Anti Bribery Policy
Bribery and corruption is, unfortunately, a feature of corporate and public life in many countries across the world. Governments, businesses and non-governmental organisations are working together to tackle the issue and as part of the UK Government’s commitment to eradicating bribery, it passed the Bribery Act 2010 which came into force in 2011.
Pets at Home Group Plc together with all of the companies within the Pets at Home Group (“Pets at Home”) has a clear anti bribery and corruption policy and we support our colleagues to make decisions in line with our stated position. Pets at Home does not tolerate any form of bribery and corruption.
The purpose of this Policy is to set out the responsibilities of each company and colleague within Pets at Home in observing and upholding our position on bribery and corruption. It also includes the responsibilities of each of our agents, suppliers and other third parties acting on our behalf in ensuring compliance with our Policy.
There are no exceptions to this Policy. Pets at Home does not tolerate any form of bribery and corruption. Violation of this Policy may be grounds for dismissal for gross misconduct, immediate termination of contract, prosecution or additional sanctions.
Please note that if local laws, codes of conduct, or other regulations in a particular country or region are more restrictive on this subject, or require government approval of the transaction, then any Pets at Home colleague or representative, including any distributor, agent, supplier, intermediary or consultant, operating in that country or region must fully comply with the more restrictive requirements.
This Policy applies to all Pets at Home Group colleagues and extends to all our business dealings and transactions in all countries in which we operate.
This Policy also applies to our business partners including, agents, suppliers, intermediaries, joint venture partners and other third parties acting on our behalf.
4. Other Inputs to this Policy
This Policy should be implemented in conjunction with the guidance on the Pets at Home Code of Ethics and Business Conduct which colleagues, agents, suppliers, intermediaries, joint venture partners and other third parties acting on our behalf should also read.
Colleagues, agents, suppliers, intermediaries, joint venture partners and other third parties acting on our behalf are encouraged to raise concerns about any instance of non-compliance with this Policy at the earliest possible stage. Please refer to paragraph 12 ‘Raising Concerns and Seeking Guidance’ and our Whistleblowing Policy if you wish to raise any concerns.
5. Our Policy
Pets at Home is the UK’s leading pet care business; our commitment is to make sure pets and their owners get the very best advice, products and care. Since opening for business in 1991 we have built up a highly regarded reputation within the industry, particularly with our customers and suppliers.
Our vision is:
‘To be the best pet care company in the world’
In delivering our world class standards, we want to ensure that we maintain integrity in our conduct at all times. This means that Pets at Home will not engage in bribery or any form of unethical inducement or payment including facilitation payments and “kickbacks”.
All colleagues, as well as any party working on Pets at Home’s behalf, must not make, offer to make, promise or make payments, or give anything of value to any third party including any supplier or government official to assist Pets at Home in obtaining or retaining an improper business advantage, whether or not any benefit is actually received.
If confronted with a request or demand for an improper payment, the request or demand must be immediately rejected and reported as set out below in paragraph 12 “Raising Concerns and Seeking Guidance”.
6. Gifts and Hospitality
All colleagues, agents, suppliers, intermediaries, joint venture partners and other third parties acting on our behalf are required to avoid any activities that might lead to, or suggest, a conflict of interest with the business of Pets at Home. As a result, in general, Pets at Home does not believe that it is appropriate for colleagues to accept gifts from suppliers or any other person or organisation with which the company has (or might have) business connections. Gifts of money or equivalent (e.g. gift vouchers) must never be made or accepted. Furthermore, colleagues may never solicit gifts or gratuities from third parties. Any gifts received, will be returned or, insofar as it is appropriate and permitted under local laws be donated to a raffle for charitable causes.
Our guiding principle on corporate hospitality is that rather than an individual having the benefit of corporate hospitality from a supplier, we would rather the business has a reduced cost of goods or services. Please review the Pets at Home Code of Ethics and Business Conduct for further guidance on gifts and hospitality.
7. Red Flags
All colleagues, agents, suppliers, intermediaries, joint venture partners and other third parties acting on our behalf are responsible for reporting potential issues and should be aware of the following non-exhaustive list of red flags:
- Accusations of improper business practices of any Pets at Home colleague or third party;
- Family or other relationships between any Pets at Home colleague or third party that could influence the decision of a Pets at Home colleague;
- Reluctance of a Pets at Home colleague to allow another colleague to deal with a particular supplier;
- Demands by an agent or supplier for extraordinarily high commissions or fees for services;
- Requests for cash-payments or “off-book” payments or unspecified services;
- Requests for payments to be made in another name or company different from the one earning the commission;
- A third party insisting that its identity remain confidential or refuses to divulge the identity of its owners.
