Legal

Nearform is a global and leading provider of software consultancy services to high-profile enterprise customers on a global basis. The Nearform group has companies in Ireland, the UK, Romania, and the USA and has employees and contractors all over the world. The Nearform group continues to grow and has expanded over the last year and now has over 200 people currently engaged or employed with the group.

Modern Slavery is a significant threat to many countries and causes terrible harm to its victims. Modern slavery is both a crime and a violation of fundamental human rights. Modern slavery can take various forms, including slavery, servitude, forced and compulsory labour and human trafficking, all of which have in common the deprivation of a person’s liberty by another in order to exploit them for personal or commercial gain.

Modern slavery is a global issue. It exists in every region in the world and in most types of economy, whether industrialised, developing or transitional. No sector or industry can be considered immune or should be complacent.

This may be surprising, but the 2018 Global Slavery Index estimated the following number of victims of modern slavery in each of the countries listed:

* Ireland: 8,000

* USA: 403,000

* UK: 136,000

* Italy: 145,000

* Romania: 86,000

* France: 129,000

Nearform has a zero-tolerance approach to modern slavery. This statement describes the activities Nearform is undertaking to prevent slavery and human trafficking in our business operations and supply chain. It covers all Nearform group companies worldwide.

Modern slavery includes victims who have been brought from overseas and vulnerable people in Ireland and across the world who are forced to work illegally against their will across many different sectors such as agriculture, hospitality, construction, retail and manufacturing.

Nearform conducts all of its business in an honest and ethical manner. It is our ambition to continue to grow our business and brand to be a global, trusted and respected company. We will only achieve this ambition if we conduct business responsibly.

Nearform’s business 

We comply with all applicable legislation relating to employee terms and conditions, including pay, and none of our staff earns less than the living wage. We have also worked hard to continue to improve employee engagement, building on the areas where we were performing well and addressing those areas where there is scope for improvement. This includes listening to and acting on ideas put forward by Nearformers through an employee-led advocates group that reports directly into the SMT. Nearform also encourages its staff members to voice their thoughts and concerns through regular Pulse and Deep Dive Surveys.

Nearform has procedures in place relating to our employment practices.

* Robust recruitment processes, including “right to work” document checks, contracts of employment, and checks to ensure all employees are above minimum working age (16).

* We recognise the skills and contributions of all our employees and pay our employees competitive wages and benefits. We comply with all wage and hour laws, such as minimum wage, working hours and overtime laws, and require our suppliers and business partners to do the same. We provide our employees with learning and development opportunities to enhance their skills and progress their careers.

We recognise that Nearform is exposed to a greater slavery and human trafficking risk when dealing with suppliers of products and services, particularly those who have operations and suppliers in other territories. However, Nearform considers that we, and the majority of our suppliers, are not in industries with a high risk of modern-day slavery.

We expect all of our contractors and suppliers to meet the same ethical standards that we apply to our own business. We expect these same high standards from all of our contractors, suppliers and other business partners. We require our contractors and suppliers to comply with our policies and codes to combat the use of forced, compulsory or trafficked labour, or anyone held in slavery or servitude, whether adults or children

We have introduced the requirement for our suppliers to either have their own Modern Day Slavery policy which meets our standards, or we require them to comply with this policy.

Our procurement policy requires that all new suppliers are risk-assessed according to various risk criteria (such as sector, country and impact risk) to determine whether further due diligence is required. Our relationships with our suppliers are monitored and reviewed in order to ensure that we minimise the risk of modern slavery or human trafficking occurring within our supply chain.

We will continue to review and refine how we engage with our existing suppliers and our processes for onboarding new suppliers, including incorporating appropriate provisions in our contractual arrangements with suppliers.

If breaches of these laws are found within our supply chain, we will look to support organisations in their efforts to comply with the applicable legislation. Nearform will review the continuation of business with individuals and organisations found to be involved in slavery, human trafficking, forced or child labour and retains the right to cease business with such individuals and organisations on this basis.

