Tahltan Central Government Anti-Corruption, Anti-Bribery and Whistleblower Policy
1. BACKGROUND AND PURPOSE
The Tahltan Central Government (“TCG”) serves as the central administrative governing body for the Tahltan Nation, which is founded on a matrilineal clan system comprising 10 families organized into two clans: Crow (Tsesk’iya) and Wolf (Ch’iyone). With approximately 4,000 members of Tahltan ancestry, our governance is deeply rooted in our cultural traditions. The TCG is committed to upholding the highest ethical standards, including preventing and responding to corruption and bribery, and is implementing this policy in support of that commitment.
Corruption and bribery pose legal, commercial, and reputational risks to the TCG and the Tahltan Nation and can result in erosion of internal trust and confidence. The purpose of this Policy is to formalize and record the TCG's expectations and procedures to ensure that the TCG and its Personnel conduct themselves in an honest and ethical manner. This Policy reflects the standards to which the TCG expects its Personnel to adhere when acting on TCG's behalf.
This Policy is designed to complement the TCG's Directors’ Code of Conduct, Employee Code of Conduct, Director’s Conflict of Interest Policy, and Employee Conflict of Interest Policy. Any questions regarding this Policy shall be directed to the TCG board of directors via the Chief Administrative Officer.
2. SCOPE AND APPLICATION
The expectations set out in this Policy apply to all Personnel. Personnel under this policy means all representatives of the TCG, including directors, employees, contractors, agents, or other representatives engaged by TCG. Although the expectations in this Policy are limited to Personnel, the tools set out in this Policy regarding reporting potential breaches of this Policy are available to any individual, including Personnel, TCG members and third parties.
The expectations set out in this Policy may also apply to third parties as a condition of doing business with the TCG or gaining access to benefits provided by the TCG. For example, the TCG may determine that this Policy applies to all businesses listed on the Tahltan Business Registry, to the extent that such a registry exists from time to time, and may determine that failure to comply with this Policy by a representative of any such business entity may result in removal from the Tahltan Business Registry.
TCG will provide a copy of the current version of this Policy and related policies and guidance documents to all Personnel when they are hired, elected, appointed or retained and will provide copies of significant changes as necessary.
3. PROHIBITION ON BRIBERY AND CORRUPTION
3.1 Expanded Meaning. Bribery is the offer, promise, provision, solicitation, receipt, or acceptance, directly or indirectly, of a payment, loan, reward, advantage, or benefit of any kind to a person in a position of power to influence that person's views or conduct or
to obtain or retain an improper advantage or otherwise induce that person. Corruption is the misuse of an authority, resource, property, personnel, facility, equipment, time, or funds by Personnel for personal financial gain or favorable political or legal treatment.
3.2 Compliance with Law. Laws in many jurisdictions prohibit bribery and corruption, including the Criminal Code and Corruption of Foreign Public Officials Act, the United States Foreign Corrupt Practices Act, various state laws in the U.S. that criminalize bribery and corruption of US Government Officials, the U.K. Bribery Act, 2010, the principles described in the Organization for Economic Co-operation and Development's Convention on Combating Bribery of Foreign Public Officials in International Business Transactions and its Commentaries, and any local anti-bribery or anti-corruption laws applicable to the TCG (collectively, “Anti-Corruption Laws”). Certain of these laws apply to the actions of the TCG and Personnel anywhere in the world. Personnel must comply with Anti-Corruption Laws on a global basis.
3.3 Offering Bribes. Personnel are strictly prohibited from giving or offering a bribe of any kind to any person in any manner respecting their role with the TCG. A mere offer or promise to bribe a person is also prohibited and will be treated under this Policy with equal severity as an actual bribe.
3.4 Receiving Bribes. Personnel are strictly prohibited from accepting or soliciting a bribe of any kind in any manner respecting their role with the TCG.
3.5 Corruption. Personnel are strictly prohibited from participating in any act of corruption of any kind in any manner respecting their role with the TCG.
