© EPES Mandala 2011

Ethics and Security Policy

FROM : RE Poulton Director, Chair of the Board 5th June 2011

 

TO :   
O Pêtre Director and Brussels Representative
MJ Poulton Director
CL Poulton Director
M Todd Company Secretary
All staff and consultants  

 

Subject : Company Ethics and Security Policies

Every company needs a clear Ethics Policy. Security issues are also important. It is desirable to formalise these policies, and to inform all staff and directors about the UK’s new Bribery & Corruption Law which will come into force during 2011.

Draft policies were circulated for comment at the end of 2010, and again in early 2011. The current document is now Official Company Policy, issued by the Chairman on behalf of the Board. It shall be posted in all company premises and must be studied by all staff. It should also be posted on the company website on a page under the Expert Centre.  One line should be inserted into the contracts to emphasise that its terms must respected by all consultants.

 

Environment practices

EPES Mandala Consulting Ltd wishes to promote sustainable development in Brussels and wherever we work. We therefore promote economical ecological practices, including e-filing and minimal use of paper, active recycling, use of bicycles and public transport, and support all forms of non-polluting energy production. Our work should take account of an emphasise environmental protection and this concern should be included in all programme designs and evaluations as a cross-cutting issue. There is an obvious contradiction between this statement and the frequent use of air travel by our managers and consultants, which we must seek to reconcile as best we can.

 

Ethical practices

  1. EPES Mandala Consulting Ltd is an ethical and law-abiding company that respects the rules of honest business practices, keeps careful accounts, follows the UK accounting codes, pays its taxes, and respectfully obeys the laws in whichever country we are working.
  2. We work for peace and to promote sustainable development.
  3. While the company must make a profit or fail, the peace imperative comes first.
  4. We seek to promote African development and African policies which includes, wherever possible, using African consultants in Africa (and Asians in Asia, etc).
  5. We have an African Training Fund which – when finances allow – should represent 5% of gross margins being reinvested in Africa.
  6. While respecting the needs of careful cash-flow management, we should pay our consultants (in part or in full) as soon as possible after their contractual obligations are completed and ensure that they understand why there are delays if it is the case.
  7. The company will abide by and respect the laws of the lands in which we work. Anyone associated with EPES Mandala Consulting who breaks the law in any country cannot expect support from the company. Breaking the law will normally constitute a breach of contract by the person responsible, and termination will follow.
  8. Use of prostitutes is inappropriate for consultants or employees of EPES Mandala, who are expected to respect rigorously the rights of children and women.
  9. EPES Mandala Consulting promotes equal rights and equal pay for women.
  10. All new staff will be asked for references, including character references, and these people may be contacted to obtain written testimonies of good character and good prior professional performance.
  11. All new staff will receive training, and this training will include gaining familiarity with the company’s ethical policies.
  12. Any staff member or consultant who has reason to believe that any unethical practice is proposed or has taken place, is requested and required to raise the issue with his her her manager, and with a member of the Board.
  13. The Board Member specifically charged with ensuring the ethical behaviour of the company, and with carrying out investigations and audits, is Dr Michelle Elcoat Poulton. She can be contacted confidentially at : poultonmichelle@orange.fr Michelle's French mobile number:   +33 (0) 645 638 995
  14. These policies and procedures shall be followed by and applied in all projects and subsidiaries of EPES Mandala Consulting Ltd.

 

