FHC is an active part in the effort to achieve for more integrity in business transactions, through the fight against all corrupt practices, including extortion, solicitation and bribery.
It is our strong belief that only a corruption-free system makes it possible for all participants to compete on a level playing field.
Following the International Chamber of Commerce recommendations, FHC adopted and implemented its own corporate compliance program in order to promote high standards of integrity in business transactions, whether between FHC and public bodies or between business partners, suppliers, clients and other stakeholders.
Present Compliance Policy integrates rules of a general nature constituting what is considered good commercial practice. They reflect, and should be read in accordance with the key international legal instruments, namely the United Nations Convention against Corruption, the United Nations Convention against Transnational Organized Crime, the OECD Convention on Bribery of Foreign Public Officials in International Business Transactions, OECD Recommendation for Further Combating Bribery of Foreign Public Officials in International Business Transactions and other regional or local legal instruments and conventions in the relevant territories for the purpose of our business.
Besides present Compliance Policy, FHC also incorporates the present Rules in its commercial contracts, in order to prevent our contractual relationships from being affected by any form of corruption.
It is for us clear that corruption is prohibited and so our compliance policy is implemented and mandatory within our business transactions.
It is also our strong belief that our partners and employees share our principles and values and recognise that sustainable, fair and reliable commercial relations depend of a corruption-free trade system for which any one of us shall make its own contribution.
The Administration Board,
Joaquim António de Matos Chaves Luís Pedro Gonçalves Simões
For the purposes of the present policy, the term “Enterprise” refers to any person or entity engaged in business and other economic activities, whether or not organized for profit, including any entity controlled by a state or a territorial subdivision thereof and it includes a parent and its controlled subsidiaries.
Part I – Anti-Corruption Rules
Article 1 – Prohibited Practices
The following practices are strictly prohibited, at all times and in any form, in relation with:
– a public official at international, national or local level,
– a political party, party official or candidate to political office, and
– a director, officer or employee of an Enterprise,
whether these practices are engaged in directly or indirectly, including through Third Parties:
a) Bribery is the offering, promising, giving, authorizing or accepting of any undue pecuniary or other advantage to, by or for any of the persons listed above or for anyone else in order to obtain or retain a business or other improper advantage, e.g. in connection with public or private procurement contract awards, regulatory permits, taxation, customs, judicial and legislative proceedings.
Bribery often includes (i) kicking back a portion of a contract payment to government or party officials or to employees of the other contracting party, their close relatives, friends or Business Partners or (ii) using intermediaries such as agents, subcontractors, consultants or other Third Parties, to channel payments to government or party officials, or to employees of the other contracting party, their relatives, friends or Business Partners.
b) Extortion or Solicitation is the demanding of a bribe, whether or not coupled with a threat if the demand is refused. Enterprises will oppose any attempt of extortion or solicitation and are encouraged to report such attempts through available formal or informal reporting mechanisms.
c) Trading in Influence is the offering or solicitation of an undue advantage in order to exert an improper, real, or supposed influence with a view of obtaining from a public official an undue advantage for the original instigator of the act or for any other person.
d) Laundering the proceeds of the corrupt practices mentioned above is the concealing or disguising the illicit origin, source, location, disposition, movement or ownership of property, knowing that such property is the proceeds of crime.
Article 2 – Third Parties
Third Parties subject to the control or determining influence of the enterprise, including but not limited to agents, business development consultants, sales representatives, customs agents, general consultants, resellers, subcontractors, franchisees, lawyers, accountants or similar intermediaries, acting on the enterprise’s behalf in connection with marketing or sales, the negotiation of contracts, the obtaining of licenses, permits or other authorizations, or any actions that benefit the company or as subcontractors in the supply chain are instructed neither to engage nor to tolerate any act of corruption. Enterprise shall not use them as a conduit for any corrupt practice. Enterprise shall hire them only to the extent appropriate for the regular conduct of the Enterprise’s business and shall not pay them more than an appropriate remuneration for their legitimate services.
