Best Practices for Addressing Corruption- Related Risks Presented by. International 3 rd Party Intermediaries. Agenda
|
|
- Jerome Wiggins
- 5 years ago
- Views:
Transcription
1 Best Practices for Addressing Corruption- Related Risks Presented by International 3 rd Party Intermediaries Society of Corporate Compliance & Ethics 2015 Annual Compliance & Ethics Institute October 6, 2015 Randi J. Roberts Vice President, Compliance NBCUniversal Agenda Introduction: Corruption Risks Presented by International 3 rd Party Intermediaries Conducting Anti-Corruption Risk Assessments of International 3 rd Party Intermediaries Step 1: Identify/Categorize Third Parties Based on Nature of Work To Be Performed & Associated Risk Level Step 2: Implement Compliance Processes Based on Risk Category Risk-based Screening & Background Checks Training Contractual Safeguards Establish Internal Approval Processes Based on Risk Step 3: Monitoring & Auditing Conclusion: 6 Things To Remember 1 Introduction: Corruption Risks Presented by International 3 rd Party Intermediaries 2 1
2 Companies Entering New Markets Commonly Use Third Parties Many companies doing business in foreign countries rely on local individuals or companies to help navigate market structures, address cultural issues Difficulty entering into foreign market without partnering with a local third party Consultants, agents, brokers, distributors or JVs frequently used Third party relationships often critical for business success in new foreign markets, but expose companies to FCPA risk Majority of reported FCPA cases involved third party intermediaries 3 U.S. Foreign Corrupt Practices Act (FCPA) Broadly applicable to U.S. companies, as well as foreign companies or persons with a nexus to the U.S. and their affiliates Two primary objectives: Anti Bribery Provisions: Prevent bribery and corruption involving foreign government officials (broadly interpreted) in order to secure improper influence over official actions that affect the Company. Books & Records and Internal Control Provisions: Companies must maintain accurate books and records so bribes can t be hidden. Also requires organizations to devise and implement a system of adequate internal controls. FCPA expressly prohibits corrupt payments to foreign officials for the purpose of obtaining or retaining business 4 Elements of the FCPA Offer or payment Directly OR indirectly Anything of value To a foreign official, political party, or candidate Made with corrupt intent To assist in obtaining or retaining business OR gaining an improper business advantage The fact that a bribe is paid by a third party does not eliminate the potential for criminal or civil FCPA liability. A Resource Guide to the U.S. Foreign Corrupt Practices Act, p. 22 (Nov. 2012) 5 2
3 Who is Covered by the FCPA s Anti Bribery Provisions? Companies U.S. companies, public and private Foreign subsidiaries of U.S. companies Foreign cos. with U.S. headquarters Foreign cos. listed on U.S. exchanges Foreign cos. with U.S. investors that have representation on board of directors Even companies in which U.S. investors hold only a minority of shares have been the subject of FCPA enforcement actions Third party agents acting on behalf of those companies Individuals Officers, directors, agents, and employees of those companies U.S. citizens, nationals, and residents Foreign nationals acting for a U.S. company Foreign nationals who commit an act in furtherance of a bribe while in U.S. 6 Majority of Reported FCPA Cases Involved Third Parties Third Party Company Allegations Distributors Biomet Distributors paid bribes on Biomet s behalf to doctors in China & Brazil Subcontractor made payments to Argentinian Subcontractors IBM Argentina bank owned by Argentine gov t on behalf of IBM Singapore reseller paid bribes to reps of statecontrolled Vietnamese company on behalf of Resellers Veraz Networks company Sales agents paid exorbitant commissions Sales Agents Invision Technologies with knowledge that money would be used to pay officials in China and the Philippines Charitable Small charitable foundation used as Organizations Eli Lilly intermediary for payments to Polish gov t official Consultant with close ties to to Mexican stateowned petroleum co. Pemex paid bribe to Consultants HP Pemex employee Panalpina World Freight-forwarding co. paid bribes to local Freight Forwarders Transport Customs officials on behalf of several oil & gas cos. in order to circumvent local import rules and regulations Companies Cannot Assume That Using Third Parties Will Enable Them To Avoid Liability 7 7 The Conscious Avoidance Issue a/k/a Sticking Your Head in the Sand Knowledge under FCPA can be established if you are aware of a high probability of the existence of a fact and you consciously avoid confirming it Example: U.S. v. Kozeny, et al., 667 F. 3 rd 122 (2 nd Cir. 2011) Dooney & Bourke co founder Frederic Bourke convicted on FCPA charges in connection with investment in Azerbaijan Group of investors led by Viktor Kozeny, an int l businessman also known as the Pirate of Prague Gov t alleged Kozeny arranged for tens of millions in bribes to Azeri officials Gov t argued both actual knowledge and willful blindness 2 nd Cir. found ample evidence to support conviction on willful blindness theory: Bourke knew of corruption in Azerbaijan and Kozeny s poor reputation Bourke voiced serious concerns to others that Kozeny was bribing gov t officials Another investor declined to invest after conducting diligence on Kozeny Management cannot take refuge from the Act s prohibitions by their unwarranted obliviousness to any any action (or inaction), language or other signaling device that should reasonably alert them of the high probability of an FCPA violation H.R. REP. No , at 920 (1988) 8 3
