Guidance Notes on Prevention of Bribery

Sample Code of Conduct for Directors and Staff Members of Government Contractors

Objective

The Company is committed to ethical practices and to provide quality service to clients. All directors and staff members must perform their duties with integrity, commitment and professionalism and should refrain from engaging in conduct or behaviour that breaches the laws or bringing disrepute to the Company.

Standard of Conduct

The following guidelines set out the standard of behaviour expected of all directors and staff members:

I. Prevention of Bribery Ordinance

Legal Provisions

Any directors and staff members soliciting or accepting an advantage in connection with his work without the permission of the employer commits an offence under Section 9 of the Prevention of Bribery Ordinance.   The term “advantage” is defined in the Ordinance and includes gift (both of money and in kind), loan, fee, employment, contract, service, favour (such as discount) etc. A full definition of the term is at the Appendix.

Company Policy

It is the policy of the Company NOT to allow a director or staff member to solicit or accept any advantages, except those specified in Clause II, when conducting business on behalf of the Company.

II. Acceptance of Gifts

The Company allows its directors and staff members to accept promotional gifts of no commercial value offered by the Company’s business associates.

Where a gift of value is voluntarily given by the Company’s business associates and acceptance of such a gift is for courtesy reason, a director or staff member must report the acceptance in writing to (name and/or rank of a nominated officer) for a decision on disposal.   If the acceptance of a gift could affect a director’s or staff member’s objectivity or induce him to act against the Company’s interests, he should decline to accept it.   Similarly, if acceptance could lead to questions or complaints of bias or impropriety, the offer should be declined.    Notwithstanding the above, the Company does NOT allow its directors and staff members to accept any gifts from tenants/licensees/occupiers/visitors/third parties in relation to government department contracts.

If a director or staff member has to act on behalf of a client in the course of carrying  out  the  Company’s  business,  he  should  also  comply  with  any additional restrictions on acceptance of advantage that may be set by the client.

III. Offer of Advantages

Directors and staff members are prohibited from offering advantages to any director or staff member of another company or organisation, for the purpose of influencing such person or company in any dealings, or any member or staff of a government department while having business dealings with the latter, whether directly or indirectly through a third party, when conducting the Company’s business.

IV. Acceptance of Entertainment

Although entertainment (the provision of food or drink for consumption on the occasion when it is provided, and of any other entertainment connected with, or provided at the same time as such provisions) as defined in the Prevention of Bribery Ordinance is not an advantage, directors and staff members should avoid accepting lavish or unreasonably generous or frequent entertainment from tenants, business associates or their subordinates.   Where acceptance of such invitations is unavoidable for reasons of courtesy, directors and staff members should seek permission from the Company.

V. Conflict of Interest

A conflict of interest arises when a director’s or staff member’s own interest competes or conflicts with the interest of the Company.   It is the duty of all directors and staff members to act in the interest of the Company and to avoid conflict between their personal interests and the Company’s interest.   Directors and staff members should seek prior approval from the Company before they take up any outside work or employment which could create or potentially give rise to a conflict of interest situation.   Directors and staff members should not engage in gambling of any kind with tenants/licensees/occupiers/visitors/third parties in relation to government department contracts to avoid potential conflict of interest.

It is a requirement for directors and staff members to declare to the Company any interest they or members of their immediate families may have in the Company’s contracts which they are supervising, or any conflict between their personal interests and their positions.   All declarations should be made in writing to (name and/or rank of a nominated person).

VI.    Handling of Confidential Information

In the course of duties, a director or staff member may have access to or in control of confidential information about the operations of the Company, or tenants/licensees/occupiers/visitors/third parties in relation to government department contracts.   Directors and staff members are not allowed to disclose any confidential information without the permission of the Company.   It is the responsibility of every director and staff member to prevent abuse or misuse of any confidential information under their charge.   Examples of misuse include disclosure of information in return for monetary rewards, or use of information for personal interest.   It should also be noted that unauthorised disclosure of any personal data may result in a breach of the Personal Data (Privacy) Ordinance.

VII.   Compliance with the Code of Conduct

Any directors and staff members breaching the provisions of the Code will be subject to disciplinary action, including termination of employment.   Where corruption is suspected, the case will be referred to the ICAC for investigation. Any questions and reports on possible breaches of this Code can be made to (designated person with address and telephone number).

 

Appendix

Under the Prevention of Bribery Ordinance, Cap. 201, “advantage” means:
(a)	any gift, loan, fee, reward or commission consisting of money or of any valuable security or of other property or interest in property of any description;
(b)	any office, employment or contract
(c)	any payment, release, discharge or liquidation of any loan, obligation or other liability, whether in whole or in part;
(d)	any other service, or favour (other than entertainment), including protection from any penalty or disability incurred or apprehended or from any action or proceedings  of  a  disciplinary,  civil  or  criminal  nature,  whether  or  not already instituted;
(e)	the exercise or forbearance from the exercise of any right or any power or duty; and
(f)	any offer, undertaking or promise, whether conditional or unconditional, of any advantage within the meaning of any of the preceding paragraphs (a), (b), (c), (d) and (e),
but does not include an election donation within the meaning of the Elections (Corrupt and Illegal Conduct) Ordinance (Cap 554), particulars of which are included in an election return in accordance with that Ordinance.