Anti-corruption Policy

Introduction

Corruption violates the public’s trust, threatens national and international economic and social development and substantially hampers fair trade. To combat corruption, most of the countries in which TFG conducts business have enacted anti-corruption/anti-bribery laws and regulations.

Based upon these anti-corruption laws and regulations, it is generally a crime to give, pay, or promise “Anything of Value” in order to influence an act or a decision to obtain, retain and/or direct business or to secure an improper advantage of any kind. Under some anti-corruption laws and regulations, it is also a crime to accept “Anything of Value” in such circumstances.

Purpose

The purpose of this policy is to set out the expected standards for preventing corruption (which includes bribery) within TFG. It reflects our cultural and ethical commitment to preventing corruption and recognises all applicable laws in the countries in which TFG operates.

Background

The Foschini Group Limited’s Board (“the Board”) supports the objectives of amongst others the:-

  • United Nations Global Compact Principle on corruption;
  • Organisation for Economic Cooperation and Development (“OECD”) Anti-Bribery Convention, to which South Africa is a signatory;
  • South African legislation of 2004: Prevention and Combating of Corrupt Activities Act; and
  • King III Report on Corporate Governance.

The Board regards this anti-corruption policy as important and will apply a zero tolerance approach to acts of bribery and corruption by any of its employees, whether full-time, part-time, casual or an independent contractor (“Employees”), or by business partners, suppliers or service providers working on their behalf.

Scope

This policy applies to all TFG Employees, operations and subsidiaries. Employees are required to read and understand all aspects of this policy, and must abide by it. Successful implementation requires pro-active adoption at all levels within TFG. Managers are required to enforce the policy and ensure that Employees, individuals, and entities for which they are responsible, are aware of, understand, and adhere to the requirements of this policy.

This policy should be made available to TFG’s business partners, suppliers or service providers.

Roles and responsibilities

Overall responsibility for compliance with the contents of this policy is the responsibility of TFG’s Chief Executive Officer. Executive management of each division have the responsibility to ensure compliance with this policy.

Definitions

In this document, unless otherwise stated or the context so requires, the words in the first column have the meaning stated opposite them in the second column. Words in the singular shall include the plural and vice versa. Words denoting one gender shall include the other. Reference to a natural person includes juristic persons and associations of persons, and vice versa.

“Corruption” The abuse of a position of trust for personal gain.
“Bribery” An offer, promise, or receipt of any gift, incentive or other advantage which a person receives as an inducement to do something which is dishonest or illegal.
“Acts of bribery and corruption” Designed to influence the individual in the performance of their duty and incline them to act dishonestly. For the purposes of this policy, whether the payee or recipient of the act of bribery or corruption works in the public or private sector is irrelevant.
“Facilitation payments” A form of corruption. In many countries, it is customary business practice to make payments or give gifts of small value to junior government officials in order to speed up or facilitate a routine action or process. For example, it may be that licences or permits need to be obtained faster than the normal course.

TFG policy on anti-corruption

TFG does not tolerate any unethical or dishonest behaviour. TFG’s PRIDE2 values govern our conduct at TFG. Under the value of Integrity we commit to being “honest and ethical” at all times and we support a culture of reporting wrongdoing.

No Employee may make or receive a payment, gift, reward, benefit or kickback for the purposes of obtaining business. Gifts that fall within TFG’s Gifts Policy are excluded.

Facilitation payments are against TFG policy and are illegal. If you are unsure about what amounts to a facilitation payment, seek guidance from the Group Enterprise Risk Manager or the Group Compliance Officer.

Employees must always act in the best interests of TFG. They, together with our business partners, service providers and suppliers, must report any unethical or dishonest conduct as soon as possible using the “Deloitte Tip Off Line” tollfree number details which follow or as otherwise indicated. TFG will investigate claims of unethical or dishonest conduct, and report suspected criminal conduct to law enforcement officials.

Any breach of this policy will be regarded as a serious matter and will result in disciplinary action. TFG’s disciplinary process will be followed where it is found that an Employee has been involved in or is suspected of being involved in corrupt behaviour.

Reporting concerns

Our code of ethics states the following:

“Combating criminal, unethical and harmful activities

Criminal activities are unethical and include, but are not limited to theft, corruption, bribery and fraud. We will take immediate action against anyone (for example employee, supplier or contractor) who engages in such activity. You have an obligation to seek advice or report unethical conduct, harmful or criminal activity – even if you just have a suspicion. TFG will protect those who report unethical behaviour and we will not tolerate any form of victimisation of those who reported such activity. Reports must, however, be made in good faith. Malicious reporting will result in disciplinary measures against the reporter”.

Individuals who work for TFG have a responsibility to help detect, prevent and report instances not only of bribery, but also of any other suspicious activity or wrongdoing. TFG is committed to ensuring that all Employees have a safe, reliable, and confidential method of reporting any suspicious activity, safe in the knowledge that they can “speak up”. TFG has an anonymous whistle-blowing facility “Deloitte Tip Off Line” for reporting any misconduct including corruption. The “Deloitte Tip Off Line” can be contacted tollfree at:

Country Contact Details
South Africa Toll Free: 800 118 444 or 0800 00 77 88, (Call rates from mobile phones)
SMS: 'Please Call Me': 32840
Internet: tfg@tip-offs.com
Email: www.tip-offs.com
Mail: Free post, KZN 138, Umhlanga Rocks, 4320, Kwazulu Natal, South Africa
Botswana Toll Free: 0800 600 644 (BTC), 1144 (Orange), 71119602 (Mascom),
Email: tfg@tip-offs.com
Website: www.tip-offs.com
Ghana Email: tfg@tip-offs.com
Website: www.tip-offs.com
Lesotho Toll Free: 80022055 (Econet)
Email: tfg@tip-offs.com
Website: www.tip-offs.com
Namibia Toll Free: 0800 003 313 (Namibia Telecoms), 08191847 (MTC)
Email: tfg@tip-offs.com
Website: www.tip-offs.com 
Nigeria Tel: 234-708-060-1872 (Call rates apply), 8099937319 
Email: tfg@tip-offs.com
Website: www.tip-offs.com 
Swaziland Toll Free: 8007006 (SPTC)
Email: tfg@tip-offs.com
Website: www.tip-offs.com
Zambia Email: tfg@tip-offs.com
Website: www.tip-offs.com 

If an Employee is concerned that a corrupt act of some kind is being considered or carried out, either within TFG or by any of our business partners, suppliers or service providers, they must report the issue/concern to their line manager, the Group Enterprise Risk Manager or the Group Compliance Officer. If for some reason this is not possible, the Employee must report it to another TFG Senior Manager.

Should any customers, suppliers or service providers become aware that a corrupt act is being considered or carried out by an Employee, they must report the issue/concern to the Group Enterprise Risk Manager or the Group Compliance Officer. If for some reason this is not possible, they must report it to a member of TFG Executive Management.

In the event that an incident of corruption or wrongdoing is reported, TFG will act as soon as possible to evaluate the situation. TFG has clearly defined procedures for investigating fraud, corruption, misconduct, unethical and non-compliance issues and these will be followed in any investigation of this kind. If Employees have any questions about these procedures, they are advised to contact the Group Enterprise Risk Manager or the Group Compliance Officer.