4 Conducting Anti-Corruption Risk Assessments of International Third Party Intermediaries 9 Federal Sentencing Guidelines Provide Baseline For Conducting Third Party Due Diligence Federal Sentencing Guidelines: Encourage establishment of compliance/ethics programs to help prevent and detect organizational wrongdoing; should be reasonably capable of reducing likelihood of misconduct Established that an effective compliance and ethics program requires (1) creating policies, procedures and controls; (2) exercising oversight; (3) due diligence; (4) training; (5) monitoring and auditing; (6) enforcement and discipline; and (7) appropriate response and future prevention Require organizations to exercise due diligence to avoid delegation of authority to unethical individuals Organizations must use appropriate safeguards to ensure they re dealing with reputable and ethical organizations and individuals Organization must establish compliance and ethics programs rooted in the Guidelines in order to be eligible to receive benefits, e.g., reduced fines, sentences, deferred prosecution other remedies No One Size Fits All Solution: Best Practice Requires Diligence Tailored to Third Party Risk 10 Step 1: Identify/Categorize Third Parties Based on Nature of Work To Be Performed & Associated Risk Level Type of Engagement: Third party intermediary long or short-term engagement Service Provider limited assignment Relevant Jurisdiction(s) Transparency International Corruption Perception Index Interaction with Government Officials Proximity Test Payment Method: flat fee vs. commission-based or some combination Ongoing relationship post-signature (e.g., product reviews, marketing cooperation, financial reviews)? Does agent represent other clients? How much does Company s business represent as % of agent s overall business? Authority to negotiate or enter into contracts on behalf of Company? Right to use Company s logos and trademarks? Access to Company s internal financial systems? Authority to collect receivables due Company? Expenses paid or reimbursed? Use Data Collected To Assess Whether Proposed Third Party Falls Into Low, Medium, High Risk or Exceptional Territory Category 11 4
5 Step 2: Implement Compliance Processes Based on Risk Category Risk-based Screening & Background Checks Training Contractual Safeguards Background checks, incl. public records checks, based on level of risk (e.g. high-risk country, interaction w/government officials, compensation terms) Close review of intermediary s qualifications, expertise, relationship to government officials Reference checks Affirmative recommendation from business High-level corporate approvals Anti corruption training prior to any business activity on your behalf Provide copy of Code of Conduct Signed anti corruption acknowledgment post training Anti corruption provisions Periodic certification of anti corruption compliance Contract contains: 1) certifications of past compliance with anti corruption laws, 2) forward looking compliance covenants, 3) audit rights Anti corruption training and acknowledgement Oversight/ Monitoring Periodic audits to identify warning signs of illegal activity Invoice Review: Periodic review of invoices to detect inflation of fees, unusual expenses; ensure sufficient detail provided along with backup documentation (quarterly) Business Finance teams trained to be vigilant for red flags throughout performance 12 Risk Based Screening & Background Checks Due Diligence: Different Levels of Background Checks Depending on Risk Internet search, D& B Reports, U.S. Commerce Dept ICPs, US Embassy Check Licensing/Registrations Restricted party/denied persons lists, terrorist watchlists Legal/regulatory history of agent and its officers, incl. pending lawsuits, gov t investigations, judgments,/liens, criminal proceedings, fines/penalties Government affiliations Local language media reviews Contact and interview references Affirmative Recommendation From Business Unit Executive Conduct Site Visit/Interview Key Players 13 Risk Based Screening & Background Checks (cont.) Proposed Agent Should Complete Questionnaire: Nature of business and proposed relationship Sales rep, distributor, customs broker, other service provider Basic Information about Proposed Agent s Organization: Address, phone, website, office locations Type of business, date/place of incorporation No. of employees, office locations Licenses, registrations, tax ID #s Prior names under which agent did business Ownership structure, incl. basic info re principals, officers, employees Government//political party affiliations Financials: bank account information, balance sheets, income statements References: Prior representations w/contact info Self-disclosures: Legal Proceedings, Gov t investigations (past & present) Judgments, Liens History of suspensions, debarments 14 5
6 Risk Based Screening & Background Checks (cont.) Request & Review 3 rd Party s Key Documents for High-Risk Third Parties Examine compliance program documentation Clear, documented anti-corruption policies and procedures? Senior management engagement in, oversight of compliance efforts? Third party due diligence & certifications? Regular training? Hotline reporting mechanisms? Review 3 rd party s litigation/claims history Critical to Follow Up on Any Red Flags Identified During Screening Process 15 Training Copy of Code of Conduct Signed Code Acknowledgment Training Session Include all staff working on account or project Consider need for in-person vs. online or phone training Tailor to type of third party and risk level Speak the language, understand the culture Broad coverage of relevant laws, policies Company s Code of Conduct, key policies Specific guidance re FCPA, UK Bribery Act, local anti-corruption laws Make it meaningful case studies, news stories Make it interactive solicit questions, discussion Tailor periodic refreshers