Version: 0.3
Last Amendment:

November 2023
Next Review:

November 2024

Anti-Bribery & Corruption
PolicyGLB-HR-23-11-INT

Department:

People & Culture
Contact:

jbinnion@keywordsstudios.com

To be read in conjunction with:

CONFIDENTIAL AND PROPRIETARYEXECUTIVE SUMMARY
1.

For any business travel, reason should prevail. People should manage their bookings and expenses
as if it was their own money.

2. We shouldn’t travel if we don’t need to: that’s better for our finances and that’s better for theplanet.
3. Where the Navan platform is available, its usage to manage travel and hotel bookings will bemandatory.
4. Seat reservation options can be flexible depending on your band in the Group, but by default, weshould always try to limit ourselves to economy classes.
5. All travel and expenses need to be approved by your manager. Please do so ahead of booking a newtrip.

Document Title

Document No.

Version

GLB-HR-23-11-INT
ANTI-BRIBERY & CORRUPTION POLICY

0.3

Last Revision Date

Nov. 13, 23

Page 1 of 4

Document History
DateVersion

DescriptionAuthor

01/01/2018

0.1

First Draft

Gerry Cleary

01/01/2019

0.1

Annual Review – no change

Gerry Cleary

12/01/2019

0.2

Added reference to Irish legislation

Gerry Cleary

12/16/2019

0.2

Reviewed and Approved

02/18/2020

0.2

Scope adjusted to include reference to freelancers andcontractors

12/14/2020

0.2

Reviewed and Approved

11/15/2021

0.2

Adjusted footer to be Keywords Studios

12/20210.2

Reviewed and Approved

Audit Committee

13/11/2023

0.3

Minor changes and design update

Ekaterina Ustina

13/11/2023

0.3

Reviewed and Approved

Audit Committee
Gerry Cleary
Audit Committee
Gerry Cleary

Risk and ComplianceCommittee

CONFIDENTIAL AND PROPRIETARY - Proprietary notes apply. Printed documents are subject to change. Verify correct revision before use.
PROPRIETARY NOTE: This document contains information proprietary to Keywords Int’l. Any disclosure or use is expressly prohibited, except upon explicit written permission.

Document Title

Document No.

Version

GLB-HR-23-11-INT
ANTI-BRIBERY & CORRUPTION POLICY

0.3

Last Revision Date

Nov. 13, 23

Page 2 of 4

Table of Contents
1.

Purpose .................................................................................................................................................................. 3

2.

Scope...................................................................................................................................................................... 3

3.

Review .................................................................................................................................................................... 3

4.

Feedback................................................................................................................................................................ 35.

Introduction ........................................................................................................................................................... 36.

What is the legal position? ................................................................................................................................... 3

7.

What is Bribery? .................................................................................................................................................... 3

8.

What is corruption? .............................................................................................................................................. 4

9.

Acceptable practices ............................................................................................................................................ 4

10. Responsibilities ...................................................................................................................................................... 4
11. Penalty Clause ....................................................................................................................................................... 4

CONFIDENTIAL AND PROPRIETARY - Proprietary notes apply. Printed documents are subject to change. Verify correct revision before use.
PROPRIETARY NOTE: This document contains information proprietary to Keywords Int’l. Any disclosure or use is expressly prohibited, except upon explicit written permission.

Document Title

Document No.

Version

GLB-HR-23-11-INT
ANTI-BRIBERY & CORRUPTION POLICY

0.3

Last Revision Date

Nov. 13, 23

Page 3 of 4

1. PURPOSE
This policy is designed to ensure that, in all activities related to the business, employees have relevant guidance on
the expected standards of conduct and that the Group takes a zero tolerance approach to bribery and corruption.

2. SCOPE
The Anti-Bribery & Corruption Policy applies to all employees of Keywords Studios (the “Group”) and is for theinformation of those who provide freelance or contractual services to Keywords.

3. REVIEW
The Group Management team are responsible for the ongoing review of this document. This will be carried out
annually or as and when organisational changes impact the way the Group works. An amendment record will bemaintained to document the changes made in each new issue.

4. FEEDBACK
Feedback regarding this document should be directed to any one of the department managers.

5. INTRODUCTION
The Group is committed to the highest standards of ethical conduct and integrity in its business activities
throughout the World.
The Group will not tolerate any form of bribery by, or of, its employees, agents or consultants or any person or bodyacting on its behalf.
Senior Management is committed to implementing effective measures to prevent, monitor and eliminate the riskof bribery or corruption as a result of any management or business practices.

