Anti-Bribery and Corruption Policy
Anti-Bribery & Corruption Policy
Contents
Version Control
2. About this policy
3. Details
1. Version Control
Date Version Updates Name
September 2019 V1.0 Update of last review date and next review date (previously January 2019/January 2020)
January 2020 V1.1 Redated for January 2020
September 2021 V1.2 Redated for September 2021
October 2022 V1.3 Redated for October 2022
January 2024 V1.4 Redated for January 2024
Annual review
Next Review Date: January 2025
Director: Abdulaziz Alnaim,
Responsible Officer: Stefan Dawidowski
2. About this policy
Scope and Objective
1. Introduction
Mayar Capital Ltd. is committed to conducting business in an ethical manner and demonstrating the highest standard of integrity. Consequently, Mayar Capital Ltd. recognises the importance of espousing a strong culture of Anti-Bribery and Corruption through the firm and its employees, so as not to adversely affect the firm’s reputation, our customers and the sector in which we operate.
This policy outlines Mayar Capital Ltd.’s approach to preventing Anti-Bribery and Corruption by anyone associated with the firm. In developing this policy, the firm considered its legislative obligations under the Bribery Act 2010 and guidance issued by the Ministry of Justice. This policy is designed to ensure that no bribes or other corrupt payments, inducements or similar are made, offered, sought or obtained by us or anyone working on our behalf.
1.1 Scope
The policy applies to the following parties:
• Full-time employees of Mayar Capital Ltd.
• Part-time employees of Mayar Capital Ltd.
• Temporary contractors of Mayar Capital Ltd.
• Individuals on work experience or interning at Mayar Capital Ltd.
• Agents of Mayar Capital Ltd.
• All subsidiaries or branches of Mayar Capital Ltd. operating in the UK, European Economic Area (“EEA”) state, or any other third country.
1.2 Objectives
The objectives of the policy are to:
• Emphasis Mayar Capital Ltd.’s zero-tolerance approach to Bribery and Corruption.
• Clearly, describe the systems and procedures that Mayar Capital Ltd. has in place for employees to report possible instances of bribery and corruption.
• Explain Mayar Capital Ltd.’s commitment to developing procedures and processes in accordance with the Ministry of Justice’s six principles for firms to prevent bribery.
• Outline how Mayar Capital Ltd. employees are trained to prevent Bribery or Corruption being facilitated by the firm.
• Summarise the most up-to-date Bribery and Corruption risks that Mayar Capital Ltd. is vulnerable to and how the firm intends to counteract these risks in accordance with our risk-based approach.
• Identify which individual within Mayar Capital Ltd. is responsible for maintaining and overseeing compliance with the policy.
2. What is Bribery?
Mayar Capital Ltd. takes the view that bribery, as defined by the Bribery Act 2010, is: ‘giving or receiving a financial or other advantage in connection with the improper performance of a position of trust, or a function that is expected to be performed impartially or in good faith.’
Monetary incentives and actual payments exchanging hands are not the only methods that constitute bribery. Bribery can take many forms, including gifts, lavish treatments during a business trip, tickets and/or hospitality at an event and promising favours.
There are many possible motives an individual or organisation may have for either accepting or offering a bribe. Some of the most common are as follows:
• Paying a bribe to secure or keep a contract (either within the private sector or government).
• Paying a bribe to secure an order.
• Paying a bribe to secure an advantage over a competitor.
• Accepting a bribe in return for facilitating an illegal activity (such as Money Laundering) for an individual.
The Bribery Act 2010 applies to all companies, regardless of size or nature, established under UK law and non-UK companies that conduct business in the UK. Mayar Capital Ltd. thus recognises that it is subject to the provisions of the act and liable to prosecution if the firm fails to implement adequate procedures and process to prevent bribery.
3. What is Corruption?
Mayar Capital Ltd. takes the view that corruption, as defined by Transparency International, is: ‘the abuse of entrusted power for private gain. It can be classified as grand, petty and political, depending on the amounts of money lost and the sector where it occurs’.
When it occurs within the private sector, corruption can distort competition, create cartels, enable regulated markets to be manipulated and illicitly influence the political decision-making process. This not only damages business and the sectors in which they operate but also the interests of taxpayers.