to risk level (e.g., if relationship is longterm consider annual) 16 Affirmative Reps & Warranties Contractual Safeguards Agent will comply w/ all applicable laws, regulations and Company policies Include specific reference to FCPA, UK Bribery Act and other laws as necessary No corrupt payments, improper payments to secure gov t approvals, improper advantage Books & records will be accurate, complete, to be maintained for a period of years Covenants Agent has not, within the last X years: Violated applicable laws, judgments, orders or decrees Committed acts that could give rise to criminal prosecution or civil enforcement Received notice of possible charges, inquiry or investigation by gov t agency No gov t officials as owners or in other relevant positions Agent will make appropriate disclosures to Company re any failure to comply with law Indemnification for any damages caused by material breach Audit & Termination Rights Right to audit books/records Right to terminate relationship if reps are materially untrue, other covenants breached Material Adverse Effect clause carve-out for serious reputational harm, criminal prosecution, material civil enforcement penalties 17 6
7 Establish Internal Approval Processes Based on Risk Approval Process - Business Involvement & Accountability Manager requesting approval presents: Summary of all due diligence performed Affirmative recommendation attesting to integrity of proposed representative Plan for ongoing monitoring/oversight, including commitments to conduct regular audits, red flag reviews, etc Senior Exec Engagement critical component Senior Management (e.g., GC, CFO, CCO) reviews & approves appointments in high-risk jurisdictions Asks questions, establishes accountability Sends message that this is important, not just a check the box exercise Not solely responsibility of legal/compliance function 18 Step 3: Monitoring & Auditing Establish Oversight Plan Based on Risk Level: Regular due diligence updates Watchlists, sanctioned countries lists (at least quarterly) Internet/media searches (quarterly) External reports (e.g., D&B) Litigation/regulatory databases Training and certification (annually if high-risk) Close Review of Invoices Accurate, timely, transparent Fees in line with market rates, no discounts or high fees that could be used to hide possible improper payments Receipts and other backup documentation included, matches services provided Periodic Compliance Calls Periodic financial audits, red flag reviews Unusual or excessive payment requests, e.g., requests for over-invoicing, up-front payments, ill-defined or last-minute payments, success fees, cash payments, unusual commissions Requests for payment to another 3 rd party or to bank in tax haven No change in relationships with government entities No comments giving rise to an inference of bribery No allegations of bribery or unethical practices 19 Conclusion: 6 Things To Remember Understand exactly what your third party will be doing Tailor processes based on risk level no one size fits all Do your research... know their history/background, check their references Get it in writing... include appropriate compliance reps & warranties in contract Train and communicate... speak their language, senior-level approvals and manager involvement ensure operational accountability Compliance efforts don t end once contract signed... keep a watchful eye, if red flags arise, take immediate action to address issue 20 7
Paying for the Sins of Others FCPA Risks in Institutional Investments
2008 ANNUAL MEETING AND EDUCATION CONFERENCE American College of Investment Counsel New York, NY Paying for the Sins of Others FCPA Risks in Institutional Investments 4:15 p.m. - 5:30 p.m. October 23,
More informationGlobal Policy on Anti-Bribery and Anti-Corruption
1 Global Policy on Anti-Bribery and Anti-Corruption OUR GLOBAL POLICY ON ANTI-BRIBERY AND ANTI-CORRUPTION Did You know?? PolyOne is committed to the prevention, deterrence and detection of fraud, bribery
More informationThird Party Due Diligence: When is Enough, Enough?
Third Party Due Diligence: When is Enough, Enough? www.kreller.com 1.800.444.6361 FCPA Enforcement Third parties continue to be the focus of FCPA enforcement actions FCPA Guidance emphasizes importance
More informationPETCO INTERNATIONAL, LLC FOREIGN CORRUPT PRACTICES ACT AND ANTI-BRIBERY POLICY. Effective: January 1, 2012
PETCO INTERNATIONAL, LLC FOREIGN CORRUPT PRACTICES ACT AND ANTI-BRIBERY POLICY Effective: January 1, 2012 ( PETCO ) must comply with all anti-bribery laws, including the U.S. Foreign Corrupt Practices
More informationAutomatic Data Processing, Inc. ADP Anti-Bribery Policy
Automatic Data Processing, Inc. ADP Anti-Bribery Policy Adopted August 2008 Revised November 17, 2009 and August 9, 2011 Statement by Chief Executive Officer AUTOMATIC DATA PROCESSING, INC. ANTI-BRIBERY
More informationMeyer Sound Global Anti-Corruption Policy and Guidelines (as adopted on September 17, 2013)
Meyer Sound Global Anti-Corruption Policy and Guidelines (as adopted on September 17, 2013) I. INTRODUCTION Meyer Sound Laboratories, Inc. and its affiliated companies (collectively, Meyer Sound or the
More informationCALIX, INC. ANTI-BRIBERY COMPLIANCE POLICY
CALIX, INC. ANTI-BRIBERY COMPLIANCE POLICY 1.0 INTRODUCTION AND PURPOSE STATEMENT The Foreign Corrupt Practices Act ( FCPA ) is a US federal law that applies to both individuals and businesses. All Calix,
More informationANTI-CORRUPTION POLICY
ANTI-CORRUPTION POLICY PURPOSE AND APPLICATION As the Foundation for a Smoke-Free World, Inc. (the Foundation or we ) expands and develops internationally, the Foundation must ensure that all employees
More informationANTI-BRIBERY POLICY STATEMENT
ANTI-BRIBERY POLICY STATEMENT 1. BACKGROUND AND PURPOSE Department 13 (D13) maintains an Anti-Bribery Policy prohibiting any improper or unethical payment to government officials or a party to a private
