CORPORATE CODE OF CONDUCT
CODE OF CONDUCT
Brian J. Foster
Chairman
Hospital Planning Corporation West Africa has established high standard for its employees, consultants and suppliers to live by in the conduct of its business activities. The violation of this Code of Conduct policy can lead to immediate employment or consultant termination without notice or severance. For suppliers it can result in contract cancellation, termination or penalties. The Code of Conduct concerns the following:
• Drug or alcohol abuse
• Threats or acts of violence
• Ignorance of general standards and practices
• Harassment
• Moral turpitude
• Violation of health, environment and safety standards
• Violation of equal opportunity standards
• Conflicts of interest
• Dissemination of confidential information
• Conduct of corrupt practices
• Failure to administer the Code of Conduct
Hospital Planning Corporation West Africa employees, consultants and suppliers are responsible to review and understand this Code of Conduct guiding principles and policy.
CODE OF CONDUCT POLICY - GUIDING PRINCIPLES
Our employees and the way we conduct business are central to achieving Hospital Planning Corporation West Africa Mission, living up to our Values and following our Guiding Principles for doing business.
Hospital Planning Corporation West Africa's Guiding Principles for doing business are based on our Mission and Values and confirm our commitment to responsible business practices in all the communities in which we work. These Guiding Principles form the backbone of our Code of Conduct. They are the basis for our relationships in the diverse countries and cultures where we live and conduct business, and reflect our responsibility to protect the interests and well being of both present and future generations. Hospital Planning Corporation West Africa employees should understand these principles and be guided by them at work.
ETHICS AND VALUES
We will conduct our business openly, with honesty, integrity and trust. We will respect human rights in all of our activities. We will obey the law and we will operate in accordance with the highest ethical standards; and we will expect the same from our partners, contractors and suppliers.
COMMUNITY INITIATIVES
We will encourage advancements in civil society wherever we conduct business. We will be sensitive to the culture, context and needs of local communities and strive to make the community a better place to live and conduct business. We will support humanitarian initiatives that promote health, education and economic well being in communities where we work. We will encourage employee involvement in community programs and socially responsible activities.
ENVIRONMENTAL CONSIDERATIONS
We will develop natural resources and projects in an efficient and environmentally responsible manner.
WORKPLACE ISSUES
We will provide a safe and secure working environment. We will provide access to health care for our employees and their families, and, as appropriate, help neighbouring communities meet basic public health needs. We will seek a diverse base of employees and ensure equal opportunity to all qualified individuals in recruiting, compensation, professional development, promotion, and other employment practices. We will ensure that a significant percentage of our employees, managers, contractors, and suppliers in international operations are citizens of the host country.
We will provide a supportive working environment in which all employees may freely contribute.
BUILDING ON OUR VALUES
Hospital Planning Corporation West Africa strives to implement its Mission and Values and Guiding Principles through its daily operations. To achieve this aspiration, we will meet compliance requirements and have in place a range of corporate policies and standards, and monitoring and reporting systems. We also provide training and practical guidance to help employees meet these standards.
Hospital Planning Corporation West Africa is committed to ethical business practices, a safe workplace, environmental responsibility, compliance with the law and improving the communities in which we work.
Our Code of Conduct reflects our company's core values and high ethical standards. This code applies to all of the company's directors, officers and employees.
Code of Conduct - Drugs & Alcohol
Because drug and alcohol abuse can have serious safety and job performance consequences and can involve criminal conduct, Hospital Planning Corporation West Africa demands a drug and alcohol impairment-free working environment. This standard applies to all Company employees while they are on Hospital Planning Corporation West Africa property or while they are at work off Hospital Planning Corporation West Africa property.
Employees who report for duty with illegal drugs in their system or report with levels of alcohol or other chemical substances that could impair performance are subject to disciplinary action including immediate dismissal. Employees who experience significant work performance problems or who become involved in significant incidents or accidents are subject to discharge if medical tests show that such employees have controlled substances in their system. Also subject to discharge are employees who, while on duty or on company property, distribute, sell, buy, manufacture, dispense, possess or use illegal drugs.