In some cases, within the private sector, corruption and bribery go hand-in-hand, especially when business pay bribes in order to win lucrative public contracts.
As a company that abides by the highest degree of ethical standards, Mayar Capital Ltd. is committed to the non-facilitation of corruption for the wrongful benefit of the business, any of its employees or representatives and any of our customers.
4. Statement of Zero Tolerance to Bribery & Corruption
Mayar Capital Ltd. does not tolerate bribery or corruption in any form. The scope of the firm’s zero-tolerance approach encapsulates all individuals listed in section 1.1 of this policy, including management and employees of the firm’s branches and subsidiaries.
Under this policy, Mayar Capital Ltd. representatives are prohibited from offering, promising, requesting or receiving anything of value from another person if it would entail:
• Improperly performing their position so that it would benefit the person paying a bribe.
• Assisting to facilitate a crime with or on behalf of the person paying the bribe.
• Mayar Capital Ltd. improperly obtaining or retaining business or securing an advantage (whether it be from a private sector company or a public body/government).
In the eyes of Mayar Capital Ltd., such behaviour would constitute acts of bribery and corruption which are strictly forbidden by the firm.
Anything of value would include (but is not limited to) the following:
• Cash.
• Preferential Treatment.
• Gifts and Entertainment.
• Offers of Employment.
• Political Donations.
• Charitable Donations.
This policy does not prohibit the granting or receiving of gifts/hospitability as long as the following conditions apply:
• The gift is proportional.
• The gift is presented within the normal and expected course of the individual’s business.
• The gift is not received/granted with the intention or understanding that you or the other party will improperly perform their function for a defined benefit.
• The gift is recorded in the firm’s gifts and hospitality register.
• Gifts that appear lavish/expensive are referred to the firm’s Responsible Officer for Anti-Bribery and Corruption before they are accepted.
5. Responsibilities of Senior Management & Employees
Mayar Capital Ltd. clearly defines the roles and responsibilities of all individuals with oversight of the firm’s Anti-Bribery and Corruption strategy and responsibility for the firm’s compliance with all Anti-Bribery and Corruption requirements.
5.1 Responsible Officer
Mayar Capital Ltd. has appointed Stefan Dawidowski as the Responsible Officer for implementing, maintaining and monitoring compliance with this policy. Stefan Dawidowski assumed this responsibility on 1st August 2021 and is judged to be adequately skilled to hold the role by the firm’s senior management. The individual is responsible for:
• Implementing the procedures and processes outlined in this policy to prevent bribery and corruption.
• Taking ownership of the risk-based approach to Anti-Bribery and Corruption applied by the firm.
• Conducting a periodic risk assessment to identify any emerging risks to Bribery and Corruption the firm is facing or will face.
• Keeping up-to-date with legislative changes that impact the firm’s Anti-Bribery and Corruption strategy, as well as industry best practice issued by relevant bodies.
• Update Anti-Bribery and Corruption policies and procedures in accordance with any legislative changes or advancements in best practice.
• Monitor compliance with the policy throughout the firm.
• Maintaining a gifts and hospitality register for employees to register any gifts and/or hospitality that have accepted from other parties.
• Approving or rejecting the acceptance of any gifts or hospitality judged to be too expensive, lavish or out of proportion to the normal course of business.
• Regularly updating senior management on the effectiveness of the firm’s Anti-Bribery and Corruption strategy and making appropriate recommendations for improvement.
5.2 Senior Management
The senior management of Mayar Capital Ltd. fully endorses the firm’s Anti-Bribery and Corruption policy. The senior management body is responsible for:
• Developing and disseminating a corporate culture within the firm which helps prevent Bribery and Corruption.
• Retaining oversight of the firm’s Anti-Bribery and Corruption policy.
• Investing significant responsibility to the firm’s Responsible Officer for Anti-Bribery and Corruption to implement and maintain effective processes and policies.
• Allocate significant resources toward the firm’s Anti-Bribery and Corruption strategy so the firm complies with all current requirements.
• Being involved in the creation of Anti-Bribery and Corruption policies and procedures.
5.3 Employees
All Mayar Capital Ltd. employees are required to follow this policy and all Anti-Bribery and Corruption procedures. Mayar Capital Ltd. employees are also required to:
• Update the firm’s gifts and hospitality register when they receive a gift from a client or customer.