More informationAnti Corruption Compliance Policy
Page 1 of 7 1. Policy: INTRODUCTION Net Logistics ( Net Logistics also referred to as The Company in this document) is committed to conducting its business ethically and in compliance with all applicable
More informationSOUTHWESTERN ENERGY COMPANY ANTI-CORRUPTION COMPLIANCE POLICY
SOUTHWESTERN ENERGY COMPANY ANTI-CORRUPTION COMPLIANCE POLICY I. Introduction At Southwestern Energy Company, we and our controlled subsidiaries and joint ventures (collectively, SWN or the Company ) build
More informationANTI-BRIBERY & CORRUPTION POLICY. Anti-Bribery Anti-Bribery Policy 1
ANTI-BRIBERY & CORRUPTION POLICY Anti-Bribery Anti-Bribery Policy 1 INTRODUCTION AND PURPOSE This policy commits the Carlsberg Group to conducting business ethically and with the utmost integrity in all
More informationAnti-Corruption and OFAC Policy for Apex International Energy G.P., Apex International Energy L.P. and their Subsidiaries (collectively, the Company )
November 22, 2016 Overview This Anti-Corruption and OFAC Policy (the Policy ) is applicable to Apex International Energy G.P., Apex International Energy L.P. and their subsidiaries (collectively, the Company
More informationForeign Corrupt Practices Act Policy
Policy Message from the CEO At SAExploration, we place a high value on honesty and integrity as well as delivering quality service to our customers. Our core values and commitment to high ethical standards
More informationIntroduction to the Foreign Corrupt Practices Act TR/11/02 (02/18/17)
Introduction to the Foreign Corrupt Practices Act 1 Introduction Mallory Alexander is committed to maintaining the highest level of ethical and legal standards in the conduct of our business activities,
More informationMacLean-Fogg Company Anti-Corruption Policy
MacLean-Fogg Company Anti-Corruption Policy EFFECTIVE DATE: October 1, 2017 OWNER: General Counsel POLICY NAME: MF-LC1.01-P-20171001-ANTICORRUPTION OUR STANDARD: Our position is clear: MacLean-Fogg is
More informationFCPA Basics and Compliance Challenges. Sandy Merber Preconference II November 11, 2009
FCPA Basics and Compliance Challenges Sandy Merber Preconference II November 11, 2009 Foreign Corrupt Practices Act 1) How We Got Here 2) FCPA Key Provisions 3) Compliance Challenges History 1970 SEC investigations
More informationAnti-Corruption and Bribery Policy
Hyundai Merchant Marine Co., Ltd. Anti-Corruption and Bribery Policy Compliance with Local and Foreign Anti-Corruption Acts 1st January, 2013 The purpose of this Anti-Corruption and Bribery Policy (this
More informationWORLD TRADE ASSOCIATION. Foreign Corrupt Practices Act: Fundamentals of the. But That s Just the Way They Do Business Over There
Metropolitan Milwaukee Association of Commerce s WORLD TRADE ASSOCIATION Fundamentals of the Foreign Corrupt Practices Act: But That s Just the Way They Do Business Over There (and other things the government
More informationAG&P Global Anti-Corruption Compliance Policy
AG&P Global Anti-Corruption Compliance Policy INTRODUCTION AG&P seeks always to drive a culture of excellence, integrity and trust. We have full faith and confidence in each employee, but none of us can
More informationFraud, Bribery and Corruption Control Policy
Fraud, Bribery and Corruption Control Policy 1. Introduction DuluxGroup acknowledges the need for directors, executives, employees and contractors to observe the highest ethical standards of corporate
More informationHidden Business Risks in Russia June 16, 2016
Hidden Business Risks in Russia June 16, 2016 Tom Engelhart & Derek Harris www.kreller.com 1.800.444.6361 Kreller Background Comprehensive international due diligence and compliance services since 1988.
More informationDear NETGEARians, Thank you for helping NETGEAR achieve these important goals. Sincerely, Patrick
Dear NETGEARians, NETGEAR prides itself on a commitment to build our business by providing customers with high quality and innovative products with integrity and honest conduct. NETGEAR prides itself on
More informationTrack IV: Anti-Bribery Concerns FCPA and Beyond. November 12, 2009
Track IV: Anti-Bribery Concerns FCPA and Beyond November 12, 2009 Foreign Corrupt Practices Act What is it and to whom does it apply? The Act: Anti-Bribery Provisions: Prohibits bribery (corrupt payments)
More informationCorruption and Compliance Programs: Comparison of French and U.S. Approaches
November 2008 Corruption and Compliance Programs: Comparison of French and U.S. Approaches BY PHILIPPE BOUCHEZ EL GHOZI, JENNIFER D. RIDDLE AND CLÉMENCE AUROY The decision concerning the conclusion of
More informationFOREIGN CORRUPT PRACTICES ACT COMPLIANCE POLICY
FOREIGN CORRUPT PRACTICES ACT COMPLIANCE POLICY I. Purpose The purpose of this Foreign Corrupt Practices Compliance Policy (the "FCPA Policy") is to help ensure compliance by WORLDPAC, Inc. and each subsidiary
More informationThe Foreign Corrupt Practices Act ( FCPA )
Foreign Agents, Partners & Intermediaries: You Can t Live With Them, but You Can t Live Without Them James Lord, Shareholder, Inman Flynn Biesterfeld & Brentlinger Andy Hinton, Vice President & Chief Compliance
More informationPRICESANOND. If you Think FCPA Compliance is Tough in Thailand, Just Consider what it will be like in Myanmar
If you Think FCPA Compliance is Tough in Thailand, Just Consider what it will be like in Myanmar Banyan Tree Hotel, Bangkok, Thailand 23 August 2013 American Chamber of Commerce in Thailand Douglas Mancill,
More informationADP Anti-Bribery Policy Frequently Asked Questions
ADP Anti-Bribery Policy Frequently Asked Questions This document is intended to address questions that may arise in the course of an associate s learning about ADP s Anti-Bribery Policy (the Policy ).