Bribery and corruption

  1. Following passage in UK of the new Bribery and Corruption Law 2010, we are required to introduce a specific company policy covering this aspect of business life, to ensure respect for the new law. Certain aspects of the new Act are ground breaking.  In particular, the Act creates a strict liability offence for companies with operations in the UK of failing to prevent bribery. This requires companies carrying on business in the UK to review the adequacy of their internal procedures to prevent bribery.
  2. Multinational businesses that are subject to the jurisdiction of the US Foreign Corrupt Practices Act (FCPA) have grown used to vigorous controls on bribes and other corrupt conduct (this includes EPES Mandala Consulting, which has business in USA).  The US enforcement landscape has been strict, with significant fines being paid, and directors of the infringing organisations serving jail terms (this does not include EPES Mandala Consulting).  In recent years, multinational investigations are increasingly being conducted across borders, in particular simultaneous investigations by the SFO in the UK and the US Department of Justice in respect of the same conduct.
  3. Under the new Act, a company or other commercial organisation will commit an offence where a person “associated with” it bribes another person, intending to obtain or retain business for the organisation or to obtain or retain an advantage in the conduct of business for the organisation. A person will be “associated with” the company for these purposes where the person acts on an organisation’s behalf  (this could include an employee, agent or subsidiary). In respect of the company, this is a strict liability offence.
  4. It follows that every and any employee or consultant or associate of EPES Mandala Consulting Limited is forbidden in any circumstances whatever from offering or accepting bribes, or anything that could be construed as a bribe, or from making gifts to any official of a government or international organisation in any country whatever ; and it should be noted that this same rule applies to people in the private sector as to the public sector. Bribes are out !
  5. Taking an official out to lunch once (but not repeatedly, and not taking them to a nightclub or a casino) is acceptable under the title of ‘corporate hospitality’ but it must be ‘proportionate’ and not excessive. No one associated with EPES Mandala Consulting is expected to attend places of disrepute, and discretion is expected and required in this regard.
  6. Facilitation payments (a nice American word for a bribe) are not acceptable.
  7. Gifts up to the value of €20 may be made to people who are personal friends, provided that no service is expected in exchange (this means you may gift items such as a T-shirt for a child, or chocolates for the family). The company will not pay for such gifts.
  8. Political contributions in a person’s home country are a personal matter, but they are deemed inappropriate by this company if made in a foreign country where the contribution could be construed as interference by outsiders in the political process. The company remains politically neutral : we work for peace, development and democratic governance without participating in any domestic political process.

 

Management practices

  1. A practice of delegation and trust is the basis of our management practice. Each staff member or consultant is entrusted with a missions that (s)he must carry out the best they can.
  2. The Senior Managers hold ultimate responsibility for each and every company mission, and they are always available to offer advice or assistance. It is the responsibility of staff and consultants to ask for advice.
  3. A manager should always review paperwork carried out by an intern. Olivier and Robin must work this out to ensure that management supervision is always easily available and regularly present in the office.
  4. Backup files must be made weekly by every staff member and kept in a separate building from the office, preferably in a fire-proof cabinet. Money spent on back-up CDs and external hard disks should be considered a good insurance investment, and they must be used ! Weekly !
  5. All consultants must agree in writing (email will do) for each contract for which they are put forward, and must sign a contract before they start work.
  6. A written note should be saved to the file after EVERY telephone call pertaining to any contracting process (including those with consultants, obviously).
  7. Normally each consultant will send in a new and updated CV adjusted to the exact ToR for each new offer, and this updated (and dated) CV will be verified by a trained CV specialist in the office.
  8. All legal documents should be signed by the consultant in person, especially contracts but also statements of availability, timesheets, etc.
  9. Occasionally an expert may be overseas and unable to send a signed original or fax (normally he will be able to fax the form and mail in the signed form separately). Electronic signatures can be used if they are allowed by the contracting agency (Note : the EU now demands written original signatures), and they can be used on internal company contracts, but they must be supported by an email from the signing consultant showing that (s)he is using the electronic signature or knows that someone else is affixing his electronic signature.
  10. If (s)he is overseas and a hand-signed paper form is required, and if someone else is therefore asked to sign the form on behalf of a consultant, (s)he must put this request in writing (email is fine) and this request/autorisation must be attached to the form (ie the email must be printed and attached with scotch tape or with a staple. The delegated person will then sign using his or her own name - on the rare occasions when this may be necessary - with actual citation of the authorisation to sign:    Signed:    xxxx p.o. The Expert (his email request dated .....) 
  11. All contracts engaging EPES Mandala Consulting must be signed by an Authorised Person (AP) – normally a Director of the company. Delegation of signing authority to another AP is perfectly possible, but it must be done in writing by a Director.