• Refer any gift which is construed as being too expensive, lavish and out of proportion to the normal course of their business to the Responsible Officer for the firm’s Anti-Bribery and Corruption policy.
• Attend regular training on Anti-Bribery and Corruption organised by the firm.
6. UK Legislation
Mayar Capital Ltd. is fully aware of the UK’s legislative framework relating to Anti-Bribery and Corruption. Mayar Capital Ltd. also provides regular training to our employees, agents, and subsidiaries to ensure they have sufficient knowledge of the UK’s legislative framework.
Mayar Capital Ltd. is required to adhere to the following legislation, regulations, and guidance:
• Bribery Act 2010.
• FCA Financial Crime: A Guide for Firms.
• The Bribery Act 2010 – Guidance by Ministry of Justice.
6.1 Offences
The above legislation outlines multiple Anti-Bribery offences, which Mayar Capital Ltd. is committed to avoiding. The key offences under the applicable legislation are as follows:
• Bribing another person (Subject to a maximum 10-year jail term and/or a fine)
o It is an offence to offer, promise or give a financial or other advantage to another person if the individual intends the advantage to bring about the improper function of another person or if the individual knows that the acceptance of the advantage offered itself constitutes the improper function.
• Accepting a bribe (Subject to a maximum 10-year jail term and/or a fine)
o It is an offence to request, agree to receive or accept a financial or other advantage in return for an intended or already completed improper performance of an individual’s function.
• Bribing a foreign public official (Subject to a maximum 10-year jail term and/or a fine)
o It is an offence to offer, promise or give financial or other advantages to a foreign public official with the intention of including the official in the performance of his or her official function. This is done in the hope of obtaining or retaining business or an advantage in the conduct of business.
• Failure to prevent bribery (Subject to conviction and an unlimited fine)
o It is an offence for an individual representing a firm to bribe another person to obtain and retain business or another advantage for the firm if the firm itself doesn’t have adequate procedures in place to prevent bribery from occurring. In this instance, the firm is liable for prosecution.
7. Risk-Based Approach
In line with the Ministry of Justice guidance on the Bribery Act 2010, Mayar Capital Ltd. has adopted a risk-based approach to bribery.
Mayar Capital Ltd. will periodically assess the nature and extent of the firm’s risk of bribery and corruption. In conducting a risk assessment, the firm will take the following factors into account:
• The firm’s relationship with law enforcement, regulatory bodies and trade organisations.
• The firm’s relationship with customers and third parties.
• The firm’s relationship with third-party providers of products and services we use.
• The firm’s tender process for public and private contracts.
• The firm’s delivery channels and how we engage with customers and clients.
• Internal relationships between staff.
• The geographical regions and jurisdictions in which the firm operates.
• The frequency with which the firm pursues private sector and public contacts.
• The jurisdictions in which the firm’s customers are based.
• The sectors with which the firm engages.
• Business partnership risks, including the use of intermediaries in transactions with foreign public officials and relationship with Politically Exposed Persons (“PEP”).
Once a risk assessment is completed, Mayar Capital Ltd.’s Responsible Officer will review assessment and recommended changes to the firm’s Anti-Bribery and Corruption procedures and controls to mitigate the identified risks. Once these recommendations have been signed-off by the firm’s senior management, the firm’s policies, procedures, and controls will be subsequently updated.
8. Six Principles
Guidance issued by the Ministry of Justice on the Bribery Act 2010 details six principles that firms should consider when drafting their Anti-Bribery procedures. These principles are not prescriptive and, as recommended by MoJ, should be incorporated by Mayar Capital Ltd. in accordance with the size and nature of the business in accordance with our risk-based approach.
The MoJ’s six principles are listed below:
• Proportionate Procedures.
• Top-Level Commitment.
• Risk Assessment.
• Due Diligence.
• Communication (including training).
• Monitoring and Review.
8.1 Proportionate Procedures
Mayar Capital Ltd. implements procedures which are proportionate to the identified specific bribery risks faced by the firm. As such, these procedures are also proportionate to the nature and size of the firm.
The procedures that Mayar Capital Ltd. have designed cover the following areas:
• Receiving gifts and hospitality from clients.
• Obtaining and retaining business from clients.