More informationDuke University Anti-Corruption Policy Approved: December 3, 2014
Duke University Anti-Corruption Policy Approved: December 3, 2014 I. Introduction Duke University, Duke University Health System and their controlled support corporations, affiliates and agencies (collectively,
More informationCorporate Compliance What is it and why have it?
Corporate Compliance What is it and why have it? 1 Corporate Compliance Overview Origins of Corporate Compliance Seven Elements of a Compliance Program Corporate Compliance Infrastructure FCPA & Compliance
More informationFAIRMOUNT SANTROL HOLDINGS INC. ANTI-CORRUPTION POLICY
FAIRMOUNT SANTROL HOLDINGS INC. ANTI-CORRUPTION POLICY (Adopted as of September 11, 2014) www.fairmountsantrol.com I. Introduction Fairmount Santrol Holdings Inc. Anti-Corruption Policy Fairmount Santrol
More informationAnti-Corruption Compliance Policy
Anti-Corruption Compliance Policy I. Introduction Purpose Gibraltar s reputation in the marketplace - with customers, vendors, business partners, and with regulators and other legal authorities - is among
More informationProtecting Your Company and Executives from FCPA Liability in Jonathan T. Cain Aaron M. Tidman
Protecting Your Company and Executives from FCPA Liability in 2013 June 20, 2013 Paul E. Pelletier Jonathan T. Cain Aaron M. Tidman 1 FCPA Is Focus of U.S. Government Combating corruption [is] one of the
More informationAnti-Bribery and Corruption Policy
Introduction Crawford & Company and all of its subsidiaries throughout the world ( Crawford or the Company ) acts ethically and complies with all anticorruption laws, including the United States Foreign
More informationANTI-BRIBERY & CORRUPTION POLICY
1 INTRODUCTION 1.1 The Board of Directors of Ascendant Resources Inc. 1 has determined that, on the recommendation of the Corporate Governance Committee, Ascendant should formalise its policy on compliance
More informationSCIENCE CARE, INC. ANTI-BRIBERY POLICY
SCIENCE CARE, INC. ANTI-BRIBERY POLICY It is the policy of Science Care, Inc., and its affiliated entities (collectively, Science Care ) to conduct its business ethically and in compliance with various
More informationForeign Corrupt Practices Act Policy
I. POLICY/PURPOSE Denny s is committed to conducting its business ethically and in compliance with all applicable laws and regulations, including the U.S. Foreign Corrupt Practices Act (FCPA) and other
More informationGRANITE REIT INC. and GRANITE REAL ESTATE INVESTMENT TRUST. Anti-Bribery Policy
GRANITE REIT INC. and GRANITE REAL ESTATE INVESTMENT TRUST Anti-Bribery Policy Application This Anti-Bribery Policy applies to all employees, directors and trustees of Granite REIT Inc. and Granite Real
More informationNavigating through the FCPA minefield, debunking myths and addressing red flags. October 7, 2010
Navigating through the FCPA minefield, debunking myths and addressing red flags October 7, 2010 Michael Volkov mvolkov@mayerbrown.com (202) 263-3288 Basic FCPA Prohibitions Anti-Bribery: Domestic concerns
More informationI nsurance brokers and investment banks have at
Securities Regulation & Law Report Reproduced with permission from Securities Regulation & Law Report, 44 SRLR 1030, 05/12/2012. Copyright 2012 by The Bureau of National Affairs, Inc. (800-372-1033) http://www.bna.com
More informationHigh Risk Markets & FCPA
High Risk Markets & FCPA SCCE SoCal Regional Compliance & Ethics Conference January 26, 2018 Brian R. Michael Partner King & Spalding LLP Julie Myers Wood Chief Executive Officer Guidepost Solutions Tedra
More informationSAPIENT CORPORATION ANTI-CORRUPTION POLICY
SAPIENT CORPORATION ANTI-CORRUPTION POLICY PURPOSE As a global corporation, we are bound by the anti-bribery and anti-corruption laws applicable in all the countries where we do business, and are committed
More informationAnti-Bribery and Corruption Policy. Viva Energy Group Limited (ACN )
Anti-Bribery and Corruption Policy Viva Energy Group Limited (ACN 626 661 032) Adopted by the Board on 18 June 2018 1 Introduction and purpose 1.1 Viva Energy Group Limited (together with its subsidiaries
More informationMark Bartlett Davis Wright Tremaine LLP
Mark Bartlett Davis Wright Tremaine LLP The Foreign Corrupt Practices Act (FCPA) prohibits corrupt payments to foreign officials for the purpose of obtaining or keeping business Mid-1970s, series of SEC
More informationConducting KYC of Third Parties: Best Practices for Conducting Due Diligence
Conducting KYC of Third Parties: Best Practices for Conducting Due Diligence Risk-Based Due Diligence of Third Parties Shaswat Das Hunton Andrews Kurth LLP April 2018 Why Conduct Third Party Due Diligence?