The Human Resources department shall provide management with guidelines for the administration of Hospital Planning Corporation West Africa's drug and alcohol abuse standards and practices. Drug and Alcohol Program Guidebook will be available from the Human Resources department, which will provide procedures for the inspection, when appropriate, of personal effects on company property and for the administration, when appropriate, of tests approved by the Company’s Medical Director. These guidelines provide for the same general procedures to be followed for contractors or other persons who enter Hospital Planning Corporation West Africa’s property.
Any Hospital Planning Corporation West Africa employee who believes he or she may be experiencing problems with drug or alcohol abuse is urged to inquire about the company's Employee Assistance Program. Details regarding this rehabilitation program will be available from human resources personnel or by directly contacting the Employee Assistance Program. Such contact is kept confidential.
The Human Resources department shall also provide guidelines for serving alcohol at company related functions. Those guidelines will be available from the Human Resources department.
Violence and Threats of Violence
Violence and threats of violence (TOV) are unacceptable and should be reported immediately to your supervisor or the Human Resources department. In the event of an imminent threat, employees should first contact local authorities and/or your facility's security. A report should also be made to one of the following: the Human Resource department, or the Compliance Alert Line. Procedures shall be instituted to provide confidentiality. Every report of violence or a threat of violence will be investigated and appropriate action will be taken. Employees who engage in violence or threaten violence are subject to disciplinary action, up to and including termination of employment, as well as criminal prosecution.
General Practices and Standards
Hospital Planning Corporation West Africa's management is committed to ensuring the well being of our workers and the environment, as well as people living and working in communities near our facilities. Human, physical and financial resources will be provided to meet this commitment. These resources are used to enable employees and contractors to work safely and comply with the law, to prevent pollution and to protect the environment.
Project managers will assess the health, environment and safety (HES) risks of their operations. Managers and staff are responsible and accountable for developing and implementing standards, guidelines and procedures to carry out this commitment in accordance with our Code of Conduct, our corporate policies. Managers will include measurable goals in their business plans to continually improve HES performance.
Hospital Planning Corporation's activities are subject to many HES laws and regulations addressing releases to air, discharges to water, disposal of hazardous and non-hazardous wastes, transportation of hazardous materials, management of chemical substances and emergency planning. Worldwide, employees are expected to comply fully with company policies and to adhere, at a minimum, to the applicable HES legal requirements of their host country. Regulations, such as those issued by the Environmental Protection Agency (EPA), Occupational Safety and Health Administration (OSHA), and similar agencies in other locations, contain exacting requirements and standards that set the minimum legal standards for Hospital Planning Corporations facilities and employees in the country where the referenced regulations apply. Industry recommended practices provide additional guidance to help local management set standards for the unique conditions at each facility.
All necessary permits and agency approvals must be obtained prior to facility construction, and followed during fabrication, installation and startup. HES requirements must be assessed in all phases of a project from design through operation. HES requirements must also be considered in facility modifications, business or property acquisitions and divestitures and facility closures.
Harassment
Hospital Planning Corporation West Africa is committed to providing its employees with a work environment free of any type of harassment. Various country’s legislation prohibit any deliberate discrimination or harassment, in word or action, against a fellow employee or applicant for employment on the basis of race, gender, sexual preference, national origin, religion, or age. If a country has no harassment laws in place, Hospital Planning Corporation's Code of Conduct and compliance program will provide guidance for addressing harassment situations.
Forms of harassment include: (a) verbal harassment, such as derogatory comments, jokes or slurs; (b) physical harassment, such as unnecessary or offensive touching, or impeding or blocking movement; and (c) visual harassment, such as derogatory or offensive posters, cards, calendars, cartoons, graffiti, drawings, messages, notes or gestures.
Sexual harassment consists of unwelcome sexual advances, requests for sexual favors, or other verbal or physical conduct of a sexual nature when: (a) submission to such conduct is made a term or condition of an individual's employment; (b) submission to or rejection of such conduct is used as the basis for employment decisions; or (c) such conduct has the purpose or effect of unreasonably interfering with an individual's work performance or creating an intimidating, hostile or offensive work environment.
