AFRICAN COMPASS INTERNATIONAL

(“ACI/the company”)

COMPLIANCE WITH COMPANIES ACT AND OTHER ANTI-CORRUPTION LAWS

Purpose

ACI will conduct its business in compliance with applicable laws and regulations, including the Companies Act (2008), Prevention and Combating of Corrupt Activities Act (2004) and similar anti-bribery laws of other countries such as the U.S. Foreign Corrupt Practices Act (FCPA), UK Bribery Act and laws implementing the Organization for Economic Cooperation and Development (OECD) as well as the UN Convention Against Corruption.

All persons subject to this policy, as noted below, are strictly prohibited from offering, paying, promising or authorizing any bribe, kickback or other thing of value to any “Foreign Official” directly or indirectly through a third party, to secure any contract, concession or other favorable treatment for ACI. In addition, all such persons are required to adhere to ACI’s policies and procedures designed to ensure compliance with these laws.

Scope

This policy applies to all actions performed by business partners on behalf of ACI and to all ACI officers, directors, and full time and part time employees as well as direct representatives. Additionally, this policy will apply to all affiliates and joint ventures controlled by ACI.

All business partners representing ACI (including consultants and agents), who may interact with “foreign officials” on behalf of “the company” shall follow all applicable portions of this policy.

Directors, employees or business partners who make improper payments to Foreign Officials are subject to appropriate disciplinary action by the company, as well as the legal consequences of violating applicable laws. Disciplinary action may be taken against a individual who:

  • Knows that a violation of this Policy is contemplated by others and fails to report it to the Business Conduct and Ethics Office; or
  • Knows that there has been a violation of this Policy by them or other employees and fails to report it to the Business Conduct and Ethics Office.

Audit

The ACI Audit and Risk Committee shall audit compliance with this Policy.

INITIAL ADOPTION: April 2009

AMENDED: November 2010

REVISED: April 2013

READOPTED: January 2017