected with raising a concern. If you believe that you have suffered any such treatment, you should inform the Group’s HR Director immediately. If the matter is not remedied, and you are an employee, you should raise it formally using the Group’s Grievance Procedure.
13 Training and Communication
13.1: Training on this Code will form part of the induction process for all new workers. All existing workers will receive training on how to implement and adhere to this Code.
13.2: Our zero-tolerance approach to bribery and corruption must be communicated to all suppliers, contractors and business partners at the outset of our business relationship with them and as appropriate thereafter.
14 Who is responsible for the Code?
14.1: The Board of Directors has overall responsibility for ensuring this Code complies with Cellhire’s legal and ethical obligations, and that all those under Cellhire’s control comply with it.
14.2: The Group’s Executive Team have primary and day-to-day responsibility for implementing this Code, and for monitoring its use and effectiveness. Management at all levels are responsible for ensuring those reporting to them are made aware of and understand this Code.
15 Monitoring and Review
15.1: The Groups Executive Team will monitor the effectiveness and review the implementation of this Code regularly considering its suitability, adequacy and effectiveness. Any improvements identified will be made as soon as possible. Internal control systems and procedures will be subject to regular audits to provide assurance that they are effective in countering bribery and corruption.
15.2: All workers are responsible for the success of this Code and should ensure they use it to disclose any suspected danger or Workers are invited to comment on this Code and suggest ways in which it might be improved. Comments, suggestions and queries should be addressed to the Groups Executive team via the Finance Director.
15.3: This Code does not form part of any employee's contract of employment and it may be amended at any time.
Employees must adhere to this Policy and its processes at all times, failure to do may result in disciplinary action in accordance with Cellhire’s disciplinary procedure.
If you do not understand the implications of this policy or how it may apply to you, seek advice from the HR Department.