4. REPORTING
4.1 Compliance Officer. The TCG will appoint an individual to serve as the Compliance Officer, who will be responsible for the enforcement and administration of this Policy. Unless otherwise determined by the board of directors, the TCG’s CAO will be the Compliance Officer under this Policy.
4.2 Obligations to Report. Personnel are required to report to the Compliance Officer any information that comes to their attention in relation to any actual or suspected bribery or corruption, including improper payments made, offered, or promised by anyone on behalf of the TCG or requested by a third party. In the event that a complaint regarding the Compliance Officer arises, Personnel are required to report such information to the Chief Financial Officer and/or a member of the TCG Executive Committee.
4.3 Red Flags. There may be circumstances in which Personnel become aware of facts that do not in themselves disclose potential bribery or corruption, but that may nevertheless raise a concern or suspicion regarding the propriety of a payment or the actions of any person in relation to the TCG (referred to as "Red Flags"). Such concerns or suspicions must be reported promptly to the Compliance Officer. A non-exhaustive list of potential Red Flags can be found in the Appendix to this Policy.
5. GIFTS AND HOSPITALITY
5.1 Goodwill Gestures. Personnel must not accept any gift, hospitality or other benefits that might reasonably be seen to have been given for the purpose of influencing them in the
exercise of their powers or performance of their duties. That said, a gift, hospitality or benefit may be accepted if it:
(a) is part of a normal exchange common in the context of the TCG’s activities which does not bring into question the recipient's objectivity and impartiality or the integrity of the TCG;
(b) is of nominal value ($150.00 or less); or
(c) is given by a close friend or related person as an element of that relationship
5.2 Disclosure. Gifts, hospitality or other benefits which could be deemed to bring into question the recipient's objectivity or impartiality or the integrity of the TCG shall be tactfully declined. When this is not possible, Personnel will disclose the nature of the gift or benefit, its source, and the circumstance under which it was given and accepted.
6. FUNDRAISING
6.1 TCG Donations. The TCG provides support to a variety of initiatives through donations and the sponsorship of various events. The TCG may, from time to time and subject to board approval, make such contributions. All such contributions by or on behalf of the TCG must be accounted for with supporting documentation including a receipt or written acknowledgment of the contribution from the recipient. Personnel are prohibited from making such contributions on the TCG's behalf without prior authorization.
6.2 Personnel Donations. Personnel are permitted to make charitable and similar donations in their personal capacity, provided that such donations, if publicly known, would not reasonably be considered contrary the purposes of the TCG or the Tahltan Nation and would not bring either into disrepute.
6.3 Soliciting Donations. Personnel are prohibited from soliciting donations or contributions, including on behalf of a third party, from any person or entity that could be reasonably seen to be influenced by the Personnel’s role as a representative of the TCG, unless authorized to do so by the board of directors.
7. POLITICAL CONTRIBUTIONS
7.1 TCG Contributions. Personnel are prohibited from making contributions to political parties, representatives, or organizations on the TCG’s behalf or in the TCG’s name.
7.2 Personnel Contributions. Given the political nature of the TCG and the need to remain impartial with respect to the elected leadership positions within the Tahltan Nation, Personnel are also prohibited from making contributions to or in support of any individual’s campaign for election to an elected Tahltan Nation position, including chief and council of the Iskut or Tahltan bands or the TCG board of directors without prior written authorization form the board of directors.
8 WHISTLEBLOWER
8.1 Reporting Responsibility. All Personnel have the responsibility to report any concerns about actual or suspected violations of TCG laws and policies, including this Policy, or any federal, provincial, territorial, or local law or regulation governing the TCG’s operations (each, a "Concern"). Appropriate subjects to report under this Policy include,
but are not limited to, financial misconduct, accounting or audit matters, ethical violations, or other similar illegal or improper practices, such as:
(a) fraud;
(b) theft;
(c) embezzlement;
(d) bribery or kickbacks;
(e) corruption, including the misuse of TCG assets, property, or resources;
(f) undisclosed conflicts of interest; and
(g) retaliation against individuals reporting Concerns.
