Intelligent Sanctuary Ltd. does not tolerate any form of bribery or corruption and it is a requirement of this Policy that all Intelligent Sanctuary representatives, (including consultants and sub-contractors) comply with both the letter and the spirit of this Policy and all applicable anti-corruption laws. The giving of bribes: Intelligent Sanctuary Ltd. representatives must not:(i) make; or (ii) offer or promise to make; or (iii) authorise or procure anyone to make: any payment or gift of money or anything of value, or gift or conveyance of any financial or other advantage, either directly or indirectly, to or for the benefit of any person (including a Public Official whether “domestic” or “foreign”) that is (or may appear to be) inducing, securing, or rewarding the improper performance by any person of any function or activity (whether or not it was done to obtain or retain business or a business advantage). The receipt of bribes: Furthermore, Intelligent Sanctuary representatives must not solicit, request, agree to receive or accept, directly or indirectly, any financial or other advantage or anything of value that is (or may appear to be) related to inducing or rewarding improper performance by any Intelligent Sanctuary representative of any function or activity. Bribes paid through a third party:
Intelligent Sanctuary Ltd. representatives must not:
(i) make; or (ii) offer or promise to make; or (iii) authorise or procure anyone to make: any payment or gift of money or anything of value, or gift or conveyance of any financial or other advantage, either directly or indirectly, to a third party if they know or suspect that it will be offered to or for the benefit of any person (including a Public Official whether “domestic” or “foreign”) and that it will be (or may appear to be) inducing, securing, or rewarding the improper performance by any person of any function or activity (whether or not it will be done to obtain or retain business or a business advantage). Helping or allowing others to give or receive bribes: Intelligent Sanctuary representatives must not consent to, or connive in, aid or abet, counsel or procure the commission of any of the above. Intelligent Sanctuary representatives must not conspire with, aid or abet, counsel or procure any third party in the contravention of any applicable anti-corruption laws. Internal controls: Intelligent Sanctuary Ltd.:
Effect of failure to comply: Intelligent Sanctuary representatives who contravene any applicable anti-corruption laws may expose Intelligent Sanctuary and themselves to significant criminal and/or civil sanctions. A failure to act in accordance with the letter and spirit of applicable anti-corruption laws and Intelligent Sanctuary Anti-Corruption Policy may result in disciplinary or other action by Intelligent Sanctuary against the persons concerned. Such failure may also be reportable to and/or give rise to disciplinary action by professional bodies regulating the Intelligent Sanctuary representative. Anti-Corruption Laws: Because Intelligent Sanctuary Ltd. is an internationally focused law firm, Intelligent Sanctuary representatives must comply with the domestic anti-corruption laws of many different countries. In some countries, the anti-corruption laws have global application (for example, the US Foreign Corrupt Practices Act (“FCPA”) and the UK Bribery Act 2010 (the “Bribery Act”). The primary focus of these laws is to prohibit improper inducements to “foreign” Public Officials or in connection with international business transactions. However, the laws of many countries also prohibit the bribery of “domestic” Public Officials. Moreover, numerous countries have adopted “commercial” bribery laws which, in essence, prohibit the offering, promising, or giving to persons in the private sector of any inducements or reward for the improper performance of any function or activity. The request for, agreement to receive, or acceptance of any such inducement or reward is also prohibited. Specifically, the FCPA and the Bribery Act have wide territorial application but they are not unique in operating on an extraterritorial basis. Pursuant to the Bribery Act, all UK citizens, persons who are ordinarily resident in the UK as well as companies and partnerships which are incorporated or formed in the UK, may be prosecuted in the UK for bribery offences, even if those offences were committed wholly outside the United Kingdom. Furthermore, if Intelligent Sanctuary representatives commit a bribery offence anywhere in the world, Intelligent Sanctuary directors may be prosecuted in the UK courts for failing to prevent that bribery from occurring. All US citizens are subject to prosecution under the FCPA, even if the bribery offence occurred entirely outside the United States. The nationals of other countries may also be prosecuted under the FCPA if the conduct amounting to the bribery offence has a connection with the United States. Under US law, any Intelligent Sanctuary representative who commits a bribery offence contrary to the FCPA will also expose Intelligent Sanctuary to the risk of prosecution. Intelligent Sanctuary representatives are not expected to become experts in the anti-corruption laws applicable to them. They should, however, be aware of the circumstances when corruption concerns may arise as a result of anti-corruption laws of their own and other jurisdictions and adjust their behaviour accordingly. If in doubt, they should seek guidance from Intelligent Sanctuary directly. Risk Assessment and Procedures: Intelligent Sanctuary Ltd. may carry out a risk assessment identifying and prioritising anti-corruption risks. This includes an evaluation of the jurisdictions in which Intelligent Sanctuary operates, the markets for its particular services, the extent to which it uses third parties to act on its behalf, and the degree of interaction with Public Officials. Intelligent Sanctuary will develop its policies and procedures based on its evaluation of those risks, which shall be approved by the Partners. Education and Training: Intelligent Sanctuary Ltd. implements and maintains a program to provide regular anti-corruption education and training to its partners and staff. Questions: any questions about this Policy should be raised with Intelligent Sanctuary Ltd.
Endnotes: “Public Official” for the purposes of this Policy includes:(a) all officials, employees, agents, and representatives of any branch or level of government (executive, legislative or judicial and whether national, state or local) or of any government department or agency (including advisers to such agencies and branches); (b) directors, officers, and employees of State-owned or controlled companies (including their consultants, advisers, agents and other representatives); (c) political parties, party officials, and candidates for office; (d) officials and employees of public international organisations such as the World Bank, European Union, or the United Nations (including their consultants, advisers, agents and other representatives); and (e) any other person who, by reason of domestic law in any jurisdiction in which the Firm may operate, would be considered or deemed a Public Official. The terms “anything of value” and “financial or other advantage” are to be construed broadly. They include not only cash but also gifts, gift cards, items bearing logos and other tangible items, electronic equipment, clothing, meals, entertainment (for example, concert, theatre, sport, or other similar event invitations without a prevailing business character), travel, lodging, transportation, loans, use of property or equipment, charitable contributions, and job offers. The “performance” or “failure” to perform any function or activity is “improper” if it breaches the expectations of good faith or impartiality or breaches a position of trust. Additionally, in certain Asian jurisdictions, it is “improper” if the performance of a function or activity (even if done properly) has been brought about by the payment, gift, or offer of financial or other advantage that was made without lawful authority or reasonable excuse. The term “function or activity” includes a function of a public nature or an activity connected with a business or performed in the course of employment by or on behalf of a body of persons and the person performing the function or activity is expected to perform it in good faith and impartially or is in a position of trust by virtue of performing it. This prohibition includes, but is not limited to, offering, paying, promising to pay, or authorising the payment of anything of value to any Public Official directly, or indirectly through another person, to influence any act or decision of the Public Official in the Public Official’s official capacity, to induce the Public Official to do or omit to do any act in violation of the lawful duty of the Public Official, to secure any improper advantage, or to induce the Public Official to influence any act or decision of a government or government instrumentality, in order to obtain or retain business for, or direct business to, any person.