Code of Business Ethics & Conduct

Intergate Africa (and its African Partner Network)

At Intergate Africa, we recognize the importance of credibility, integrity and trustworthiness as contributors to the success of our business. We are committed to upholding high ethical standards in all our operations, everywhere in the world, and specifically across Africa.

We believe in the principles of honesty, fairness, and respect. Intergate Africa Directors, senior managers and employee, sets the ‘tone at the top’ by formulating our values and ensuring that ethical business standards, as contained in this code, are integrated into project planning and operations through all of Intergate Africa Partner Network.

This code is endorsed by the directors, and it has directed Intergate Africa to communicate the contents of the code to each of Africa’s African Partners. The Directors has delegated responsibility for regular review of the code and an ethics communication plan.

It is Intergate Africa policy to conduct its business dealings on the basis of compliance with applicable law and proper regard for ethical business practices. The group’s success in the markets in which it operates is built on integrity in its business affairs. We strive to prevent situations that may compromise these principles in our dealings with customers, suppliers, governments and other business associates.

This code sets out the standards for business conduct throughout the Intergate Africa partner network and is supported by a wide range of group policies. However, as Intergate Africa conducts business globally, Intergate Africa’s African Partners are subject to the laws and regulations of their country, and the group policies are therefore supplemented by local policies and procedures.

SCOPE AND APPLICATION OF CODE

This code applies to Intergate Africa and its African partners (Collectively referred to below as ‘the Group’), and is applicable to each senior manager and employee (whether permanent or temporary).

THE WORKPLACE

Fair Employment
Intergate Africa knows that its employees, with their diverse talents and views, contribute to its success in creating and implementing new business opportunities. We therefore strive to have a workplace where teamwork and mutual trust are promoted and where employees are treated with dignity and respect. To this end, Intergate Africa expects all Senior Management and employees to be fair and honest in their business dealings with colleagues and business partners and to comply with the following principles:

1. To be truthful and conscientious in their approach to, and the performance of, their work.
2. To avoid relationships or interests, whether direct or indirect, that could adversely influence or impair their capacity to act with integrity and objectivity.
3. To treat clients, customers, colleagues, competitors and third parties with dignity, integrity and respect and to communicate courteously.
4. To observe a high standard of business ethics in all commercial operations.
5. To comply with laws, regulations and the group’s rules relating to dishonesty, corruption and/or breach of Senior Management’s or employee’s duty of good faith towards the group.
6. To respect the diversity of people and avoid victimisation, whether due to gender, class, race, creed, colour, sexual orientation, marital or family status, age, nationality, association or disability.

Health and Safety
The Group aims to provide employees and senior managers with a safe and healthy work environment. To this end, the Group must maintain safe and healthy workplaces by following environmental, safety and health rules and practices and promptly reporting accidents, injuries and unsafe equipment, practices or conditions.

The Group, their senior management and employees are expected to perform their company related work in a safe manner, free of the influences of alcohol or controlled substances. The use of illegal drugs, violence and threatening behavior in the workplace will not be tolerated.

FINANCIAL INTEGRITY AND GROUP ASSETS

Accurate and Complete Records
The Group’s funds and assets are to be used for lawful corporate purposes only. Senior management and employees should reflect all transactions and events appropriately, timely and accurately in the accounting and administrative records of the Group.

Use of Group Assets
Senior Management and employees should (other than for incidental personal use which is limited and does not interfere with work duties) use Group resources for business activities and not for personal use or benefit, and, where practicably feasible, seek to reuse and recycle supplies and materials.

Use of Electronic Resources
Electronic resources provided by the Group such as e-mail, internet, network access and the like, must be used responsibly, appropriately and ethically.

Intellectual Property and Confidentiality
The Group frequently produces valuable intellectual property, such as business strategies and plans, new product and service development and the like. This intellectual property must be protected against unauthorized use. Senior management and employees, while working for the Group and thereafter, must keep confidential and not disclose, any of the group’s trade secrets, confidential documentation or information, technical know-how and data, drawings, systems, methods, software, processes, client lists, programmes, marketing and/or financial information to any person other than to persons employed and/or authorised by the relevant Group company who are required to know such secrets or information for the purpose of their employment and/or association with the Group.

BUSINESS INTEGRITY

Competition and Fair Dealing
Intergate Africa aims to outperform competitors fairly and honestly. We seek competitive advantages through superior performance, not through unethical or illegal business practices.

Competition laws, among other things:
1. Prohibit agreements and understandings between competitors that reduce competition;
2. Regulate the behaviour of dominant companies; and
3. Require prior review and sometimes clearance of mergers, acquisitions and certain other transactions that may result in reduced competition.

Competition laws are complex and are often applied differently in different countries and contexts. In the case of a new commercial initiative, which may have competition law implications, it is important to consult with legal counsel early in the process. Examples of transactions that could have competition law implications are bundling agreements, exclusive purchases or sales of products or services, agreements that restrict customers’ choices and co-operation agreements with competitors.

Stealing proprietary information, possessing trade secret information that was obtained without the owner’s consent and the like are prohibited. Each senior manager and employee must respect the rights of the Group’s customers, suppliers, competitors and employees. No senior manager or employee should take unfair advantage of any third party through misuse of their intellectual property, misrepresentation of material facts or any other illegal trade practice.