More informationOverview of the U.S. Foreign Corrupt Practices Act
Presentation for the Swiss- American Chamber of Commerce: Overview of the U.S. Foreign Corrupt Practices Act Kevin M. King November 16, 2011 2010 Cooley LLP, Five Palo Alto Square, 3000 El Camino Real,
More informationFCPA. Due Diligence. The REPORT. The Importance of Pre-Merger Due Diligence
Due Diligence Critical Steps to Take and Questions to Ask When Conducting Pre-Merger Anti-Corruption Due Diligence By Michael J. Gilbert and Mauricio A. España, Dechert LLP There is no doubt that the most
More informationAnti-Corruption Compliance for Investment Companies
Anti-Corruption Compliance for Investment Companies Robert J. Meyer Willkie Farr & Gallagher LLP rmeyer@willkie.com (202) 303-1123 Jim Davis Franklin Templeton & Mutual Series Funds jdavis@frk.com (650)
More informationGLOBAL ANTI-CORRUPTION POLICY
GLOBAL ANTI-CORRUPTION POLICY Version of March, 2017 Policy Owner: VP Integrity and Legal Compliance Date Change log March 31 st 2017 Policy release Global Anti-Corruption Policy Page 1 Subject Page 1.
More informationFCPA Compliance. Conducting Due Diligence on Third Parties. November 10, 2015
FCPA Compliance Conducting Due Diligence on Third Parties November 10, 2015 Jesica Gilbert Director of Ethics and Compliance American Bureau of Shipping Elsa Manzanares, Marla Poirot, and Michelle Schulz
More informationORMAT TECHNOLOGIES, INC. ANTI-CORRUPTION POLICY
ORMAT TECHNOLOGIES, INC. ANTI-CORRUPTION POLICY Ormat Technologies, Inc., and its direct and indirect subsidiaries (collectively, Ormat ), operates in many countries and conducts business around the world.
More informationNTI-BRIBERY CORRUPTION OLICY
NTI-BRIBERY CORRUPTION OLICY Policy Owner: The Board of Huisman Equipment Document prepared by: Legal Counsel Applicable to: All persons and entities acting for and on behalf of Huisman Version: January,
More informationAnti-Corruption and Anti-Bribery Guidelines Innergex Renewable Energy Inc.
Anti-Corruption and Anti-Bribery Guidelines Innergex Renewable Energy Inc. ANTI-CORRUPTION AND ANTI-BRIBERY GUIDELINES At Innergex (which includes Innergex Renewable Energy Inc. and all of its subsidiaries),
More informationForeign business partners under the FCPA
W O R L D - C H E C K W H I T E P A P E R Foreign business partners under the FCPA by Tom Fox Statement of intent The FCPA risk of engaging a Foreign Business Partner overseas is an increasing concern
More informationThe Foreign Corrupt Practices Act (FCPA): Doing Business Internationally. Washington, DC August 21, 2014
The Foreign Corrupt Practices Act (FCPA): Doing Business Internationally Washington, DC August 21, 2014 Agenda 1. Overview of the FCPA 2. FCPA Enforcement Trends 3. The In-House View and Corruption Red
More informationThe Importance of an Anti- Bribery Compliance Program
The Importance of an Anti- Bribery Compliance Program Michelle Juan TRACE International March 19, 2015 Shanghai, China Raising the Standard of Anti-Bribery Compliance Worldwide 2015 TRACE International,
More informationAnti-Bribery and Anti-Corruption Policy
Anti-Bribery and Anti-Corruption Policy New Gold Inc. and its subsidiaries (together, New Gold, the Company, or we ) are committed to honest and ethical conduct. This theme is emphasized in our Code of
More information(Due diligence) checklist
(Due diligence) checklist Ep Hannema, Partner Recep Altun Norton Rose Fulbright LLP 19 September 2013 Are there particular transactions which are high risk? M&A Agents Logistics / import / export Anything
More informationANTI-BRIBERY AND ANTI-CORRUPTION POLICY
ANTI-BRIBERY AND ANTI-CORRUPTION POLICY Amended to May 18, 2017 Prohibition against Giving Bribes to Third Parties including Government Officials Table of Contents Heading Page Number INTRODUCTION 2 PURPOSE
More informationAnti-bribery, Gifts and Entertainment Policy and Procedures
Anti-bribery, Gifts and Entertainment Policy and Procedures 1 27.05.2014 Initial release of document ACH Board 2 26.01.2016 Revised and updated RaHa FrOh 3 07.06.2016 Revised and updated RaHa FrOh Rev
More informationLeaving the assessment in third party due diligence risk assessments
Zagreb Ethics and Compliance 2018 Leaving the assessment in third party due diligence risk assessments Alexandra Wrage President, TRACE International 13 June 2018 Raising the Standard of Anti-Bribery Compliance
More informationDOLBY LABORATORIES, INC. ANTICORRUPTION POLICY. (July 23, 2013)
DOLBY LABORATORIES, INC. ANTICORRUPTION POLICY (July 23, 2013) I. PURPOSE Dolby Laboratories, Inc. and its subsidiaries (Dolby), believes in conducting business around the globe in a legal and ethical
More informationANTI-BRIBERY POLICY POLICY STATEMENT
ANTI-BRIBERY POLICY POLICY STATEMENT Bribery is a corrupt and illegal activity that distorts markets, impoverishes nations and violates the core principles of Canadian Bank Note Company, Limited and its
More informationALTAIR ENGINEERING INC. FOREIGN CORRUPT PRACTICES ACT POLICY. (Adopted as of August 29, 2012)
ALTAIR ENGINEERING INC. FOREIGN CORRUPT PRACTICES ACT POLICY (Adopted as of August 29, 2012) The U.S. Foreign Corrupt Practices Act of 1977, as amended (the Act or the FCPA ), amended the U.S. federal
More informationUK Joint Ventures: Sanctions And Corruption Risks
Portfolio Media. Inc. 860 Broadway, 6th Floor New York, NY 10003 www.law360.com Phone: +1 646 783 7100 Fax: +1 646 783 7161 customerservice@law360.com UK Joint Ventures: Sanctions And Corruption Risks
More informationKLA CORPORATION. Our policy is: KLA expressly prohibits any company director, officer, employee or business partner from directly or indirectly:
KLA CORPORATION INTERNATIONAL ANTI-BRIBERY COMPLIANCE POLICY AND GUIDELINES [For Third-Party Business Partners Doing Business on Behalf of KLA] (As of January 31, 2019) 1. Our Company Position on Bribery
More informationANTI-BRIBERY AND ANTI-CORRUPTION POLICY
INTRODUCTION This Policy sets out the following: 1. Purpose 2. Objective 3. Compliance 4. General policy requirements 5. Corrupt payments prohibited 6. Dealing with public officials 7. Dealing with third
More information3.1 A brief description of the FCPA is set forth in Exhibit A, Description of the Foreign Corrupt Practices Act.