8.2 Acting in Good Faith. Anyone reporting a Concern must act in good faith and have reasonable grounds for believing the information disclosed indicates a violation of law, ethical standards, or the TCG’s policies. Any unfounded allegation that proves to have been made maliciously, recklessly, or knowingly to be false will be viewed as a serious offence and result in disciplinary action, up to and including termination of employment where applicable or, in the case of member of the board of directors, removal from office subject to the TCG’s bylaws
8.3 Non-Retaliation. No Personnel who, in good faith, reports a Concern or participates in a review or investigation of a Concern will be subject to harassment, retaliation, or adverse employment consequences because of such report or participation. Subject to section 8.2, this protection extends to Personnel who report a Concern even if the allegations are, after an investigation, found to be unsubstantiated.
8.4 Consequences for Retaliation. Any Personnel who retaliates against someone who in good faith has reported a Concern or participated in a review or investigation of a Concern will be subject to discipline, up to and including termination of employment where applicable or, in the case of member of the board of directors, removal from office subject to the TCG’s bylaws
8.5 Reporting Retaliation Anyone who believes that any Personnel have been subject to harassment, retaliation, or adverse employment consequences for reporting a Concern in good faith or participating in a review or investigation of a Concern must contact the Compliance Officer and report this behaviour with sufficient detail to permit the Compliance Officer to conduct an investigation into the allegations.
8.6 Compelled Disclosure. No Personnel will be subject to liability or retaliation for disclosing confidential or sensitive information either:
(a) to a federal, provincial, territorial, or local government official or to a lawyer solely for the purpose of reporting or investigating a Concern; or (b) in a complaint or other document filed in a lawsuit or other proceeding.
8.7 Confidentiality. The TCG encourages any Personnel reporting a Concern to identify themselves to facilitate the investigation of the Concern. The TCG will take reasonable steps to protect the identity of the Personnel and will keep reports of Concerns confidential to the extent possible, consistent with the need to conduct an adequate investigation. Any Personnel may report a Concern anonymously.
9.1 Self Reporting. Personnel who becomes aware that he or she is or may be in contravention of this Policy must self-report the matter in writing to the Compliance Officer immediately upon becoming aware of the possible contravention. On receiving a report under this section, the Compliance Officer must expeditiously disclose the matter to the Executive Committee and review the matter and determine whether the matter should be brought forward to the board of directors, who may refer the matter to a third party review. All self-reports will be documented with the Chief Administrative Officer and reported as a disclosure and included in the information shared with the TCG board of directors
9.2 Reporting. If Personnel reasonably believes that other Personnel has contravened this Policy, he or she must immediately report the matter to the Compliance Officer Any other individuals, including TCG members and third-parties are also encouraged to report any potential contravention of this Policy by Personnel to the Compliance Officer.
9.3 Disclosure to Executive Commitee and Board. Following receipt of any report under this Policy, the Compliance Officer must make such enquiries as he or she considers necessary, disclose the matter to the Executive Committee, and, if he or she is of the opinion that the Personnel may have acted in contravention of this Policy or the Executive Committee so directs, he or she must bring the matter forward to the board of directors, who may refer the matter to a third-party review. For clarity, an individual reporting under this section may submit their report anonymously.
9.4 Alternative Reporting. Any report regarding the Compliance Officer being in contravention of this Policy, should be reported to the TCG;s Chief Financial Officer or member of the Executive Committee, who will consult with the Executive Committee as a whole and recommend a course of action to the board of directors.
