This is Amber (Isle of Man) Limited's anti-bribery and anti-corruption policy. This Policy was last updated on 23rd April 2020.
1. What Does this Policy Cover?
This Anti-bribery and Anti-corruption Policy (this “Policy”) exists to set out the responsibilities of those who work for Amber (Isle of Man) Limited and any of its subsidiaries (collectively “Amber”, “we”, “us” or “our”) with regard to observing and upholding our zero-tolerance position on bribery and corruption.
This policy also exists to act as a source of information and guidance for those working for Amber. It helps them recognise and deal with bribery and corruption issues, as well as understand their responsibilities in this regard.
2. Policy Statement
We are committed to conducting our business in an ethical and honest manner and to implementing and enforcing systems that ensure bribery is prevented. We have zero-tolerance for bribery and corrupt activities. We are committed to acting professionally, fairly, and with integrity in all business dealings and relationships, wherever in the country we operate.
We will constantly uphold all applicable laws relating to anti-bribery and corruption in all the jurisdictions in which we operate. We are bound by the laws of various jurisdictions (including but not limited to the Isle of Man and Malta) which stipulate various provisions with regards to our conduct both at home and abroad.
We recognise that there are generally four key offences under our applicable legislation:
Offering/promising/giving of a bribe;
Agreeing to/receiving/accepting a financial or other bribe;
Bribery of a foreign public official; and
Failure of an organisation to prevent a bribe being paid for or on its behalf.
Of significance is the ‘corporate offence’ whereby employers can be liable to criminal prosecution for the action of employees involved in bribery, whether or not they were aware of it, unless they can show that they had adequate measures in place to prevent bribery happening. It is with this in mind that we commit to preventing bribery and corruption in our business and take our legal responsibilities seriously.
3. Who is covered by this Policy?
This Policy applies to all Amber employees (whether temporary, fixed-term, or permanent), consultants, contractors, trainees, seconded staff, home workers, casual workers, agency staff, volunteers, interns, agents, sponsors, or any other person or persons associated with us (including third parties), or any of our subsidiaries or their employees, no matter where they are located in the world. This Policy also applies to Officers, Trustees, Board, and/or Committee members at any level.
In the context of this Policy, ‘third-party’ refers to any individual or organisation Amber meets and works with. It refers to actual and potential clients, customers, suppliers, distributors, business contacts, agents, advisers, and government and public bodies – this includes their advisors, representatives and officials, politicians, and public parties.
Any arrangements we make with a third-party is subject to clear contractual terms, including specific provisions that require the third-party to comply with minimum standards and procedures relating to anti-bribery and corruption.
4. Definition of Bribery
Bribery refers to the act of offering, giving, promising, asking, agreeing, receiving, accepting, or soliciting something of value or of an advantage so to induce or influence an action or decision.
A bribe refers to any inducement, reward, or object/item of value offered to another individual in order to gain commercial, contractual, regulatory, or personal advantage.
Bribery is not limited to the act of offering a bribe. If an individual is on the receiving end of a bribe and they accept it, they are also breaking the law.
Bribery is illegal. Employees must not engage in any form of bribery, whether it be directly, passively (as described above), or through a third-party (such as an agent or distributor). They must not bribe a foreign public official anywhere in the world. They must not accept bribes in any degree and if they are uncertain about whether something is a bribe or a gift or act of hospitality, they must seek further advice from Amber’s Head of Compliance, who is the anti-bribery and corruption officer.
5. Definition of Corruption
Corruption is the abuse of entrusted power or position for private gain.
6. What is and what is NOT Acceptable
This section of the Policy refers to 4 areas:
Gifts and hospitality;
Facilitation payments and Kickbacks;
Political contributions; and
Gifts and Hospitality - Amber accepts that normal and appropriate gestures of hospitality and goodwill (whether given to/received from third parties) so long as the giving or receiving of gifts meets the following requirements:
It is not made with the intention of influencing the party to whom it is being given, to obtain or reward the retention of a business or a business advantage, or as an explicit or implicit exchange for favours or benefits;
It is not made with the suggestion that a return favour is expected;
It is in compliance with local law;
It is given in the name of Amber, not in an individual’s name;
It does not include cash or a cash equivalent (e.g. a voucher or gift certificate);
It is appropriate for the circumstances (e.g. giving small gifts around Christmas or as a small thank you to Amber for helping with a large project upon completion);
It is of an appropriate type and value and given at an appropriate time, taking into account the reason for the gift;
It is given/received openly, not secretly;
It is not selectively given to a key, influential person, clearly with the intention of directly influencing them; or
It is not above a certain excessive value, as pre-determined by Amber (usually in excess of GBP£50.00).
It is not offer to, or accepted from, a government official or representative or politician or political party, without the prior approval of Amber’s Directors.
Where it is inappropriate to decline the offer of a gift (i.e. when meeting with an individual of a certain religion/culture who may take offence), the gift may be accepted so long as it is declared as per Amber’s procedures.