Any employee who violates these laws or the standards and practices described above will be subject to disciplinary action. If you believe that harassment by a co-worker, supervisor or person doing business with or for the company has occurred, you should notify your immediate supervisor and/or Human Resources department. Complaints will be handled in a confidential manner, and no individual will suffer any reprisals for reporting any incidents of harassment or for making any complaints. If the complaint involves an immediate supervisor, it should be directed to the next higher level of supervision. The complaint can also be directed to the human resources manager. Employees may also call the Compliance Alert Line.
Harassment complaints will be investigated and appropriate action will be taken in accordance with the results of that investigation. Any employee, who is found to be responsible for sexual harassment, or any other illegal form of harassment, will be subject to appropriate discipline, up to and including termination of employment. The severity of the disciplinary action will be based upon the circumstances of the infraction.
Moral Turpitude
Hospital Planning Corporation West Africa operates in many international communities and values its business reputation and those of its suppliers, partners and associates. In this regard employees, consultants and suppliers are required to act in the best interests of the Company and engage in no activity that is detrimental or prejudicial to the Company its reputation or any of its businesses in the conduct of his/her personal affairs on a continuous 24 hour daily basis for the duration of employment or contract and conform to standards of good citizenship and good moral character and agrees not to engage in acts of moral turpitude.
Everything done contrary to justice, honesty, modesty or good morals, is done with turpitude. The solicitation or engagement of prostitutes or public displays of inappropriate promiscuity are acts of moral turpitude as defined by this Code of Conduct.
Equal Employment Opportunity
Hospital Planning Corporation West Africa employees represent many nationalities and have diverse backgrounds and experience. We are committed to building a work environment where all employees are treated with dignity and respect.
Hospital Planning Corporation West Africa is committed to providing equal opportunity to all qualified individuals in recruitment, compensation, development, promotion and other employment practices. All personnel actions and company-sponsored programs shall be administered on a non-discriminatory basis while ensuring compliance with labour law and nationalization requirements in each country where we operate.
Hospital Planning Corporation West Africa is committed to compliance with equal employment opportunity laws. Ensuring equal employment opportunity in a global setting can be challenging. The laws regulating equal employment opportunity vary from country to country. Immigration and work permit regulations and the nationalization policies of many countries may require that persons of a particular nationality are given priority in recruitment or promotion.
Hospital Planning Corporation West Africa complies with Government regulations prohibiting discrimination against any employee or applicant for employment because of race, color, religion, ethnic or national origin, gender, sexual orientation, or age. This applies to recruitment, compensation, training, promotion and other employment practices. Discrimination against any employee or applicant for employment is a serious violation of Hospital Planning Corporation West Africa's corporate policy and of equal employment opportunity laws in many countries. It is the responsibility of every supervisory employee to ensure that all employees are treated fairly.
Employees who have questions or complaints arising under this standard can discuss the matter with their supervisors, their human resources managers or with other appropriate management officials. If an employee feels unable to talk to a supervisor, human resources manager or management official, an employee may call the Compliance Alert Line.
Conflict of Interest
"Conflict of Interest" generally describes situations where an employee's own interest may influence the way he or she handles company business. It usually involves a situation where an employee or an employee's family members can benefit personally from transactions involving the company.
While a possible conflict between personal interests and company interests does not always result in damage to the company, its very existence creates an inappropriate condition. Even the appearance of a conflict of interest should be avoided. It is not possible to describe all instances where a conflict of interest could occur. However, the guidelines following help define a potential conflict of interest.
A conflict of interest can exist when an employee or family member has a direct or indirect financial interest in, or receives any compensation or other benefit from, any individual or firm that:
• sells material, equipment or property to the company;
• renders any service to the company;
• has contractual relations or business dealings with the company, including leases and purchases; or
• competes with or engages in a similar business as that of the company.
A conflict of interest may also exist when an employee uses company equipment, personnel or facilities for personal gain. Financial interests in businesses do not include ownership of stock in corporations listed on a stock exchange, provided that the financial interest does not exceed one percent of the corporation's outstanding shares.