Conflicts of Interest
As a rule, the Group expects senior management and employees not to have or acquire outside interests, whether directly or indirectly, which may affect the senior management or employee’s judgement and loyalty with regard to the group’s interests. In addition, senior management and employees have a duty to avoid situations involving not only actual conflict, but also situations that give the appearance of conflict between personal interests and the interests of the Group.

The following points are to be noted in respect of conflicts of interest:

1. Senior managers and employees must not compete with the Group or, without the prior approval of the board, have any direct or indirect interest in suppliers, customers, competitors or business associates of the Group.
2. No senior manager or employee, regardless of position, shall directly or indirectly solicit gifts or any other favours or benefits from any firm or individual dealing with any company in the Group, or accept anything other than ordinary social invitations, reasonable business entertainment or reasonable items such as calendars, pocketbooks, etc. or corporate gifts generally regarded as advertising or promotional material.
3. Senior managers and employees may not, under any circumstances, directly or indirectly accept payment of any kind from suppliers, competitors or customers. This includes, but is not limited to, expensive entertainment, vacations or pleasure trips, except those that are customarily accepted as common courtesy associated with proper business practice in each relevant market.
4. Personal favours or preferential treatment offered or given to gain an improper advantage, are not to be accepted when offered by virtue of the senior management’s or employee’s position, as this may tend to put such a senior manager or an employee under an obligation.
5. Senior managers and employees must remain free from any influence, interests or relationships that could impair their objectivity or impartiality. Senior managers and employees’ objectivity could be compromised by, for example:
a. Holding a direct or an indirect financial interest in any enterprise with which the Group does business;
b. Acting in a fiduciary capacity for such enterprises; or
c. Making loans to and taking loans from such enterprises, other than a financial institution in the normal course of business.
6. In addition, any gift or entertainment that would be illegal, or which is personally paid for in order to avoid having to report or seek approval for it, is not acceptable.

If any senior manager or employee has reason to believe that his/her conduct might be in conflict with this code or where a gift, benefit or favour offered is not modest or infrequent, he/she should consult the applicable Code of Business Ethics Contact Person.

Bribery and Corruption

The Group’s director, senior managers and employees often interact with officials from governments, governmental enterprises and agencies and regulatory authorities. When doing so, a director, senior manager and employee must ensure that:
1. The interaction is for a legitimate business purpose;
2. Is permitted under local laws and regulations and this policy;
3. Is not designed or intended to improperly influence the official to use his/her authority for the Group’s business benefit;
4. Any gifts, entertainment and hospitality provided to the official is consistent with this policy.

Many countries have anti-bribery laws and often they apply even if the bribery takes place outside the country concerned. A contravention of these laws is a serious offence and could lead to substantial fines and/or imprisonment.

The Group’s directors, senior managers and employees and agents are accordingly prohibited from offering, promising, giving, demanding or accepting any illegal payment or advantage to or from anyone in government and/or the private sector in order to gain, retain or direct business or to secure any other improper or undue advantage in the conduct of business.

Directors, senior managers and employees who engage outside agents or representatives (whether individuals or corporations) to perform material services on behalf of the Group, should take reasonable steps to make such agents and representatives aware that they may not offer, promise, give, demand or accept any illegal payment or advantage to or from anyone in the private sector and/or in government in order that the group gains, retains or directs business or secures any other improper or undue advantage in the conduct of its business.

However, as indicated before, the giving or receiving of improper payments and advantages should not be confused with reasonable and limited expenditures for gifts and business entertainment directly related to the promotion of products or services or the execution of a contract, provided that these are within corporate and business guidelines. Before incurring such expenditure a director or an employee should make sure that he/she understands the applicable legal requirements and Intergate Africa’s corporate and business guidelines.

POLITICAL CONTRIBUTIONS

Individual directors, senior managers and employees are free to make personal political contributions as they see fit.

Except as approved in advance by the director of Intergate Africa or the appropriate subsidiary board, political contributions (directly or through trade associations) by the Group are prohibited. This includes:
* Any contributions of group/company funds or other assets for political purposes.
* Encouraging individual employees to make any such contribution.
* Reimbursing an employee for any contribution.

MONITORING, REPORTING AND ACCOUNTABILITY

Intergate Africa will ensure that the Group’s ethics performance is assessed, monitored, reported and disclosed in an ethics statement in the integrated report.

Such a statement will be based on the reports obtained from risk management and internal audits with relevant and reliable information about the quality of the Group’s ethics performance.

Where appropriate, such as when a fraud is committed, Intergate Africa’s audit committee, that being the legal law firm appointed to represent Intergate Africa, will have oversight of the investigation.

Upon being notified that a violation has occurred, Intergate Africa will take such disciplinary or preventive action as it deems appropriate, and in the event of criminal or other serious violations of law, notification of the appropriate governmental authorities.

Queries

We welcome any queries regarding our Code of Business Ethics & Conduct and request they please be directed to our Managing Director Nick Hunt on nick@intergate-immigration.com.