1. Introduction
We will uphold laws relevant to countering fraud, bribery and corruption in all of the jurisdictions in which we operate, particularly laws that are directly relevant to specific business practices. Losses due to fraud, bribery and all other corrupt business practices can be more than just financial in nature: they can also cause damage to the company’s reputation. The reputation of IRB for lawful and responsible business behaviour is of paramount importance.
2. Policy objectives
The purpose of this policy is to set out the responsibilities of IRB in observing and upholding our position on bribery, fraud and other corrupt business practices.
To achieve this commitment IRB will:
- Develop and maintain effective controls to prevent bribery, fraud and other corrupt business practices;
- Ensure that any suspected, alleged, attempted or actual instances of bribery, fraud or other corrupt business practices are investigated appropriately, regardless of the position held or length of service of any individual implicated;
- Take appropriate disciplinary action in all cases where investigation has proven attempted or actual instances of bribery, fraud or other corrupt practices.
- Operate a lessons learnt process to review incidents, systems and procedures to prevent similar instances occurring and embed responsible business behaviours within IRB.
3. Delivering our objectives
IRB strictly prohibits:
- the offering, solicitation or the acceptance of any bribe, whether cash or other inducement;
- to or from any person or company, wherever they are located in the world, and whether they are a private person or company or a public official or body;
- by any individual employee, agent or other person or body acting on the IRB’s behalf;
- to gain any commercial, contractual or regulatory advantage for IRB in a way which is unethical;
- or to gain any personal advantage, financial or otherwise, for the individual or anyone connected with the individual;
IRB recognises that market practice varies across the territories in which it does business and what is normal and acceptable in one place may not be in another. This policy prohibits any inducement which results in a personal gain or advantage to the recipient or any person or body associated with them, and which is intended to influence them to take action which may not be solely in the interests of IRB.
Payments to public officials to carry out or speed up a process (“facilitation payments”) are prohibited – but IRB understands that employees should not put their lives, liberty or property at risk.
This policy is not meant to prohibit the following practices providing they are customary in a particular market, are proportionate and are properly recorded:
- normal and appropriate hospitality;
- the giving of a ceremonial gift on a festival or at another special time;
- the use of any recognised fast-track process which is available to all on payment of a fee; or
- the offer of resources to assist the person or body to make the decision more efficiently provided that they are supplied for that purpose only.
We do not make direct or indirect donations to political parties. Donations to charity on behalf of IRB must be made following our internal processes.
For practical purposes fraud may be described as the act of making false representation, or failure to disclose information, or abusing a position of trust, with the intent to make a gain or cause a loss or to expose another to the risk of loss.
Examples of frauds that may be perpetrated against IRB include the following:
- theft, misuse and misappropriation of IRB property, equipment, funds, materials, records or any other assets;
- false accounting and/or making fraudulent statements financial or non-financial with a view to personal gain or gain of another (e.g. timesheets, expense claims, purchase orders, budgets, regulatory returns);
- any activity which involves the alteration, destruction, copying or manipulation of data for inappropriate purposes.
Fraud may involve one individual or several people in collusion with each other who could be either from within or external to IRB.
Inevitably, decisions as to what is acceptable may not always be easy. If anyone is in doubt as to whether a potential act constitutes bribery or fraud, the matter should be referred to your most senior local manager before proceeding.
4. Reporting and response
Any employee who discovers or suspects bribery or fraudulent activity should normally raise any concerns through their line manager. Alternatively, you may raise your concerns with your local Ethics and Compliance Manager or the IRB Legal function.
However, it is recognised that individuals may feel inhibited in certain circumstances. In this case, employees are encouraged to raise concerns about any instance of malpractice at the earliest possible stage through a confidential and independent whistleblowing.
5. Scope
This policy applies to IRB. This policy is concerned with internal and external bribery, fraud and other corrupt business practices, committed by employees, temporary staff, agents, suppliers and contractors.
6. Governance
The IRB Executive Committee provides oversight of this policy.
7. Responsibilities
This policy applies to all individuals who are employed by, or carry out work on behalf of IRB company including contractors, temporary staff and agency workers.
All individuals identified above are responsible for:
- understanding and acting in accordance with IRB’s Code of Business Conduct in obeying the law and maintaining high ethical standards;
- reporting any known or suspected instances of attempted or actual bribery, fraud or instances of other corrupt practices in the company in line with this policy;
- notifying the Company at the earliest opportunity of the concern so that the issue can be investigated appropriately; and
- co-operating with any investigation into any concern.
8. Criminal and other legal consequences
In addition to being a breach of a Staff Member’s obligations to IRB, fraud, bribery and corruption may amount to criminal behavior. Staff Members or Contractors who have taken part in bribery or corrupt conduct can expect the matter to be reported to the Police or other appropriate regulatory authority. Where fraud, bribery or corrupt behavior results in loss or damage to IRB, Staff Members and Contractors who have participated in such activity may also be the subject of legal action by IRB to recover compensation.
9. Reputational impact
Fraud, bribery and corruption are each a betrayal of trust. The damage potentially inflicted on IRB may greatly exceed the material value of the fraudulent or corrupt transaction or bribe (for example, bribery has the potential to seriously damage’s reputation and undermine the relationship with investors, government and other stakeholders). IRB may seek to recover its losses caused by such reputational impact to the fullest extent the law allows.
10. Status and updates
This Policy may be updated or revised from time to time. Updates or revised versions will be made available.
Approved
1st July 2021