反贿赂和腐败声明

FCPA,UKBA等反贿赂法规定,贿赂外国官员以获得"不正当的商业优势"是非法的. 不正当的商业优势可能涉及取得或保留商业的努力,例如授予政府合同,但也可能涉及许可证或批准等管制行动。 禁止的监管贿赂的例子包括向外国官员付款以无视适用的海关要求。 即使只提供或不实际支付不当的付款,但却未能实现预期结果,或其结果使提供者以外的人受益(例如,将业务指导给第三方),也可能发生侵权行为。 此外,外国官员可能建议或索要贿赂,或公司认为自己已经有权要求政府采取行动,也无关紧要。

“外国官员”基本上可以是行使政府权力的任何人。 这包括外国政府部门或机构的任何官员或雇员,无论是在政府的行政、立法或司法部门,还是在国家、州或地方一级。

政府拥有或控制的企业的官员和雇员也包括在内,以官方政府身份行事的私人公民也包括在内。 外国官方地位常常是明显的,但并不总是如此。 在某些情况下,个人可能不认为自己是官员,或被本国政府视为官员,而是行使权力,使其成为反贿赂法意义上的"外国官员".

根据这项政策,从事国际活动的人员负责询问某项拟议活动是否涉及外国官员,或外国政府拥有或控制的实体,并在出现地位问题时与合规官员Elliott Cohen协商。

The FCPA prohibits offering, promising or giving "anything of value" to a foreign official to gain an improper business advantage. In addition to cash payments, "anything of value" may include:

• Gifts, entertainment or other business promotional activities.
• Covering or reimbursing an official's expenses.
• Offers of employment or other benefits to a family member or friend of a foreign official.
• Political party and candidate contributions.
• Charitable contributions and sponsorships.

Other less obvious items provided to a foreign official can also violate anti-bribery laws. Examples include in-kind contributions, investment opportunities, stock options or positions in joint ventures, and favorable or steered subcontracts. The prohibition applies whether an item would benefit the official directly or another person, such as a family member, friend or business associate.

Under the law, Infinite and individual officials or employees may be held liable for improper payments by an agent or other intermediary if there is actual knowledge or reason to know that a bribe will be paid. Willful ignorance — which includes not making reasonable inquiry when there are suspicious circumstances — is not a defense, and it also does not matter whether the intermediary is itself subject to anti-bribery laws. All employees therefore must be alert to potential "red flags" in transactions with third parties.

Infinite and its affiliates must keep accurate books and records that reflect transactions and asset dispositions in reasonable detail, supported by a proper system of internal accounting controls. These requirements are implemented through Infinite's standard accounting rules and procedures, which all personnel are required to follow without exception. Special care must be exercised when transactions may involve payments to foreign officials. Off-the-books accounts should never be used. Facilitation or other payments to foreign officials should be promptly reported and properly recorded, with respect to purpose, amount and other relevant factors. Requests for false invoices or payment of expenses that are unusual, excessive or inadequately described must be rejected and promptly reported. Misleading, incomplete or false entries in Infinite's books and records are never acceptable.

Infinite has established detailed standards and procedures for the selection, appointment and monitoring of agents, consultants and other third parties. These standards and procedures must be followed in all cases, with particular attention to "red flags" that may indicate possible legal or ethical violations. Due diligence ordinarily will include appropriate reference and background checks, written contract provisions that confirm a business partner's responsibilities, and appropriate monitoring controls. Personnel working with agents and other third parties should pay particular attention to unusual or suspicious circumstances that may indicate possible legal or ethics concerns, commonly referred to as "red flags." The presence of red flags in a relationship or transaction requires greater scrutiny and implementation of safeguards to prevent and detect improper conduct. Appointment of an agent or other third party ordinarily requires prior approval by an appropriate senior manager, description of the nature and scope of services provided in a written contract, and appropriate contractual safeguards against potential violations of law or Infinite policy.

This policy imposes on all personnel specific responsibilities and obligations that will be enforced through standard disciplinary measures and properly reflected in personnel evaluations. All officers, employees and agents are responsible for understanding and complying with the policy, as it relates to their jobs. Every employee has an obligation to:

职责:

• Be familiar with applicable aspects of the policy and communicate them to subordinates.
• Ask questions if the policy or action required to take in a particular situation is unclear.
• Properly manage and monitor business activities conducted through third parties.
• Be alert to indications or evidence of possible wrongdoing.
• Promptly report violations or suspected violations through appropriate channels.

Any employee who has reason to believe that a violation of this policy has occurred, or may occur, must promptly report this information to his or her supervisor, the next level of supervision, or Elliott Cohen, Compliance Officer.

Retaliation in any form against an employee who has, in good faith, reported a violation or possible violation of this policy is strictly prohibited. Employees who violate this policy will be subject to disciplinary action, up to and including dismissal. Violations can also result in prosecution by law enforcement authorities and serious criminal and civil penalties.

When seeking guidance and/or reporting concerns, contact Elliott Cohen, Compliance Officer.