SIGA Anti-Corruption and Bribery Policy

1. Objectives

SIGA expressly prohibits bribery and corruption in all its forms and in all its dealings, whether with Public Officials, sports functionaries, sportspersons, sponsors, SIGA members, or any business partners, third party vendors in the private sector, in every country in the world.

Gifts, Entertainment, and Charitable Donations can be misused, and may be regarded as improper transfers of value, particularly where Public Officials are the recipients. SIGA employees must follow the applicable Policies and be aware of the risks of bribery and corruption associated with any such persons.

2. Scope

This Policy applies to all members of the SIGA Internal Organs, including employees, Directors and Council Members (‘SIGA Staff’).

3. Definitions

For the purposes of this Policy the following definitions applies:

3.1 Public Official – an elected or appointed official, or any other official or employee of any federal, national, state, provincial or local legislature, executive branch, or other government agency, commission, board, authority, public fund, or any other governmental or quasi-governmental entity, including:

a) Any officer or employee of government (including, but not limited to, any military personnel), or any of its departments, agencies, incorporated entities, or political subdivisions (including, but not limited to, wholly or partly state-owned and state-controlled enterprises);

b) Any director, officer, or employee of any legal entity or joint venture that is controlled (qualitatively or quantitatively) or significantly owned by a government (including, but not limited to a military personnel) or any of its departments, agencies, political subdivisions, or incorporated entities (including, but not limited to, state-owned and state-controlled enterprises);

c) Any officer or employee of any public international organization (including, but not limited to, The Organization for Economic Cooperation and Development, World Bank, United Nations, multilateral development banks, the International Monetary Fund, International Sporting Organizations including the International Olympic Committee, National Sporting bodies including national sports governing organizations);

d) Any person that represents, or acts on behalf of, or in an official capacity for, any government or any of its departments, agencies, political subdivisions, or incorporated entities (including, but not limited to, state-owned and state-controlled enterprises), even if in an honorary capacity;

e) Any political party, party official, or candidate for political office

f) Any member of a royal family or provincial or tribal government: and

g) Any member of a legislative or judicial body including sports tribunals and courts of appeal.

3.2 Third Party: Any person or entity that is contracted to act for, or on behalf of SIGA or may hold itself out to be acting on behalf of SIGA and anyone with whom SIGA has dealings with in a fiduciary relationship. This includes but is not limited to, Agents, accountants, consultants external lawyers, any brokers, real estate agents or real estate brokers, landlords.

3.3 An undue pecuniary or any other undue advantage means anything having any value or tangible benefit at all, covering, but not limited to:

a) Cash and cash equivalents
b) Gifts (including, but not limited to, gifts or courtesies forming part of a local custom; wedding, funeral and personal gifts; jewellery)
c) Political contributions
d) Donations to charities or foundations at the behest of an Official or his/her family
e) Entertainment (including, but not limited to, Sporting Events as defined herein, meals and tickets to venues and events including events sponsored by Third Parties)
f) Travel and travel-related expenses
g) Accommodation and hospitality
h) Ownership rights or interests in joint ventures or other entities
i) Inflated or excessive contract prices
j) Below market leases or rentals
k) Loans
l) Offers of employment (whether long-term or temporary), including consulting fees, speaking fees, or honorariums, scholarships, or internships.

4. No Bribes

Corruption is the abuse of entrusted power for private gain. For the purposes of this Policy, corruption encompasses active (giving of a bribe) and passive (receiving a bribe), national as well as transnational, public and private-sector business practices which involve:

– requesting, offering, promising, giving or accepting, directly or indirectly,

– an undue pecuniary or any other undue advantage or prospect thereof,

to or from a Public Official, or a political party, or a private sector employee, Third Party or any other person which distorts the performance of any duty or activity required of the recipient of the undue advantage.

It is important to note that it is irrelevant whether such advantage has been requested, offered, promised, given or accepted in order to obtain and/or retain business or any other improper advantage in the conduct of business.

5. Facilitation Payments

Facilitation payments (so-called speed or grease-payments) involving the offering of an insignificant amount or advantage to a Public Official in order to expedite or secure a “routine government action”, are also prohibited.