 

Financial practices

  1. The office cash book must be maintained daily.
  2. All consultants are expected to update their own accounts daily and their timesheets monthly, and have them signed by the appropriate official.
  3. The staff member managing each project must demand submission of the monthly timesheets at the end of each month. Getting behind on the paperwork is risky !
  4. Accounts are prepared annually by Matt Todd and his company in Oxford. Accounts close on 31 December each year. The Annual Report to Companies House in Cardiff must be submitted in April.
  5. Accounts in USA are prepared by John Shanes C.P.A. Accounts close on 30 September each year. Annual Report must be submitted to Virginia SCC in March.
  6. Money laundering and smuggling are unacceptable and will not be tolerated.
  7. Only Directors of the company are authorised signatories on financial matters.
  8. Money transfers are normally made only between bank accounts. However experience tells us that in certain unusual cases, where a cash economy is operating in Africa, bank transfers may not be possible or convenient. In this case, a cash operation may be authorised but it must be handled by and authorised Robin or Olivier in person.

 

Computer Security practices

  1. Identity theft is a major risk for individuals and companies, an increasing threat in the internet age.  Each staff member is personally responsible for avoiding any risk to the company in this respect.
  2. No one should ever send banking details or computer passswords by email, since emails are not confidential. If such information needs to be sent electronically, it should be broken up and sent in a series of different e-messages that also contain other text so that the ruse is not easily picked up by external search engines.
  3. This same rule should be recommended to consultants, but we cannot impose practices on them if they decide to send their bank details over the net. However, we can be very careful about our own bank accounts and identities.
  4. Everyone must be careful with ‘phishing’ emails : unsolicited email from any source whatever that asks for information or numbers should not be opened, should never receive a response, and must be deleted immediately.
  5. Any invitation to open an unknown website or video should be ignored, since these may contain undecetable trojan viruses.
  6. The Brussels Representative will establish specific rules concerning the installation of firewalls and other security protection mechanisms.
  7. Virus checks should be performed weekly on every computer – but remember that the cleverest trojans and worms will not probably be detectable.
  8. Backups of data and computer information is essential. Backups must be made weekly, and must be kept in a separate building from the original computer. The Brussels Representative will be personally responsible for ensuring respect of this.

 

Office Security practices

  1. Fire is a risk that must be taken seriously. The office is a no smoking environment.
  2. All electrical appliances should be switched off when the office is closed.
  3. The Head of Office (or the senior officer present) shall be the Fire Officer and shall make sure that all staff are familiar with evacuation systems and other fire rules in the building.
  4. Keys shall be issued only to authorised staff members, and shall never have an identification label on them (in case they are lost) except for a mobile phone number.
  5. All staff must make sure that the office is locked whenever it is empty of people.
  6. Alcohol and other drugs are not permitted in the office (alcohol is a drug, albeit a pleasant and socially-acceptable drug). No one is allowed to drive a car or other vehicle or machine when they have consumed any alcohol or another drug. 

 

Insurance

Every consultant and staff member must be covered by insurance including (for missions) medical evacuation insurance. Employment contracts must cover this issue and insist on the medical insurance being up to date and complete. Ideally we should have in the office a copy of the insurance – and at the very least a note of the insurance company and the policy number – in case we need to call in Medevac for a consultant lying injured somewhere.

 

Individual commitment

  1. Each staff member and consultant is expected to avoid conflicts of interest and perceptions of possible conflicts of interest.
  2. Reports and recommendations are confidential to the company and the client.
  3. Discretion is expected, what is called ‘une obligation de réserve’ (no idle chitchat).
  4. Partnerships and consortium agreements come under the same rule of discretion.
  5. Remember that a partner today may be a competitor tomorrow; however, we do not normally go head-to-head in competition with a local company in Africa where we try to develop partnerships.
  6. EPES Mandala Consulting has a professional obligation to look after the interests of its clients, its consultants and its staff, and reciprocity is expected.
  7. All members of staff are expected to adhere carefully to the environmental, ethical, security, management and financial policies and practices of the company.

These guidelines may be modified and updated in the future. Recommendations are welcomed to this effect.

Robin Edward Poulton PhD 
Director and Managing Partner, EPES Mandala Consulting