10 KUWEGĀHN OR THIRD PARTY INVESTIGATION
10.1 Board Discretion. If the board of directors is presented with information in respect of Personnel that, if true, would amount to the individual acting in contravention to this Policy, the board of directors may, by board resolution, refer the matter to a Kuwegāhn resolution process or to a third party investigation. Any Kuwegāhn resolution process referred under this Policy will be carried out in accordance with any applicable Kuwegāhn related policy that the TCG may approve, from time to time, or as otherwise determined by the Board. Any third party investigation referred under this Policy will be conducted by an independent professional investigator experienced in investigations of a similar nature and will be carried out in accordance with the rules of natural justice and procedural fairness. Subject to the foregoing, the board of directors may determine the manner in which the third party investigation will be conducted and may designate the Compliance Officer or any committee of the board of directors as the TCG’s liaison in respect of the third party investigation
10.2 Restrictions on Authority. During any Kuwegāhn or third party investigation, the board of directors may impose restrictions on the applicable Personnel’s authority, provided that the scope of the restrictions are limited only to the extent deemed reasonably necessary to protect the integrity and reputation of the TCG, or as may otherwise be determined by the board of directors to be consistent with the purposes of this Policy. For clarity, a third party investigation may be brought or continued whether or not the individual continues to be Personnel of the TCG
11 FINDINGS OF THIRD-PARTY REVIEW
11.1 Investigation Terms of Reference. As part of the terms of reference for the investigator conducting the third party investigation, the investigator will be required to make the one of following determinations with respect to the matters being investigated:
(a) The Personnel has not contravened this Policy;
(b) There is not sufficient evidence to make a determination as to whether the Personnel contravened this Policy;
(c) The Personnel has contravened this Policy but the contravention is minor in nature or can likely be remedied with minimal disciplinary action; or
(d) That the Personnel has contravened this Policy and the contravention amounts to a material breach of this Policy.
11.2 Findings. Following receipt of the investigation report, the board of directors may take the following actions in respect of the Personnel:
(a) With respect to any allegation for which the investigator finds that the Personnel has not contravened this Policy or that there is not sufficient evidence to make a determination as to whether the Personnel contravened this Policy, the board of directors must remove any restrictions placed on the Personnel and no further action must be taken;
(b) With respect to any allegation for which the investigator finds that the Personnel contravened this Policy but that the contravention was minor in nature or can likely be remedied with minimal disciplinary action, the board of directors may impose sanctions on the Personnel, which may include:
i. making a public disclosure of the contravention to TCG membership;
ii. providing a written apology to the board of directors;
iii. completing an ethics training program, in such form as may be determined by the board of directors; or
iv. any other sanctions as may be available in respect of the Personnel’s role
(c) With respect to any allegation for which the investigator found that the Personnel contravened this Policy and the contravention amounted to a material breach of this Policy, the board of directors may:
i. if permitted by the TCG Bylaws, remove the Personnel from office;
ii. impose restrictions on the Personnel’s authority, provided that the restrictions are limited only to the extent deemed reasonably necessary to protect the integrity and reputation of the TCG, or as may otherwise be determined by the board of directors to be consistent with the purposes of this Policy;
iii. any other sanctions as may be available in respect of the Personnel’s role, including termination of employment on a with or without cause basis; or
iv. take such other legal actions against the Personnel as may be permitted pursuant to the Societies Act, or otherwise available at law, including reporting the matter and providing relevant information to the RCMP.
12.1 Communication. The Compliance Officer will be responsible for ensuring that all Personnel are aware of this Policy and are provided with a copy of this Policy upon request. Notwithstanding the foregoing, it is the responsibility of all Personnel to familiarize themselves with the expectations set out in this Policy and to adhere to such expectations.
12.2 Implementation Review. This Policy will take effect on the date that it has been adopted by resolution of the board of directors. The Compliance Officer will conduct internal reviews and evaluations of this Policy on an as needed basis and make recommendations to the board of directors for any changes that will support the purposes of this Policy.
12.3 Amendments. The Compliance Officer will prepare a report regarding the implementation of this Policy for review by the board of directors on or around the first anniversary of this Policy coming into effect. The board of directors may review and amend this Policy from time to time at its discretion but will strive to consult with the Tahltan Leadership Forum as appropriate in respect of any amendments. Substantive amendments or termination of this Policy will take effect on the date that they are adopted by resolution of the board of directors.
12.4 Examples and Frequently Asked Questions. The Compliance Officer will be responsible for maintaining an appendix to this Policy that includes examples of how this Policy may be applied, frequently asked questions relating to this Policy and a flow chart showing the reporting process. The Compliance Officer may revise the Appendix at their discretion, from time to time, and particularly will update this Policy to reflect real world questions or situations that arise in respect of this Policy.