All Nearform employees and contractors should report knowledge or suspicion of slavery or human trafficking. Any genuine suspicion or knowledge of slavery or human trafficking should be immediately reported to the Legal department (legal@nearform.com) or any member of senior management, who will decide what further action is considered necessary.

Anyone who raises concerns of slavery or human trafficking in good faith may do so without fear of discrimination or reprisal.

We want to help our employees, partners, clients and suppliers to understand more about these issues and understand how to report any suspicions they may have related to modern slavery and human trafficking.

The topic of Modern Slavery, and this Statement, will be included in induction training undertaken by new staff members starting with Nearform.

We will notify all Nearformers of each update of this Statement.

This anti-bribery & anti-corruption statement sets out the responsibilities of Nearform, and of those who work with us and for us, with regard to observing and upholding a zero-tolerance position on bribery and corruption. This policy also acts as a source of information and guidance, to help people recognise and deal with bribery and corruption issues, as well as to understand their personal responsibilities.

This anti-bribery policy applies to all employees (whether temporary, fixed-term, or permanent), consultants, contractors, trainees, casual workers, agency staff, volunteers, interns, agents, sponsors, or any other person or persons associated with us (including third parties), or any of our subsidiaries or their employees, no matter where in the world they are located. The policy also applies to Board, and/or Committee members at any level.

In the context of this policy, “third-party” refers to any individual or organisation our company engages with or and works with. It refers to actual and potential clients, customers, suppliers, distributors, business contacts, agents, advisers, and government and public bodies – this includes their advisors, representatives and officials, politicians, and public parties.

Corruption is a form of dishonesty or a criminal offence which is undertaken by a person or an organisation which is entrusted with a position of authority, in order to acquire illicit benefits or abuse power for one's personal gain. Corruption includes Bribery but also includes other activities, such as embezzlement, fraud, extortion, nepotism, using undue influence, non-disclosure of conflicts of interest and other activities.

Bribery refers to the act of offering, giving, promising, asking, agreeing, receiving, accepting, or soliciting something of value, or of an advantage, so as to induce or influence an action or decision. A bribe refers to any inducement, reward, or object/item of value offered to another individual in order to gain commercial, contractual, regulatory, or personal advantage. Bribery is not limited to the act of offering a bribe. If an individual is on the receiving end of a bribe and they accept it, they are also breaking the law.

Bribery is illegal. Nearform personnel must not engage in any form of bribery, whether it be directly, passively (as described above), or through a third party (such as a partner or distributor). They must not bribe a foreign public official anywhere in the world. They must not accept bribes in any amount, no matter how small, and if they are uncertain about whether something is a bribe or a gift or act of hospitality, they should seek further advice from the Legal department or from their manager.

What is and what is not acceptable

This section of the policy refers to four areas:

Nearform accepts normal and appropriate gestures of hospitality and goodwill (whether given to/received from third parties) so long as the giving or receiving of gifts meets the following requirements:

Where it is inappropriate to decline the offer of a gift (i.e. when meeting with an individual of a certain religion/culture who may take offence), the gift may be accepted so long as it is declared to the Legal department, who will assess the circumstances. Nearform recognises that the practice of giving and receiving business gifts varies between countries, regions, cultures, and religions, so definitions of what is acceptable and not acceptable will inevitably differ for each.

As good practice, gifts given and received should always be disclosed to the Legal department. Gifts from suppliers should always be disclosed. The intention behind a gift being given/received should always be considered. If there is any uncertainty, the advice of the Legal department should be sought.

Nearform does not accept and will not make any form of facilitation payments of any nature. Facilitation payments are a form of bribery that involve facilitating or expediting the performance of a public official of a routine governmental action. Nearform does not allow kickbacks to be made or accepted. Kickbacks are illicit payments made to someone in return for facilitating a transaction or appointment.

