We are Paye Pass Software Solutions Limited (“we,” “us,” “our”), trading as Paye Pass, registered in England with Company Number 12552735. Our registered office address is at 1 Mann Island, Liverpool, England, L3 1BP.
We are a software provider that provides businesses with access to payroll software services.
Our website is www.payepass.com (“our site”).
If you need to contact us in relation to this Policy, you can do so by letter addressed to the Managing Director at the above address, or by email to firstname.lastname@example.org
1. ABOUT THIS POLICY
1.1 This Policy sets out standards that apply when working with or for us in any way and unless otherwise stated, the interpretation and application of this Policy applies to any bribery and corruption activity in the UK and/or any other country.
1.2 Bribery and corruption requires the intention to offer and or receive an improper advantage by making an unlawful payment or offer to do something so that the recipient acts improperly by, for example, providing a commercial advantage or more favourable treatment than would have otherwise been provided but for a bribe.
1.3 It is our strict Policy to conduct all of our business in an honest and ethical manner and we take a zero-tolerance approach to bribery and corruption, whether under UK law or under the law of any foreign country.
1.4 We are committed to acting ethically, fairly, professionally and with integrity in all our business dealings and relationships and to implementing and enforcing effective systems and controls to ensure bribery and corruption is not taking place anywhere within our own business or in any of our external business arrangements.
1.5 Consistent with our disclosure obligations under the Bribery Act 2010, we are committed to ensuring there is transparency in our business and in our approach to tackling bribery and corruption when dealing with any third party. As part of our contracting processes, we include specific prohibitions against bribery and corruption, and we expect those that we deal with to hold their external business partners to the same exacting standards.
1.6 We will uphold all laws relevant to countering bribery and corruption, including the Bribery Act 2010.
2.1 The purpose of this Policy is to set-out the responsibilities of us, those working for us and any third party, in observing and upholding our position on bribery and corruption. It is also to ensure that any payments that we make to third parties are not in breach of this Policy and to provide information and guidance to those working for us and any third party on how to recognise and deal with bribery and corruption issues.
2.2 If we fail to prevent those working for us and /or any third-party facilitating bribery and corruption, we can face criminal sanctions such as an unlimited fine, exclusion from public contracts, damage to our reputation and individuals can be imprisoned.
2.3 We have identified that the following are particular risks for our business:
(a) an applicant offers to pay an increased fee for verification;
(b) a customer offers to pay an increased fee for our services in return for verification;
(c) we propose (a) or (b) above to an applicant and/or customer; (d) gifts and hospitality could be offered and received that are in excess of what is considered acceptable; or
(e) a conflict of interest might arise that might result in the potential for bribery or a suspicion of it when members of staff have a close personal or professional relationship with third parties
2.4 To address those risks our internal policies and training processes specifically prohibit the above and before being agreed and every three months after being agreed, the Managing Director reviews all proposed arrangements for payments.
2.5 In this Policy, third party means any individual or organisation that we or you come into contact with during the course of our business.
3.1 This Policy applies to all persons working for us or on our behalf in any capacity and any other person associated with us, wherever located.
3.2 The board of directors has overall responsibility for ensuring this Policy complies with our legal and ethical obligations, and that all those under our control comply with it.
3.3 The Managing Director has primary and day-to-day responsibility for implementing this Policy, monitoring its use and effectiveness, dealing with any queries about it, and auditing internal control systems and procedures to ensure they are effective in countering bribery and corruption.
3.4 Management at all levels are responsible for ensuring those reporting to them understand and comply with this Policy and are given adequate and regular training on it.
3.5 This Policy will be reviewed by the board at least on an annual basis.
4. WHAT ARE BRIBERY AND CORRUPTION?
4.1 Bribery is offering, promising, giving, or accepting any financial or other incentive, to induce the recipient or any other associated person to act improperly in the performance of their functions, or to reward them for acting improperly, or where the recipient would act improperly by accepting the financial or other incentive.
4.2 An advantage includes money, gifts, loans, fees, hospitality, services, discounts, and the award of a contract or anything else of value.
4.3 A person acts improperly where they act illegally, unethically, or contrary to an expectation of good faith or impartiality, or where they abuse a position of trust. The improper acts may be in relation to any business or professional activities, public functions, acts in the course of employment, or other activities by or on behalf of any organisation of any kind.