We recognise that the practice of giving and receiving business gifts varies between countries, regions, cultures, and religions, so definitions of what is acceptable and not acceptable will inevitably differ for each.
Gifts given and received should always be disclosed as per the relevant procedure.
The intention behind a gift being given/received should always be considered. If there is any uncertainty, the advice of the Head of Compliance should be sought.
Facilitation Payments and Kickbacks - We do not accept and will not make any form of facilitation payments of any nature. We recognise that facilitation payments are a form of bribery that involves expediting or facilitating the performance of a public official for a routine governmental action. We recognise that they tend to be made by low level officials with the intention of securing or speeding up the performance of a certain duty or action.
We do not allow kickbacks to be made or accepted. We recognise that kickbacks are typically made in exchange for a business favour or advantage.
Political Contributions - Amber will not make donations, whether in cash, kind, or by any other means, to support any political parties or candidates. We recognise this may be perceived as an attempt to gain an improper business advantage.
Charitable Contributions - Amber accepts (and indeed encourages) the act of donating to charities – whether through services, knowledge, time, or direct financial contributions (cash or otherwise) – and we agree to disclose all charitable contributions it makes.
Employees must be careful to ensure that charitable contributions are not used to facilitate and conceal acts of bribery.
We will ensure that all charitable donations made are legal and ethical under local laws and practices, and that donations are not offered/made without the approval of the Directors.
7. Employee Responsibilities
As an employee of Amber, you must ensure that you read, understand, and comply with the information contained within this Policy, and with any training or other anti-bribery and corruption information you are given.
All employees and those under our control are equally responsible for the prevention, detection, and reporting of bribery and other forms of corruption. They are required to avoid any activities that could lead to, or imply, a breach of this Policy.
If you have reason to believe or suspect that an instance of bribery or corruption has occurred or will occur in the future that breaches this Policy, you must notify the Head of Compliance.
If any employee breaches this Policy, they will face disciplinary action and could face dismissal for gross misconduct.
8. What Happens if I need to raise a Concern?
How to raise a concern: If you suspect that there is an instance of bribery or corrupt activities occurring in relation to Amber, you are encouraged to raise your concerns at as early a stage as possible. If you’re uncertain about whether a certain action or behaviour can be considered bribery or corruption, you should speak to our Head of Compliance.
We will familiarise all our employees with our whistleblowing procedures so that our employees can vocalise their concerns swiftly and confidentially.
What to do if you are a victim of bribery or corruption: You must tell the Head of Compliance as soon as possible if you are offered a bribe by anyone, if you are asked to make one, if you suspect that you may be bribed or asked to make a bribe in the near future, or if you have reason to believe that you are a victim of another corrupt activity.
Protection: If you refuse to accept or offer a bribe or you report a concern relating to potential act(s) of bribery or corruption, Amber understands that you may feel worried about potential repercussions. We will support anyone who raises concerns in good faith under this Policy, even if investigation finds that they were mistaken.
Amber will ensure that no one suffers any detrimental treatment as a result of refusing to accept or offer a bribe or other corrupt activities or because they reported a concern relating to potential act(s) of bribery or corruption.
Detrimental treatment refers to dismissal, disciplinary action, treats, or unfavourable treatment in relation to the concern the individual raised.
If you have reason to believe you’ve been subjected to unjust treatment as a result of a concern or refusal to accept a bribe, you should inform our Head of Compliance immediately.
9. Training and Communication
We will provide training on this Policy as part of the induction process for all new employees. Employees will also receive regular, relevant training on how to adhere to this Policy, and will be asked annually to formally accept that they will comply with this Policy.
This Policy and our zero-tolerance attitude will be clearly communicated to all suppliers, contractors, business partners, and any third-party at the outset of business relations, and as appropriate thereafter.
We will provide relevant anti-bribery and corruption training to employees etc. where we feel their knowledge of how to comply with our respective applicable legislation needs to be enhanced. As good practice, all businesses should provide their employees with anti-bribery training where there is a potential risk of facing bribery or corruption during work activities.
10. Record Keeping
We will keep detailed and accurate financial records and will have appropriate internal controls in place to act as evidence for all payments made. We will declare and keep a written record of the amount and reason for hospitality or gifts accepted and given and understand that gifts and acts of hospitality are subject to Compliance/audit reviews.
11. Monitoring and Reviewing
Our compliance department is responsible for monitoring the effectiveness of this Policy and will review the implementation of it on a regular basis. They will assess its suitability, adequacy, and effectiveness.
Internal control systems and procedures designed to prevent bribery and corruption are subject to regular audits to ensure that they are effective in practice.
Any need for improvements will be applied as soon as possible. Employees are encouraged to offer their feedback on this Policy if they have any suggestions for how it may be improved. Feedback of this nature should be addressed to our Head of Compliance.