Political Contributions

Nearform will not make donations, whether in cash, kind, or by any other means, to support any political parties or candidates.

Charitable Contributions

Nearform accepts (and indeed encourages) the act of donating to charities – whether through services, knowledge, time, or direct financial contributions (cash or otherwise) – and agrees to disclose all charitable contributions it makes.

Nearform personnel must be careful to ensure that charitable contributions are not used to facilitate and conceal acts of bribery.

Nearform will ensure that all charitable donations made are legal and ethical under local laws and practices, and that donations are not offered/made without the approval of the “Making a Difference” team.

As an employee or contractor of Nearform, you must ensure that you read, understand, and comply with the information contained within this policy, and with any training or other anti-bribery and corruption information you are given by the company.

All Nearform personnel are equally responsible for the prevention, detection, and reporting of bribery and other forms of corruption. They are required to avoid any activities that could lead to, or could appear to be, a breach of this anti-bribery policy.

If you have reason to believe or suspect that an instance of bribery or corruption has occurred or will occur in the future that breaches this policy, you must notify the General Counsel (Siofra.flood@nearform.com).

If any employee breaches this policy, they will face disciplinary action and could face dismissal for gross misconduct. Nearform has the right to terminate a contractor’s contractual relationship if they breach this anti-bribery policy.

How to raise a concern

If you suspect that there is an instance of bribery or corrupt activities occurring in relation to Nearform, you are encouraged to raise your concerns at as early a stage as possible. If you’re uncertain about whether a certain action or behaviour can be considered bribery or corruption, you should speak to your line manager, any member of the SMT, or any member of the Legal, Finance or People teams.

What to do if you are a victim of bribery or corruption

You should tell your manager as soon as possible if you are offered a bribe by anyone, if you are asked to make one, if you suspect that you may be bribed or asked to make a bribe in the near future, or if you have reason to believe that you are a victim of another corrupt activity.

Protection

If you refuse to accept or offer a bribe or you report a concern relating to potential act(s) of bribery or corruption, Nearform understands that you may feel worried about potential repercussions. Nearform will support anyone who raises concerns in good faith under this policy, even if investigation finds that they were mistaken.

Nearform will ensure that no one suffers any detrimental treatment as a result of refusing to accept or offer a bribe or other corrupt activities or because they reported a concern relating to potential act(s) of bribery or corruption. “Detrimental treatment” includes dismissal, disciplinary action, or unfavourable treatment in relation to the concern the individual raised. If you have reason to believe you’ve been subjected to unjust treatment as a result of a concern or refusal to accept a bribe, please inform your line manager or any member of the Legal or People teams.

You can also refer to our ‘Whistleblower Policy’ for details on qualified disclosures, procedure to follow for disclosures etc., which is available here.

Training and communication

Nearform will provide training on this policy as part of the induction process for all new employees and contractors. Employees and contractors will also receive regular, relevant training on how to adhere to this policy, and will be asked annually to formally accept that they will comply with this policy.

Nearform’s anti-bribery and corruption policy and zero-tolerance attitude will be clearly communicated to all suppliers, contractors, business partners, and any third-parties at the outset of business relations, and as appropriate thereafter.

Record keeping

Nearform will keep detailed and accurate financial records, and will have appropriate internal controls in place to act as evidence for all payments made.

Monitoring and reviewing

Nearform’s Legal department is responsible for monitoring the effectiveness of this policy and will review the implementation of it on a regular basis. They will assess its suitability, adequacy, and effectiveness.

Any need for improvements will be applied as soon as possible. Nearformers are encouraged to offer their feedback on this policy if they have any suggestions for how it may be improved. Feedback of this nature should be addressed to the General Counsel but you should feel free to bring suggestions to your manager or any member of the People team as well.

This policy does not form part of an employee’s contract of employment or a contractor’s contract of engagement and Nearform may amend it at any time so as to improve its effectiveness at combating bribery and corruption.