6. WHAT IS THE LEGAL POSITION?
Keywords will abide by all applicable anti-bribery laws, including the Irish Criminal Justice (Corruption Offences)
Act 2018, the U.S. Foreign Corrupt Practices Act (“FCPA”), the U.K. Bribery Act (“UKBA”), and the local laws inevery country in which we carry out business. A violation of anti-bribery laws can lead to severe civil and criminal
penalties. It is vital that all Keywords employees not only understand and appreciate the importance of thispolicy, but comply with it in our daily work.

7. WHAT IS BRIBERY?
Bribery can be defined as offering, promising or giving a financial (or other) advantage to another person with theintention of inducing or rewarding that person to act or for having acted in a way which a reasonable person
would consider improper. Bribes are not always a matter of handing over cash. Gifts, hospitality andentertainment can be bribes if they are intended to influence a decision.
Bribery can be a risk in many areas of the business. Below are the key areas you should be aware of:•Excessive gifts, entertainment and hospitality can be used to exert improper influence on decision makers. Gifts,
entertainment and hospitality are acceptable provided they have been approved by the appropriate level ofKeywords management. Examples would include, but are not limited to, sporting event tickets, Personal
Computer parts and games. For any item with potential value exceeding $100 USD, studios should confer withtheir Regional Managing Director and senior group roles should confer with the Keywords CEO.
CONFIDENTIAL AND PROPRIETARY - Proprietary notes apply. Printed documents are subject to change. Verify correct revision before use.
PROPRIETARY NOTE: This document contains information proprietary to Keywords Int’l. Any disclosure or use is expressly prohibited, except upon explicit written permission.

Document Title

Document No.

Version

GLB-HR-23-11-INT
ANTI-BRIBERY & CORRUPTION POLICY

Last Revision DateNov. 13, 238.

0.3
Page 4 of 4•

Facilitation payments are used by businesses or individuals to secure or expedite the performance of a routineor necessary action to which the payer has an entitlement. The Group will not tolerate or excuse such payments
being made.

•Reciprocal agreements or any other forms of improper exchange of favors are never acceptable unless they arelegitimate business arrangements and are properly documented and approved by management. Improper
payments to obtain new business, retain existing business, or secure any improper advantage should never beaccepted or made.

WHAT IS CORRUPTION?
Corruption is any form of abuse of entrusted power for private gain and may Ie, but is not limited to, bribery.
A conviction for a bribery or corruption related offence would have severe reputational and/or financial
consequences for the Group. Consequently, we will not tolerate bribery or corruption in any form.
Keywords prohibits the offering, giving, solicitation or the acceptance of any bribe or corrupt inducement,
whether in cash or in any other form:•••

9.

To or from any person or group wherever located, whether a public official or public body, or a private person
or group;
By any individual employee, director, agent, consultant, contractor or other person or body acting on Keywords’behalf;
In order to gain any commercial, contractual, or regulatory advantage for Keywords in any way Ih is unethicalor to gain any personal advantage, financial or otherwise, for the individual or anyone connected with theindividual.

ACCEPTABLE PRACTICESThis policy is not intended to prohibit the following practices provided they are appropriate, proportionate andare properly recorded:•••

Normal hospitality, with the prior consent and sign off;
Fast tracking a process Ih is available to all on the payment of a fee; and/orProviding resources to assist a person or body to make a decision more efficiently, provided that it is for thispurpose only.

It may not be a simple matter to determine whether a possible course of action is appropriate. If you are in any
doubt as to whether a possible act might be in breach of this policy or the law, the matter should be referred toyour line manager. If necessary, guidance should also be sought from the CEO.
Keywords will investigate thoroughly any actual or suspected breach of this policy or the spirit of this Policy
according to the Keywords Code of Conduct. Employees found to be in breach of this policy may be subject todisciplinary action which may ultimately result in their dismissal.
The prevention, detection and reporting of bribery or corruption is the responsibility of all employees. If you
become aware or suspect that an activity that is proposed or has taken place could be regarded as a bribe orcorrupt, then you have a duty to report this to your line manager or another member of the management team.

10. RESPONSIBILITIESThe Group Management Team is responsible for implementing, maintaining and interpreting this document.

11. PENALTY CLAUSE
Employees in violation of this policy may be subject to disciplinary action.

CONFIDENTIAL AND PROPRIETARY - Proprietary notes apply. Printed documents are subject to change. Verify correct revision before use.
PROPRIETARY NOTE: This document contains information proprietary to Keywords Int’l. Any disclosure or use is expressly prohibited, except upon explicit written permission.