Part II – Corporate Policies to Support Compliance with the Anti-Corruption Rules
Article 3 – Business Partners
Business Partners include (i) Third Parties and (ii) joint venture and consortium partners as well as contractors and suppliers.
FHC expects that all activities carried out by our business partners on FHC’s behalf are compliant with our policies and will, in each case, propose a written agreement informing FHC’s anti-corruption policies and committing it not to engage in any corrupt practice, permitting FHC to request an audit of the Third Party’s books and accounting records by an independent auditor to verify compliance with these Rules, and providing that the Third Party’s remuneration shall not be paid in cash and shall only be paid in (i) the country of incorporation of the Third Party, (ii) the country where its headquarters are located, (iii) its country of residence or (iv) the country where the mission is executed.
FHC adopted and maintains internal policies and good practice procedures in order to ensure that its central management has adequate control over the relationship with Third Parties and in particular maintains a record of the names, terms of engagement and payments to Third Parties retained by FHC in connection with transactions with public bodies and state or private Enterprises. This record is available for inspection by auditors and by appropriate, duly authorized governmental authorities under conditions of confidentiality.
FHC will ensure that any joint venture or consortium in which is part will take measures to ensure that a policy consistent with these Rules is accepted by its joint venture or consortium partners as applicable to the joint venture or consortium.
FHC will take measures within its power and, as far as legally possible, to ensure that contractors and suppliers comply with these Rules in their dealings on behalf of, or with FHC, and will avoid dealing with contractors and suppliers known or reasonably suspected to be paying bribes.
FHC will include in its contracts with Business Partners a provision allowing it to suspend or terminate the relationship, if it has a unilateral good faith concern that a Business Partner has acted in violation of applicable anti-corruption law or of its Compliance Policy.
FHC may conduct and conditionate future business relationship to appropriate due diligence on the reputation and the capacity of its Business Partners exposed to corruption risks to comply with anti-corruption law in their dealings with or on behalf of the FHC.
FHC conducts its procurement in accordance with accepted business standards and in a transparent manner.
Article 4 – Political and Charitable Contributions and Sponsorships
It is against FHC’s policy to make contributions to political parties, party officials and candidates. In the event that political contributions are deemed acceptable, they shall be made in accordance with applicable law and public disclosure requirements.
FHC follows strict eligibility criteria to ensure that charitable contributions and sponsorships are not used as a subterfuge for corruption. Charitable contributions and sponsorships will always be transparent, public and in accordance with applicable law.
FHC will adopt its own criteria and procedures to ensure that improper political and charitable contributions are not made, namely by reviewing contributions to organizations in which prominent political figures, or their close relatives, friends and Business Partners are involved.
Article 5 – Gifts and Hospitality
The offer or receipt of gifts and hospitality is always subject to managements approval, in order to ensure that such arrangements:
a) comply with national law and applicable international instruments;
b) are limited to reasonable and bona fide expenditures;
c) do not improperly affect, or might be perceived as improperly affecting, the recipient’s independence of judgement towards the giver;
d) are not contrary to the known provisions of the recipient’s code of conduct; and
e) are neither offered or received too frequently nor at an inappropriate time.
Article 6 – Facilitation Payments
Facilitation payments are unofficial, improper, small payments made to a low level official to secure or expedite the performance of a routine or necessary action to which the payer of the facilitation payment is legally entitled. Facilitation payments are prohibited under FHC’s Compliance Policy, except when the health, security or safety of FHC’s employees are at risk. When a facilitation payment is made under such circumstances, it will be accurately accounted for in FHC’s books and accounting records.
Article 7 – Conflicts of Interests
Conflicts of interests may arise when the private interests of an individual or of his/her close relatives, friends or business contacts diverge from those of FHC or organization to which the individual belongs. These situations should be disclosed and, wherever possible, avoided because they can affect an individual’s judgment in the performance of his/her duties and responsibilities.
FHC will closely monitor and regulate actual or potential conflicts of interests, or the appearance thereof, of their directors, officers, employees and agents and should not take advantage of conflicts of interests of others.