1 of 11 1.0 Policy AGP will conduct every international business transaction with integrity, regardless of differing local manners, customs or traditions, and will comply with: (a) The laws and regulations
More informationAnti-Bribery & Corruption Policy
Anti-Bribery & Corruption Policy 3P Learning Limited ( Company ) Dated and amended November 21 2014 King & Wood Mallesons Level 61 Governor Phillip Tower 1 Farrer Place Sydney NSW 2000 Australia T +61
More informationCorruption Risks in South America & How to Respond
Corruption Risks in South America & How to Respond October 2013 Discussion topics Current corruption environment and anticorruption enforcement trends in South America Risks specific to the region and
More informationCurrent corruption environment and anticorruption. enforcement trends. Corruption Risks in South America & How to Respond. Discussion topics 9/20/2013
Corruption Risks in South America & How to Respond October 2013 Discussion topics Current corruption environment and anticorruption enforcement trends in South America Risks specific to the region and
More informationANIXTER GLOBAL ANTI-BRIBERY POLICY
ANIXTER GLOBAL ANTI-BRIBERY POLICY Policy Statement It is Anixter s policy to conduct all of our business in an honest and ethical manner everywhere we do business. We take a ZERO tolerance approach to
More informationAnti-Bribery and Anti-Corruption Policy
Anti-Bribery and Anti-Corruption Policy (Applicable to all brands, divisions, joint ventures, subsidiaries, suppliers, directors and employees of Tsebo Solutions Group) 1. Introduction Tsebo Solutions
More informationAnti-Bribery and Sanctions June 2011
Anti-Bribery and Sanctions June 2011 The UK Bribery Act The UK Bribery Act 2010 ("Bribery Act") comes into force on 1 July 2011. While this act is, in certain ways, similar to the US Foreign Corrupt Practices
More informationSASOL ANTI-BRIBERY POLICY
SASOL ANTI-BRIBERY POLICY 2 March 2015 Applicable to: All employees within the Sasol Group of Companies Next review date: Document owner: Approver: Date approved: February 2016 Ignatius Pohl Vuyo D. Kahla
More informationFOREIGN CORRUPT PRACTICES ACT ANTIBRIBERY PROVISIONS
Text Only Version FOREIGN CORRUPT PRACTICES ACT ANTIBRIBERY PROVISIONS United States Department of Justice Fraud Section, Criminal Division 10th & Constitution Avenue, NW (Bond 4th Fl.) Washington, D.C.
More informationAnti-bribery policy. Lynas Corporation Limited ACN
Lynas Corporation Limited ACN 009 066 648 Contents Lynas Corporation Limited... 1 1. Introduction... 1 2. Application... 1 3. Objectives... 2 4. Bribes... 2 5. Political Contributions and Charitable Contributions/
More informationForeign Corrupt Practices Act Policy August 16, 2017
I. PURPOSE To provide guidelines to all officers, directors, employees, consultants and agents that are employed by the Company to ensure compliance with the Foreign Corrupt Practices Act of the United
More informationBeyond Borders: Corruption Risk in Today s s Global Marketplace. Dallas-Fort Worth Joint IIA Chapter Meeting May 14, 2009
Beyond Borders: Corruption Risk in Today s s Global Marketplace Dallas-Fort Worth Joint IIA Chapter Meeting May 14, 2009 Today s s Discussion Topics Common fraud scenarios Foreign Corrupt Practices Act
More informationANTI-CORRUPTION PROCEDURES
TABLE OF CONTENTS 1. PURPOSE... 3 2. SCOPE... 3 3. DEFINITIONS AND ABBREVIATONS... 3 4.1 Individual Accountability... 4 4.2 Anti-Corruption Compliance Function... 4 4.3 Corruption Risk Assessment... 5
More informationIdentifying and Preventing Corruption Risks When Doing Business Overseas: Compliance Program and Due Diligence Best Practices
NASBITE International 31st Annual Conference Identifying and Preventing Corruption Risks When Doing Business Overseas: Compliance Program and Due Diligence Best Practices Pia Vining Senior Director TRACE
More informationProtecting Against Bribery Risk in Business Transactions
Protecting Against Bribery Risk in Business Transactions Developing an Effective Due Diligence Strategy in Mergers and Acquisitions, Financings, Joint Ventures and Private Equity Investments John W. Boscariol
More informationAnti-Bribery and Anti-Corruption Policy
Anti-Bribery and Anti-Corruption Policy New Gold Inc. and its subsidiaries (together, New Gold, the Company, or we ) are committed to honest and ethical conduct. This theme is emphasized in our Code of
More informationGENERAL GUIDANCE NOTE
BACKED BY SAMPLE POLICY Anti-Bribery Compliance GENERAL GUIDANCE NOTE This sample anti-bribery policy is generically illustrative, but is neither legal advice nor a substitute for consultation with knowledgeable
More informationForeign Corrupt Practices Act Policy
Page 1 of 8 Foreign Corrupt Practices Act Policy Union Pacific's Values Statement emphasizes high ethical standards to ensure that the Company maintains and enhances its solid reputation as one of America's
More informationCONTINENTAL REINSURANCE ANTI-BRIBERY & CORRUPTION POLICY COMPLIANCE AND SUPERVISORY PROCEDURES
CONTINENTAL REINSURANCE ANTI-BRIBERY & CORRUPTION POLICY COMPLIANCE AND SUPERVISORY PROCEDURES 1 INTRODUCTION The Board of Directors ( the Board ) has determined that it is the policy of Continental Reinsurance
More informationANTI-CORRUPTION POLICY
ANTI-CORRUPTION POLICY 1. INTRODUCTION All of IAVI s dealings with third parties are to be carried out with the highest standards of integrity and in compliance with all relevant laws and regulations.