Company business must be conducted solely on the basis of merit and open competition. Employees must refrain from actions that might impair their independent judgment or provide an unfair advantage to a contractor. The following illustrates some of the kinds of activities employees should avoid:
Loans
Employees should not borrow from the company's customers or from individuals or firms with which the company does business.
Gifts and gratuities
Employees should not solicit gifts, services, benefits or hospitality from customers or suppliers. In addition, employees should not accept gifts, services, benefits or hospitality from customers and suppliers that might influence or appear to influence the employee's conduct in representing the company. Gifts and entertainment may be exchanged at a level that does not exceed customary courtesies extended in accordance with ethical business practices.
The Human Resource Department of Hospital Planning Corporation West Africa shall provide gift and entertainment guidelines for general guidance. Check with your supervisor for further explanation of what constitutes inappropriate gifts and entertainment in your specific area of operations.
Information Employees should not disclose or use for their own benefit, or the benefit of anyone other than the company, information that is not known to the general public. Such information includes reports, internal memoranda, technical data, financial data, operating data and other information regarding the company's business and operational activities and future plans.
Payments
Employees should not make illegal, questionable or unauthorized payments of money or other forms of payment including property to anyone.
Employment
Employees should not perform work or render services for an organization that competes with the company or a company with which Hospital Planning Corporation West Africa does business without appropriate approval from management.
If you or a family member is engaged in activities that create or even appear to create a conflict of interest, you must immediately provide all pertinent information to your supervisor. The supervisor will then send the information to the Compliance Alert Line for concurrence or additional guidance on how to address the conflict appropriately.
Confidential Information
Confidential information may include various kinds of information, but certainly includes internal, confidential, proprietary or secret information related to Hospital Planning Corporation West Africa’s business. Most of Hospital Planning Corporation West Africa's technology and much of our other know-how and experience are protected as trade secrets. Such trade secrets are valuable assets. Other examples of confidential information include processes, computer passwords and software, product formulations, business forecasts, plans and strategies, and information concerning our operations, customers and vendors.
Confidential information may also be received from other companies or individuals in the course of Hospital Planning Corporation West Africa's business. Hospital Planning Corporation West Africa employees must not disclose confidential information to anyone outside of the Company without specific authorization. Unauthorized disclosures (sometimes called "theft" or "misappropriation") may result in a loss of the value of the trade secrets and may constitute a crime or amount to a breach of contract.
Selected human resource and personnel information must be kept strictly confidential and used only for the purpose for which it is intended.
Accordingly, no employee is to disclose any confidential information about Hospital Planning Corporation West Africa or others without authorization. This applies both during employment and afterwards.
Corrupt Practices
Hospital Planning Corporation West Africa strives to deal with all of its customers, suppliers and government agencies in a straightforward and aboveboard manner and in strict compliance with the requirements of the international anti-bribery conventions and local anti-corruption and bribery laws.
Employees are prohibited from paying any bribe, kickback or other similar unlawful payment to any public official, or government, or other individual, regardless of nationality, to secure any concession, contract or improper advantage for Hospital Planning Corporation West Africa or the employee.
Certain nominal payments to public or government officials may be allowable if they are in compliance with local laws, and are in the nature of facilitating or expediting payment that is made to secure the performance of a "routine governmental action." Routine governmental action is usually of a ministerial nature and commonly performed by a public official. This does not include any decision by a public official to award new business or continue business with a particular party. The factual circumstances of each case, and the applicable laws that may vary from country to country, will determine the legality or illegality of such payments.
Therefore, you must not make any such payment until you receive the express prior approval of your supervisor and the Company’s legal counsel to ensure legal compliance.
No undisclosed or unrecorded fund or asset of Hospital Planning Corporation West Africa may be established. Payments on behalf of Hospital Planning Corporation West Africa can be made only on the basis of adequate supporting documentation, may be made only for the purpose described by the documents supporting the payment, and must be made in accordance with appropriate corporate accounting procedures.