Examples of such “routine government actions” include, but are not limited to payments that:
– Allow entry/exit to/from a country, even when all documentation is in order
– Speed p government controls, licences or issuing of permits
– Are given to a third party to make a facilitation payment while working on SIGA’s behalf, such as a visa agent.

If a SIGA Staff member is approached with a request for a facilitation payment, he & she must:

– Reject the request and do not pay, refer to SIGA’s Code of Conduct and this Policy that prohibits facilitation payments;

– Question the reasons and legitimacy for the payment and ask whether you will receive a receipt; and Inform his/ hers Supervisor / Council Member at the earliest opportunity.

6. Physical Risk or Security Situations

6.1 The only exception to the prohibition on facilitation payments are situations where serious health or security risks are actual or imminent.
6.2 If a SIGA staff member is solicited under such circumstances, facilitation payments may be made on an exceptional basis, if it is necessary to secure governmental services (e.g. police protection, medical evacuation) in response to a serious health or security situation or; if the person reasonably feels that he or she is under severe duress or in imminent risk of serious harm to his or her personal integrity or physical safety and no other reasonable alternative is available.
6.3 If a facilitation payment is made under such exceptional circumstances it must be promptly reported and documented in detail by the employee’s Supervisor.
6.4 Facilitation payments must be properly booked in SIGA records.

7. Third Parties

7.1 Any third party who is acting for or on SIGA’s behalf with any Public Official presents an increased bribery risk.
7.2 All third parties shall be subject to risk based due diligence based on the level of potential bribery risk.
7.3 Due diligence procedures are designed to ensure that the third party is conducting legitimate business, is of sound reputation and espouses the same ethical principles as SIGA.
7.4 All risk rating of third parties must be documented and retained for not less than 5 years from the date of the expiry of the contract.
7.5 All due diligence on a third party must be documented and retained for not less than 5 years from the date of the last payment made to the third party.
7.6 All third parties shall be paid by bank transfer to a bank in the country where the business is being conducted for SIGA or the head office of the third party.
7.7 No cash payments to third parties will be permitted.
7.8 Third parties will be trained and or otherwise made aware of SIGA’s anti-corruption policy and Code of Conduct.
7.9 Where any red flag (see appendix for a list of examples) is identified in connection with a Third Party it must be mitigated, if it cannot be satisfactorily mitigated the relationship must not be proceeded with.
7.10 Payments to Third Parties will only be permitted against an invoice and details of services rendered, advance payments are generally not permitted and if, for exceptional reasons that can be justified, they are to be made, the advance payment must be approved in writing prior to disbursement by two Council Members (TBD: some combination of senior persons/Council). The approval must clearly state the reason for the advance payment.
7.11 No payments will be made to a Third Party prior to an agreement in writing being in place that has been properly executed by all parties.
7.12 Third Party vendors and suppliers will be expected to adhere to the SIGA Code of Conduct or to have an equivalent set of ethical standards in place that meet SIGA’s standards, in the opinion of SIGA.

Appendix of Red Flags

This is a non-exhaustive list of Red Flags.

Increased risks are raised when one or more of the following red flags exists in relation to a Third Party acting for or on behalf of SIGA:

The Third Party:

• does not reside in the same country where the customer or project is located;

• does not have a significant business presence within the country;

• requests that commissions be paid in a third country or to a numbered bank account or to some other person;

• requires payment of the commission before or immediately upon award of the contract by the customer to the company;

• claims that he can help secure the business or the contract because s/he knows all the right people;

• has a familial or other relationship that could improperly influence SIGA’s decision;

• is not bound by any Code of Conduct or anti-bribery policies or guidance documents;

• the structure of the entity is not-transparent and lacking in staff;

• accounts or invoices for services fail to specify in any reasonable detail the content of the work provided or negotiations undertaken or when they were carried out; instead they only refer in a general way to ‘services’ and ‘expenses’;

• the competence and experience of the third party appear to be questionable;

• negative media reports appear to be linked to the business of the third party or its staff;

• requests a commission that seems unusually high in relation to the services provided.

Where red flags are identified, they do not automatically disqualify the third party but they have to be reviewed, mitigated and additional due diligence may be needed and this must be documented. Additional approvals by senior SIGA staff may be required, in short risks must always be actively addressed so that SIGA can get comfortable with the reputation and quality of the third party, before engaging in any agreement.