More informationFlinders Policy Against Corruption and Bribery
Flinders Policy Against Corruption and Bribery At Flinders Shipbrokers Pty Ltd ( Flinders Shipbrokers of the Company ), we deal honestly with the government, our business partners, our competitors and
More informationANTI-CORRUPTION AND ANTI-BRIBERY POLICY
COMPLIANCE 18.0 ANTI-CORRUPTION AND ANTI-BRIBERY POLICY I. SCOPE This policy applies to all directors, officers, employees, agents, and shareholders of UHS of Delaware, Inc. (hereafter, UHS ), its subsidiaries
More informationDavid Krakoff Partner, Washington D.C
The FCPA Extends Its Reach October 20, 2009 Stephen Hood Partner, São Paulo +55 11 21 26 48 55 shood@mayerbrown.com David Krakoff Partner, Washington D.C. +1 202 263-3370 dkrakoff@mayerbrown.comk Lynn
More informationInstitute of Internal Auditors 2018 IIA CHICAGO CHAPTER JOIN NTAC:4UC-11
IIA CHICAGO CHAPTER JOIN US: @IIACHI UNDERSTANDING THE FCPA: RECENT TRENDS AND CONSIDERATIONS PRESENTED BY: ALI RAMPURAWALA, MANAGER MUMTA TANEJA, MANAGER AGENDA Overview of Foreign Corrupt Practices Act
More informationFCPA Workshop Understanding Key Components of Compliance. Workshop Agenda
FCPA Workshop Understanding Key Components of Compliance SCCE Utilities & Energy Compliance & Ethics Conference March 1, 2009 Marjorie W. Doyle,JD,CCEP Marjorie Doyle & Associates, LLC Kenneth Kurtz The
More informationAnti-Bribery and Corruption Policy
Anti-Bribery and Corruption Policy Steadfast Group Limited ABN: 98 073 659 677 Anti-Bribery and Corruption Policy 1 Contents Our commitment 2 1. INTRODUCTION 3 1.1 Summary of policy... 3 1.2 Who does this
More informationAnti-Bribery & Corruption Policy. OneMarket Limited ACN (Company)
Anti-Bribery & Corruption Policy OneMarket Limited ACN 623 247 549 (Company) Approved by the Board on 2 May 2018 Anti-Bribery & Corruption Policy Contents 1 Introduction 1.1 Overview 1 1.2 Who does this
More informationCanada-South Africa Chamber of Business The Risk Mitigation & CSR Services Series Tuesday October 1 st, London
Canada-South Africa Chamber of Business The Risk Mitigation & CSR Services Series Tuesday October 1 st, 2013 - London Implementing Procedures to Mitigate the Risk of Bribery and Corruption in Developing
More informationSubject ANTI BRIBERY POLICY Section POLICY STATEMENT Sponsor CHIEF LEGAL OFFICER
Subject ANTI BRIBERY POLICY Section POLICY STATEMENT Sponsor CHIEF LEGAL OFFICER Number Version 1.0 Effective Date: December 2014 Anti Bribery Policy Indivior PLC, its subsidiaries and related companies
More informationANTI-CORRUPTION POLICY
ANTI-CORRUPTION POLICY BACKGROUND: Alcoa Corporation ( Alcoa ) and its management are committed to conducting all of it operations around the globe, ethically and in compliance with all applicable laws.
More informationAnti-Bribery and Corruption Policy
Anti-Bribery and Corruption Policy Version Date Document Owner Reviewed by Approved by Rev 0 16 th April 2018 GB BH Anti-Bribery and Corruption Policy Issue Date: 16 th May 2018 Last Review Date: not applicable
More informationVersion / Date of applicability:
Version / Date of applicability: 31 st August, 2018 Prepared by: M. Goutham Reddy / Satya Adamala Approved by: Board of Directors This document is the sole property of Ramky Enviro Engineers Limited. Any
More information