4.4 Corruption is the abuse of entrusted power or position for private gain.
5. WHAT YOU MUST NOT DO
5.1 It is not acceptable for you (or someone on your behalf) to:
(a) give, promise to give, or offer, a payment, gift or hospitality with the expectation or hope that an unfair business advantage will be received, or to reward an unlawful business advantage already given;
(b) give or accept a gift or hospitality during any commercial negotiations or tender process, if this could be perceived as intended or likely to unduly influence the outcome;
(c) accept a payment, gift, or hospitality from a third party that you know, or suspect is offered with the expectation that it will provide a business advantage for them or anyone else in return;
(d) accept hospitality from a third party that is unduly lavish or extravagant under the circumstances;
(e) offer or accept a gift to or from government officials or representatives, or politicians or political parties, without the prior approval of the Managing Director;
(f) threaten or retaliate against another individual who has refused to commit a bribery offence or who has raised concerns under this Policy; or
(g) engage in any other activity that might lead to a breach of this Policy.
6. FACILITATION PAYMENTS AND KICKBACKS
6.1 We do not make, and will not accept, facilitation payments or “kickbacks” of any kind.
6.2 Facilitation payments, also known as “back-handers” or “grease payments,” are typically small, unofficial payments made to secure or expedite a routine or necessary action (for example by a government official). They are not common in the UK but are common in some other jurisdictions.
6.3 Kickbacks are typically payments made in return for a business favour or unfair advantage.
6.4 You must avoid any activity that might lead to a facilitation payment or kickback being made or accepted by us or on our behalf, or that might suggest that such a payment will be made or accepted.
6.5 If you are asked to make a payment on our behalf, you should always be mindful of what the payment is for and whether the amount requested is proportionate to the services provided. You should always ask for an invoice which details the reason for the payment. If you have any suspicions, concerns, or queries regarding a payment, you should raise these with the Managing Director.
7. GIFTS, HOSPITALITY AND EXPENSES
7.1 This Policy allows reasonable and appropriate hospitality or entertainment given to or received from third parties, for the purposes of:
(a) establishing or maintaining good business relationships;
(b) improving or maintaining our image or reputation; or
(c) marketing or presenting our products and/or services effectively.
7.2 The giving and accepting of gifts is allowed if the following requirements are met:
(a) it is not made with the intention of influencing a third party to obtain or retain business or a business advantage, or to reward the provision or retention of business or a business advantage, or in explicit or implicit exchange for favours or benefits;
(b) it is given in our name, not in your name;
(c) it does not include cash or a cash equivalent (such as gift certificates or vouchers);
(d) it is appropriate in the circumstances, taking account of the reason for the gift, its timing and value. For example, in the UK it is customary for small gifts to be given at Christmas;
(e) it is given openly, not secretly; and
(f) it complies with any applicable local law.
7.3 Promotional gifts of low value such as branded stationery to or from third parties will usually be acceptable.
7.4 Reimbursing a third party’s expenses or accepting an offer to reimburse our expenses (for example, the costs of attending a business meeting) would not usually amount to bribery. However, a payment in excess of genuine and reasonable business expenses (such as the cost of an extended hotel stay) is not acceptable.
7.5 We appreciate that practice varies between countries and regions and what may be normal and acceptable in one region may not be in another. The test to be applied is whether in all the circumstances the gift, hospitality or payment is reasonable and justifiable given the services involved in the arrangement. The intention behind it should always be considered.
8.1 If we make contributions to political parties, they will never be made in an attempt to influence any decision or gain a business advantage and are always publicly disclosed.
8.2 If we make charitable donations, they will be legal and ethical under local laws and practices.
8.3 No contributions or donation must be offered or made without the prior approval of the Managing Director.
9.1 We must keep financial records and have appropriate internal controls in place which will evidence the business reason for making payments to third parties such as a written register recording all gifts and hospitality provided or received, which will be subject to review by the board.
9.2 Any attempted bribes must be reported without delay to the Managing Director who will record it in the Attempted Bribery Register and commence an internal investigation into the attempted bribe.
9.3 You must submit all expenses claims in accordance with any applicable expenses Policy and record the reason for the expenditure.
9.4 All accounts, invoices, and other records relating to dealings with third parties should be prepared with strict accuracy and completeness. Accounts must not be kept “off-book” to facilitate or conceal improper payments.
10. YOUR RESPONSIBILITIES
10.1 You must ensure that you read, understand, and comply with this Policy and avoid any activity that might lead to, or suggest, a breach of this Policy.