8.2 Top-Level Commitment
The senior management of Mayar Capital Ltd. recognises how important it is to be personally involved in fostering a culture where bribery and corruption, in any form, is viewed as wholly unacceptable. Senior management relishes its responsibility to set a personal example to everyone associated with Mayar Capital Ltd. so that they always act with the utmost integrity in the course of their business and do not succumb to bribery.
Mayar Capital Ltd.’s senior management pledges to be appropriately involved in the following areas of the firm’s anti-bribery strategy:
• Making key decisions relating to the firm’s bribery risk.
• Communication of the firm’s anti-bribery stance.
• Developing the firm’s anti-bribery procedures.
8.3 Risk Assessment
Mayar Capital Ltd. acknowledges the importance of assessing the nature and extent of its exposure to potential internal and external risks of bribery. The firm’s Responsible Officer for the Anti-Bribery and Corruption strategy will conduct a risk assessment periodically to identify any evolving risks to the firm. This risk assessment will be documented and be utilised to inform Mayar Capital Ltd.’s policies and procedures relations to Anti-Bribery and Corruption.
The key identified bribery and corruption risks to Mayar Capital Ltd., as verifying in the firm’s last risk assessment, are detailed below:
• Corporate hospitality.
• Charitable and political donations.
• Political connections.
• Monitoring of expenses registers.
• Whistleblowing and complaints log.
• Bonus culture which rewards risk-taking.
8.4 Due Diligence
Mayar Capital Ltd. will apply due diligence measures to mitigate bribery risks in accordance with the firm’s risk-based approach. Due diligence is a key measure to mitigate the risk of individuals within the firm being bribed or individuals issuing bribes on the firm’s behalf. Mayar Capital Ltd.’s procedures are informed from the firm’s periodic risk assessment.
In accordance with the risk assessment, Mayar Capital Ltd. will conduct bribery-related due diligence on the following persons:
• Intermediaries.
• Contractors.
• Business relationships.
• Customers (when a high-risk of bribery is identified).
The level of due diligence conducted on each person will depend on their respective risk levels. In circumstances where the is a very low risk of bribery identified, Mayar Capital Ltd. will apply the following measures:
• Identification and verification of persons.
• The intended nature of the business relationships.
In situations where the risk of bribery is considered to be high risk, Mayar Capital Ltd. will apply the following due diligence measures:
• Direct interrogative enquiries.
• Indirect investigations.
• General research on the persons.
8.5 Communication (including training)
Mayar Capital Ltd. seeks to ensure that its bribery prevention policies and procedures are embedded and understood throughout the firm, including through the use of training. Through our communication plan, Mayar Capital Ltd. is enhancing awareness and understanding of the firm’s procedures and a zero-tolerance approach to bribery and corruption.
The firm communicates policies, procedures and its approach to relevant internal and external parties associated with Mayar Capital Ltd. in numerous ways. See below for a summary of our communication methods:
• Uploading our Anti-Bribery and Corruption policy onto the firm’s website.
• Uploading our policy and procedures onto the firm’s intranet site.
• Providing the firm’s employees with the location of the Anti-Bribery and Corruption policy and procedures on the firm’s internal server.
• Informing potential business partners of the firm’s Anti-Bribery and Corruption policy at the point of contact.
Training is provided to all employees and agents during their induction to Mayar Capital Ltd. and at regular intervals during the course of their association with the firm. The firm’s training programme covers the following areas:
• Zero-tolerance approach to bribery.
• An overview of anti-bribery legislation.
• An overview of key bribery risks.
• Examples of how those risks may occur within the business.
• Employee’s obligations and responsibilities to report suspected bribery.
• Details on how to make such a report.
8.6 Monitoring and Review
It is important that Mayar Capital Ltd. continually monitors the effectiveness of its Anti-Bribery and Corruption policies and procedures and implements a function to review and update them where necessary. The bribery risk that the firm is subject to may change over time, so Mayar Capital Ltd.’s monitoring and review plan has been put in place to mitigate the risks as soon as practicable after they are identified.
Mayar Capital Ltd. has the following measures in place to monitor the effectiveness of our strategy:
• Quarterly Adestation that no gifts have been received or given in quarter that have not been declared to the Responsible Officer.
