Supplier Ethics Policy Issue date: 14 August 2013
Background RCL Foods Limited and its subsidiaries (the Group) are committed to the highest standards of product quality and business integrity in their dealings with customers and suppliers. As a result, all suppliers and employees who work with or for them are expected to conduct themselves with the highest standards of honesty, fairness and personal integrity. It is critical to the Group that suppliers and employees maintain high ethical standards, adhere to all applicable laws, and avoid even the perception of impropriety or conflict of interest.
Introduction This policy applies to all the Group suppliers. “Supplier” here means any business, company, corporation, person or other entity that supplies, or seeks to supply, any kind of goods or services to the Group, including the suppliers of employees, agents and other representatives. Questions concerning this policy may be directed to the Group Legal Department.
Acknowledgement and Application All the Group suppliers must acknowledge this policy and apply it in all dealings with, and on behalf of, the Group. Failure to sign and return the Ethics Certificate Form (a part of the Group’s Vendor Application) may result in supplier disqualification from consideration for business and/or future business with the Group. Suppliers are fully responsible for ensuring that any of their subcontractors, agents or other third parties that are employed in work for the Group, as permitted in terms of applicable agreements, will act in accordance with this policy.
Legal Compliance The Group suppliers must comply with all laws, regulations and policies applicable to them and their dealings with the Group.
Confidentiality and Insider Trading If, through the course of engagement, suppliers become aware of material, non-public information relating to the Group or its business, they may not buy or sell any securities of the Group or engage in any other action to take advantage of information, including the passing on of that information to others. In addition, if suppliers become aware of material, non-public information about any other company, including the Group customers, suppliers, vendors or other business partners, that is obtained by virtue of their interaction with the Group, then suppliers may not buy or sell that company’s securities or engage in any other action to take advantage of that information, including passing that information on to others.
Gifts, Entertainment and Other Suppliers may not offer, promise or provide to any employee of the Group a “kickback”, favour, cash, gratuity, entertainment or anything of value to obtain favourable treatment from the Group. The Group employees are similarly prohibited from soliciting and/or accepting such favours from suppliers. This prohibition extends to the offering, promising or giving of any favours to any family members of both the supplier and the Group employees or with any other persons with whom the Group has or the Group employees have significant personal relationships, in exchange for obtaining or retaining the Group’s business. As long as a gift is not intended to obtain favourable treatment from the Group, and does not create the appearance of a bribe, “kickback”, payoff or irregular type of payment, or otherwise raise any potential conflicts of interest, or break any applicable South African or International law,
regulation and/or policy, the Group employees may accept a gift from a supplier unless the following elements exist: The gift is R500 or less in value for tangible gifts (gifts in the form of cash and cash equivalents are not permitted); Acceptance is consistent with the Group business practices and the Group’s Ethics Policy, and; Acceptance of the gift does not violate any applicable South African or International law, regulation and/or policy.
Conflicts of Interest Suppliers may not enter into a financial or any other relationship with employees of the Group that creates any actual or potential conflict of interest. A conflict of interest arises when the material personal interests of the Group employee are inconsistent with the responsibilities of his/her position with that Group company. All such conflicts are prohibited and if in existence, must be disclosed and corrected. Even the appearance of a conflict of interest can be damaging to the Group and to the supplier.
Competition Law Compliance The Group suppliers must not fix prices or “rig” bids with the Group’s competitors. Suppliers may not allocate customers or markets with our competitors, or exchange current, recent, or future pricing information with our competitors. Suppliers must comply with all applicable antitrust and competition laws.
Quality Commitment Suppliers must commit to supply products that conform in all respects with the requirements of contracts with the Group including, in particular, all applicable quality requirements.
Anti-Corruption Commitment Suppliers are required to maintain the highest standards of integrity in all business interactions. Any and all forms of corruption, such as bribery, extortion or embezzlement, are strictly prohibited. The use of the term corrupt and/or corruption is as indicated in the South African Prevention and Combatting of Corrupt Activities Act No. 12 of 2004. The Group will not tolerate a Supplier being involved in corrupt activities, whether offering, promising, soliciting, demanding, giving or accepting, either directly or indirectly, anything of value or behaving corruptly in the expectation of a bribe or an advantage. Suppliers are expected to observe all South African and all International anti-bribery and anticorruption laws, regulations and/or policies, including but not limited to the South African Prevention and Combatting of Corrupt Activities Act, 2004 (as amended); the UK Bribery Act, 2010 (as amended); the US Foreign Corrupt Practices Act, 1977 (as amended).
Political Contributions and Charitable Donations on the Group’s Behalf Suppliers are not authorised to make any type of political contribution or charitable donations on the Group’s behalf.
Ethical Concerns Suppliers must notify the Group Audit and Risk Manager or Group Legal Director regarding any known or suspected improper behaviour relating to dealings with the Group, or any known or suspected improper behaviour by the Group employees or agents. Group Audit and Risk Manager or Group Legal Director - 031 242 8500 Anonymous Tipp-off Hotline: 0800 003 224 Email: rainbow@tip-offs.com
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