8. Record Keeping Provisions
Colleagues are responsible for making accurate and reasonably detailed entries in official records of the company. Colleagues must never:
- Pay expenses that are excessive, lack adequate description or supporting documentation, or appear to be improper;
- Make, disguise, or arrange to have made or disguised, or fail to correct any report, any false or artificial entries in any company books or records, or in any books or records of other persons or companies with whom Pets at Home does business;
- Omit, delete or alter any entries in any company books or records without following appropriate company procedures relating to that type of action; or
- Use personal funds to accomplish what is otherwise prohibited by this Policy.
9. Due Diligence and Selection of Representatives
Pets at Home may use local agents as a way of doing business. These representatives are retained in part for their knowledge of and access to persons in the local market and for their ability to secure and retain business. Pets at Home must ensure that its representatives are aware of and comply with the Bribery Act 2010, other applicable local anti-bribery laws, and this Policy. Therefore, prior to entering into an agreement with any agent, supplier, intermediary, joint venture partner or other third party who will act on behalf of Pets at Home in concluding business, the colleagues involved must evaluate the extent to which anti-bribery due diligence with respect to the third party should be undertaken. This evaluation will depend on the relevant facts and circumstances, including the existing knowledge and past experience with the third party, whether there are any dealings with governmental officials such as customs and excise and the location of operation.
10. Training and Communications
We will communicate this Policy and relevant guidance to colleagues across Pets at Home through our established internal communication channels. We will also communicate this Policy to our agents, suppliers, intermediaries, joint venture partners and other third parties acting on Pets at Home’s behalf. Managers and colleagues will receive relevant training on how to comply with and implement this Policy in the scope of their employment or engagement with the Group.
All colleagues will be asked to acknowledge annually that (1) they have reviewed the Policy (2) agree to abide by the Policy; and (3) agree to report any potential violation.
Each departmental head will be responsible for ensuring that its department complies with the Policy and will be required to report compliance on an annual basis.
The Board of directors of Pets at Home Group plc has specifically directed issuance and implementation of Pets at Home’s Anti-Bribery Policy and retains ultimate responsibility for ensuring that the Pets at Home Group meets its obligations under the Bribery Act 2010. Performance will be reported to the Audit Committee by the Company Secretary on a periodic basis on the suitability, adequacy and effectiveness of the Policy. The Audit Committee will make an independent assessment of the adequacy of the Policy and will report to the Main Board on the Policy’s suitability, adequacy and effectiveness.
12. Raising Concerns and Seeking Guidance
Colleagues, joint venture partners, suppliers, agents, intermediaries and other third parties acting on our behalf are encouraged to raise concerns about any instance of non-compliance with this Policy at the earliest possible stage.
If a situation arises where it is unclear what the appropriate action is, the matter must be raised by the colleague with their immediate line manager so that necessary guidance can be obtained. Processes have been put in place for this to be done on a confidential basis and this is detailed in the Pets at Home Code of Ethics and Business Conduct. Any ongoing queries regarding the Pets at Home Code of Ethics and Business Conduct should be directed to the Group Legal Team.
Incidents of misconduct, fraud, dishonesty and other wrongdoing at work damage colleague morale and business reputation but could remain undetected for some time without someone voicing their concern. Any concerns of this nature or non-compliance with this Policy, should be reported by calling the confidential Whistleblowing Helpline on 0808 168 3620 or a Nominated Colleague (as set out in the Whistleblowing Policy) which sets out the procedure and process to follow.
Anyone raising a concern in good faith will not be criticised or penalised in any way even if it is shown, after investigation, that they were mistaken. Any form of reprisal or victimisation against anyone who has raised a genuinely held concern is forbidden and will not be tolerated and itself will be treated as a disciplinary matter.
Violations of the Bribery Act 2010 and other anti-corruption legislation are a serious matter and could result in significant penalties for the Pets at Home Group and for those individuals responsible for an offence. Penalties include imprisonment for individuals committing the offence for up to 10 years together with unlimited fines for individuals and the business. Senior Officers who were aware of the bribes may also face penalties. Fines imposed on individuals will not be paid by Pets at Home. A violation can also result in disciplinary action by Pets at Home Group, up to and including termination of employment.