10.2 You must notify the Managing Director as soon as possible if you believe or suspect that a conflict with or a breach of this Policy has occurred or may occur in the future. See clause 15.2 for “red flags” that may indicate bribery or corruption.
11. HOW TO RAISE A CONCERN
11.1 You are encouraged to raise concerns about any issue or suspicion of bribery or corruption in any parts of our business or supply chains of any supplier tier at the earliest possible stage with the Managing Director.
11.2 If you are offered a bribe, or are asked to make one, or if you believe or suspect that any bribery, corruption, or other breach of this Policy has occurred or may occur, you must notify the Managing Director as soon as possible.
11.3 If you are unsure about whether a particular act constitutes bribery or corruption, raise it with the Managing Director or their manager if the act concerns the Managing Director.
12.1 Individuals who refuse to accept or offer a bribe, or who raise concerns or report another’s wrongdoing, are sometimes worried about repercussions. We aim to encourage openness and will support anyone who raises genuine concerns in good faith under this Policy, even if they turn out to be mistaken.
12.2 We are committed to ensuring no one suffers any detrimental treatment as a result of refusing to take part in, aid, be concerned in, facilitate, abet, counsel, or procure the commission of bribery or corruption or reporting in good faith their suspicion that an actual or potential bribery or corruption has taken place, or may take place in the future.
12.3 Detrimental treatment includes dismissal, disciplinary action, threats, or other unfavourable treatment connected with raising a concern. If you believe that you have suffered any such treatment, you should inform the Managing Director immediately.
13. TRAINING AND COMMUNICATION
13.1 Training on this Policy forms part of the induction process for all individuals who work for us, and regular training will be provided, as necessary. Such training may form part of wider financial crime detection and prevention training.
13.2 We will ensure that mandatory training on this Policy is offered to those employees, workers and associated persons who have been identified as being at risk of exposure to corruption and bribery, at least once every year.
13.3 Our zero-tolerance approach to bribery and corruption must be communicated to all third parties at the outset of our business relationship with them and as appropriate thereafter.
14. BREACHES OF THIS POLICY
14.1 Breach of this Policy by an employee will result in disciplinary action which could result in dismissal of that employee for misconduct or gross misconduct.
14.2 Breaches of this Policy by a third party working with us may result in termination of our relationship with that third party.
14.3 Breaches of this Policy may require investigation to the extent permitted by data protection laws and referral to external authorities for further investigation that may result in sanctions including criminal prosecution.
15. POTENTIAL RISK SCENARIOS: “RED FLAGS”
15.1 The following is a list of possible red flags that may arise during the course of you working for or with us and which may raise concerns under various anti-bribery and anti-corruption laws. The list is not intended to be exhaustive and is for illustrative purposes only.
15.2 If you encounter any of these red flags while working for or with us, you must report them promptly to the Managing Director:
(a) you become aware that a third party engages in, or has been accused of engaging in, improper business practices;
(b) you learn that a third party has a reputation for paying bribes, or requiring that bribes be paid to them, or has a reputation for having a “special relationship” with foreign government officials;
(c) a third party insists on receiving a fee payment before committing to sign up to a contract with us, or carrying out a government function or process for us;
(d) a third-party requests payment in cash and/or refuses to sign a formal agreement, or to provide an invoice or receipt for a payment made;
(e) a third-party request that payment is made to a country or geographic location different from where the third party resides or conducts business;
(f) a third-party request an unexpected additional fee or commission to facilitate a service;
(g) a third-party request lavish entertainment or gifts before commencing or continuing contractual negotiations or provision of services;
(h) a third-party request that a payment is made to overlook potential legal violations;
(i) a third-party request that you provide employment or some other advantage to a friend or relative;
(j) you receive an invoice from a third party that is non-standard or customised;
(k) a third-party insists on the use of side letters or refuses to put terms agreed in writing;
(l) you notice that we have been invoiced for a fee payment that appears large given the service stated to have been provided;
(m) a third-party request or requires the use of an agent, intermediary, consultant, distributor, or supplier that is not typically used by or known to us; or
(n) you are offered an unusually generous gift or offered lavish hospitality by a third party.
16. CHANGES TO THIS POLICY
16.1 We may change this Policy from time to time. This may be necessary, for example, if the law changes, or if we change our business in a way that affects it.
16.2 Any changes will be made available on our website.