• All gifts received or given are declared to the Responsible Officer
9. Firm Requirements
Mayar Capital Ltd. is aware of its obligations to prevent the firm being used to facilitate bribery and corruption. As well as adapting our Anti-Bribery and Corruption policies and procedures along the lines of the six principles as part of the firm’s risk-based approach, Mayar Capital Ltd. is also required to implement other measures to mitigate the risk of bribery.
9.1 Pre-employment Screening
During Mayar Capital Ltd.’s recruitment process, the firm will undertake pre-employment screening of potential candidates. In doing this, Mayar Capital Ltd. will affirm each candidate’s qualifications, suitability, and experience for the specified role. During the screening process, the firm will obtain and retrieve information that will help us assess whether a potential candidate is likely to engage in bribery or corruption. The screening process will help reduce the likelihood that an individual with a history of bribery and unethical behaviour will be offered a role within the firm.
The firm’s pre-employment screening techniques include:
• Confirming the education and professional qualifications of the candidate.
• Verification of the candidate’s employment background.
• Criminal history searches.
• Credit checks.
Only once Mayar Capital Ltd. is satisfied that a potential candidate doesn’t pose any inherent bribery and corruption risks will he/she be offered a position in the firm.
9.2 Stress Testing
Mayar Capital Ltd.’s systems and controls should be subject to periodic ‘stress tests’ to ascertain the strengths and weaknesses of the firm’s Anti-Bribery and Corruption systems and controls.
The firm has in place methods for testing the stability of our systems and controls to uncover any deficiencies and areas for further improvement. Once deficiencies have been identified, the firm will promptly address them.
9.3 Due Diligence
Due diligence is an important method for ascertaining whether an individual associated with the firm or business partners/clients pose a bribery and corruption risk. Mayar Capital Ltd. has due diligence procedures in place to mitigate these risks.
The firm’s approach to bribery and corruption due diligence can be observed in section 8.4.
9.4 Record Keeping
Mayar Capital Ltd. is required to maintain adequate records as part of our Anti-Bribery and Corruption procedures. The records that the firm is required to maintain include:
• The client’s identity.
• The supporting evidence of verification of identity.
• The firm’s business relationship with them.
• Details of any occasional transactions.
• Details of monitoring of the relationship.
Mayar Capital Ltd. will retain these records for a minimum of five years after the termination of the business relationship with each customer, except for situations where legal obligations placed upon Mayar Capital Ltd. require otherwise.
10. Training
Mayar Capital Ltd. employees and agents are provided with Anti-Bribery and Corruption training upon their induction to the firm. Employees and agents are also provided with annual training/refresher training by the firm.
Mayar Capital Ltd. provides training sourced from its compliance consultants Thistle.
Employees are training in all areas detailed in section 8.5 of this policy.
Employee training records are to be retained and evidenced on each individual employee’s Continual Professional Development (“CPD”) Log alongside the firms central training log. Records are required to be retained for five years.
11. Suspicious Activity
All employees and agents at Mayar Capital Ltd., regardless of position, have a responsibility to report incidents or suspicions of bribery. Possible cases of bribery, when they go unreported, may bring the firm and the sector in which it operates into disrepute. As such, it is important that any individual associated with Mayar Capital Ltd. who are in a position to detect bribery follow the firm’s procedures for reporting bribery.
Mayar Capital Ltd. provides training to all employees on how to identify suspicious activity related to bribery and steps they must undertake to report it.
Steps to report a suspicion of bribery:
Should an employee have a suspicion of bribery, the employee should inform their line manager who will notify the legal team. The legal team will need to make a judgement on whether the gift being offered is reasonable and proportionate. Should the legal team deem the gift to be a bribe, the Serious Fraud Office (SFO) should be made aware of the suspicion. The firm will also be required to inform the FCA during their online submission of their GABRIEL reports.
Examples of suspicious activity include, not limited to the following:
• Third Parties or Agents who are deemed valuable for their Personal Ties rather than for their Services, or who request compensation out of proportion to the value of their services.
• Client requests for Favours, such as Job Interviews for family members.
• Requests to engage Third Parties without a written contract.
• Client requests for Favours, such as Job Interviews for family members.
• Gifts or Hospitality that could be lavish or inappropriate.
• Conditional requests for Donations to Charities or Political Parties.