FHC will not hire former public officials before a reasonable period has elapsed after their leaving their office, if their contemplated activity or employment relates directly to the functions held or supervised during their tenure. FHC will, in any case, observe restrictions imposed by national legislation.
Article 8 – Human Resources
FHC conducts its internal procedures in order to ensure that:
a) human resources practices, including recruitment, promotion, training, performance evaluation, remuneration, recognition and business ethics in general, are complying and reflect this Compliance Policy;
b) no employee will suffer retaliation or discriminatory or disciplinary action for reporting in good faith violations or soundly suspected violations of the FHC’s anti-corruption policy or for refusing to engage in corruption, even if such refusal may result in FHC losing business;
c) key personnel in areas subject to high corruption risk are trained and evaluated regularly and that the rotation of such personnel is accepted as a proper measure, considering the circumstances.
Article 9 – Financial and Accounting
FHC conducts its internal procedures in order to ensure that:
a) all financial transactions are adequately identified and properly and fairly recorded in appropriate books and accounting records available for inspection by their Board of Directors or other body with ultimate responsibility for the Enterprise, as well as by auditors;
b) there are no “off the books” or secret accounts and no documents may be issued which do not fairly and accurately record the transactions to which they relate;
c) there is no recording of non-existent expenditures or of liabilities with incorrect identification of their objects or of unusual transactions which do not have a genuine, legitimate purpose;
d) cash payments or payments in kind are monitored in order to avoid that they are used as substitutes for bribes; only small cash payments made from petty cash or in countries or locations where there is no working banking system are permitted;
e) no bookkeeping or other relevant documents are intentionally destroyed earlier than required by law;
f) independent systems of auditing are in place, whether through internal or external auditors, designed to bring to light any transactions which contravene these Rules or applicable accounting rules and which provide for appropriate corrective action if the case arises;
g) all provisions of national tax laws and regulations are complied with, including those prohibiting the deduction of any form of bribe payment from taxable income.
PART III – Corporate Compliance Policy
Article 10 – FHC Compliance Policy
FHC’s Compliance Policy is based on the results of a periodically conducted assessment of the risks faced in FHC’s business environment, adapted to FHC’s particular circumstances and with the aim of preventing and detecting Corruption and promoting a culture of integrity in the enterprise and with FHC’s business partners.
FHC’s Management expressly supports and is committed with FHC Compliance Policy.
FHC Compliance Policy is binding for all directors, officers, employees and Third Parties and applicable to all controlled subsidiaries, foreign and domestic.
FHC Management periodically nominates one or more senior officers, reporting periodically to the Board, to oversee and coordinate the Compliance Policy, to conduct periodical risk assessments and independent reviews of compliance with this Compliance Policy and recommend corrective measures or policies, as necessary, and grants him an adequate level of resources, authority and independence.
FHC Management includes in its internal procedures and Code of Conduct the guidelines to further publicise the behaviour required and prohibited by FHC’s Compliance Policy.
FHC adopts financial and accounting procedures for the maintenance of fair and accurate books and accounting records, to ensure that they cannot be used for the purpose of engaging in or hiding of corrupt practices, establishing and maintaining proper systems of control and reporting procedures, including independent auditing.
FHC ensures internal and external effective communication regarding the FHC’s Compliance Policy.
FHC provides to its directors, officers, employees and Business Partners, as appropriate, guidance and documented training in identifying corruption risks in the daily business dealings of the enterprise as well as leadership training.
Business ethics competencies are considered in the internal instruments measuring the achievement of targets, not only against financial indicators but also against the way the targets have been met and specifically against the compliance with the Compliance Policy.
FHC adopted and publicised a proper channel to raise, in full confidentiality, concerns, seek advice or report in good faith established or soundly suspected violations through firstname.lastname@example.org, and the duty to report is assured without fear of retaliation or of discriminatory or disciplinary action. Reporting may be done on an anonymous or on a disclosed basis and all bona fide reports should be investigated.
FHC will act on reported or detected violations by taking appropriate corrective action and disciplinary measures.