IMS5.5.4 Anti-Corruption Policy

At SeaLink, the way we do things is just as important as what we do. Of course, we want to be the best in our industry… but not at any price.  We want to create a workplace where each employee achieves the highest business and personal standards, and where everyone feels proud of our company and the job which he or she does.

SeaLink is a team with core values: Accountable, Customer Focused and Team Driven. These values guide how we work every day.  We bring these values to life in the way we perform, giving our best effort every day, being accountable for what we do, delivering on our commitments to each other and to our customers, setting objectives, meeting our goals, and working together to achieve business results. A core objective of our Company is creating a winning and inclusive culture that drives results.

By working as an employee at SeaLink, you are representing the Company to our customers and everyone else you come into contact with. You are expected to adopt the highest standards of professional and personal behaviour and demonstrate Respect, Integrity, Good judgement, Honesty and Trust, the RIGHT Way, in all your actions, no matter what the circumstances. 

One of the guiding principles is ‘complying with anti-corruptions laws’. The Anti-Corruption Policy extends on this principle, and is applicable to all employees and everyone we do business with, including agents, representatives, consultants, independent contractors and anyone acting on behalf of SeaLink.

If you have any questions regarding SeaLink Anti-corruption Policy, please contact your local Area Manager or HSEQ Manager.

1.0   PURPOSE OF THE ANTI-CORRUPTION POLICY

This policy outlines acceptable and non-acceptable behaviours to ensure compliance with anti-corruption laws, such as the US Foreign Corrupt Practices Act (FCPA) and the UK Bribery Act. This includes compliance with all laws, domestic and foreign, prohibiting improper payments, gifts or inducements of any kind to and received from any person, including officials in the private or public sector, customers and suppliers.

Helpful Definitions

• Bribe:  Anything of value given in an attempt to affect a person’s actions or decisions in order or to gain or retain a business advantage.  Anything of value includes cash, entertainment or other gifts or courtesies.
• Corruption:  The misuse of a public office or power for private gain or the misuse of private power in relation to business outside the realm of government.
• Facilitation payments:  Small sums paid to government officials to facilitate or expedite routing. Non-discretionary government actions are considered facilitation payment.
• Kickbacks:  The return of a sum already paid or due as a reward for awarding of furthering business.

2.0   WHAT DOES 'ANTI-CORRUPTION' MEAN TO YOU 

Corruption can take place in many types of activities. It usually is designed to obtain financial benefits or other personal gain.  For example, bribes are intended to influence behaviour – they could be in the form of money, a privilege, an object of value, an advantage, or merely a promise to influence a person in an official or public capacity. Usually, two people are involved and both will benefit. Examples of a bribe include:

• Offer or receipt of cash in the form of a kickback, loan, fee or reward
• Giving of aid, donations or voting designed to exert improper influence

The areas of business where corruption, including bribery, can most often occur include:

1. Gifts, Entertainment and Hospitality 
2. Facilitation Payments 
3. Procurement Process 
4. Political, Community and Charitable Contributions  

3.0   GIFTS, ENTERTAINMENT AND HOSPITALITY

Gifts, entertainment and hospitality are acceptable if they are reasonable, proportionate and made in good faith and in compliance with our company policies. 

Examples of gifts, entertainment and hospitality include the receipt or offer of gifts, meals or tokens of appreciation and gratitude, invitations to events, functions, or other social gatherings, in connection with matters related to our business. These activities are acceptable provided they fall within reasonable bounds of value and occurrence.

How do you know if an offered gift, entertainment or hospitality by SeaLink or to SeaLink is acceptable?  First, take a step back and ask yourself the following: 

• What is the intent – is it to build a relationship or is it something else?
• How would it look if these details were on the front of a newspaper?
• What if the situation were reversed – would there be a double standard?

If you find it difficult to provide a comfortable answer to one of the above questions, ASK your area manager or HSEQ Manager. 

What to do when you doubt if you can accept?  If you are unsure if you should accept something of value – ASK.  Ask your manager.  If your manager is participating, seek a higher-level manager. 

As a general rule, SeaLink employees and business partners should not provide gifts or hospitality to, or receive them from, a government or other public official (or their close families and business associates). You may give a modest gift to these parties when appropriate and allowed by local law provided you discussed it with and received written approval in advance from the legal department. 

4.0   FACILITATION PAYMENTS 

Facilitation payments are not allowed. If you are unsure whether certain payments represent facilitation payments, please contact your local Legal Officer.

5.0   PROCUREMENT PROCESS

You must follow SeaLink processes and adhere to the system of internal controls around supplier selection.  Supplier selection should never be based on receipt of a gift, hospitality or payment.  When supplier selection is a formal, structured invitation for the supply of products or services (often called a ‘tender’), it is most important we maintain documentation supporting our internal controls. In the public sector, such a tender process may be required and determined in detail by law to ensure that such competition for the use of public money is open, fair and free from corruption. 

A tender process includes an invitation for other parties to make a proposal, on the understanding that any competition for the relevant contract must be conducted in response to the tender, no parties having the unfair advantage of separate, prior, closed-door negotiations for the contract where a bidding process is open to all qualified bidders and where the sealed bids are in the open for scrutiny and are chosen on the basis of price and quality. 

6.0    POLITICAL COMMUNITY AND CHARITABLE CONTRIBUTIONS     

You are not allowed to make political contributions from Company funds without authorization. Political contributions, as permitted by law, must be approved in advance by our legal counsel. 

Contributions made by SeaLink to community projects or charities need to be made in good faith and in compliance with our Anti-Corruption Policy and all relevant SeaLink policies and procedures. 

7.0   BOOKS, RECORDS AND INTERNAL CONTROL REQUIREMENTS

Expenses must never be hidden or purposefully misclassified.  Many serious global bribery and corruption scenarios are found to involve inaccurate record-keeping.  To prevent this, international anti-corruption laws generally require detailed and accurate accounting records for transactions, including cash and bank accounts.  We must ensure we maintain accurate books, records and financial reporting.  

All business units must maintain an effective system of internal control and monitoring of our transactions.  Certain monitoring controls are identified in our policies, specifically regarding approval of travel and entertainment expenses.  It is your responsibility to be knowledgeable of control procedures and ensure compliance.

8.0   YOU ARE RESPONSIBLE

SeaLink takes corruption and bribery very seriously.  Any violation of this policy will be regarded as a serious matter by the Company and is likely to result in disciplinary action, including termination, consistent with local law.

Bribery is a criminal offense. As an employee you will be accountable whether you pay a bribe yourself or whether you authorize, assist, or conspire with someone else to violate an anti-corruption or anti-bribery law. Punishment for violating the law are against you as an individual and may include imprisonment, probation, mandated community service and significant monetary fines which will not be paid by SeaLink. 

9.0   QUESTIONS OR HOW TO RAISE A CONCERN 

If you want to ask a question about the requirements in this policy or are concerned that an anti-corruption violation is occurring or has occurred, report it immediately to one of the following:

• Your manager
• Your Area Manager
• Legal Department

In the US and the Netherlands, you are required by law to report any suspected violation and failing to do so is itself a breach. 

10.0   POLICY OWNERSHIP

This Policy is owned by SeaLink Area Managers. 
This policy applies to all employees of SeaLink and SeaLink subsidiaries unless otherwise specified or as required by Federal, National, Country, State or Local law or Collective Bargaining Agreement.