Agreements with Hospital Planning Corporation West Africa's representatives and partners who engage in activities on behalf of, or together with, Hospital Planning Corporation West Africa, that may involve governments or government officials, must be in writing. It is advisable to do background checks on foreign agents and representatives. The Company’s legal counsel for compliance must review agreements with such representatives in advance.
Any questions or doubts about the propriety of a proposed course of action should be discussed with the Company’s legal counsel before taking the action in question. Any suspected violations of this Code of Conduct, Corrupt Practices or local law must be reported promptly to the Company’s legal counsel
We expect that decisions of government officials, customers and suppliers of Hospital Planning Corporation West Africa will always be based on the merits of a particular project. Hospital Planning Corporation West Africa and its employees should always advocate their understanding of what those merits might be, but such advocacy must always be able to withstand full public scrutiny.
Patents & Intellectual Property
Corporate assets include not only tangible and real property but also intellectual property, (or IP) IP is proprietary business or technical information of value protected by patent, trademark, copyright or trade secret laws. It is in Hospital Planning Corporation West Africa's interest to protect and maintain its IP, do nothing to jeopardize its value, and thus be positioned for maximum return for its use or purchase. Senior management has the ultimate responsibility for IP issues arising from matters under its control.
Before any Company project or subsidiary undertakes a course of action involving the intellectual property of Hospital Planning Corporation West Africa or another company, the Company’s legal counsel should review the proposed course of action. This procedure is mandatory for matters pertaining to inventions, patents, trademarks, copyrights, trade secrets and to contracts involving:
• a license, sale, purchase or disclosure of proprietary information;
• software development of any kind, or a software purchase or license costing more than $10,000 per copy or $50,000 in the aggregate;
• confidentiality of technical or business information;
• consulting or service arrangements where the development of new technical information or the divulging of proprietary information can be foreseen;
• joint venture relationships where the development of new or improved technology is expected; or
• research work, development or programs.
Just as the company regards its patents, trade secrets, trademarks and copyrights as valuable corporate assets, we must respect the valid IP rights of other companies and persons. When the Company desires to receive, use, or purchase the IP of another party, the legitimate bounds of such property should be identified and appropriate legal counsel obtained for any proposed course of action. The company will not knowingly infringe on others' patents, trademarks or copyrights, or misappropriate others' trade secrets, or the like. Procedures for the proper licensing or other permitted use of these assets as set forth herein must be followed by all employees. Of particular importance to day-to-day operations, and something that must be avoided by each employee, is the unauthorized copying of magazine and journal articles, books, computer software or any other copyrighted material. For further information regarding IP issues, please refer to the Company’s legal counsel.
Making the System Work
ALL EMPLOYEES of Hospital Planning Corporation West Africa and its wholly owned subsidiaries are expected to follow this Code of Conduct in their day-to-day activities. This includes taking the required training, being sensitive to situations that could lead to illegal or unethical actions and avoiding or preventing such behavior.
SUPERVISORS are responsible for maintaining a work environment that encourages compliance and open communication regarding legal and ethical problems and concerns. Hospital Planning Corporation West Africa shall provide supervisors and managers with standards and practices to ensure compliance with Hospital Planning Corporation West Africa’s corporate policies and guiding principles.
Human Resource shall establish systems to train managers to meet their responsibilities under those requirements and monitor their own areas for compliance.
THE SENIOR MANAGEMENT TEAM shall regularly review compliance policies and guidelines, receive and respond to compliance alerts, and assess goals and performance. The Senior Management Team will ensure that appropriate compliance standards are included in standard operating practices and that those standards are properly implemented.
HUMAN RESOURCES REPRESENTATIVES are responsible for providing a copy of this Code of Conduct to new employees, and for ensuring that new employees receive the required compliance training.
THE PROJECT AND CORPORATE CONTROLLERS OFFICES are responsible for protecting company assets, keeping accurate and detailed records and making full and proper financial disclosures.
THE COMPANY’S LEGAL COUNSEL is responsible for advising the company and employees about Hospital Planning Corporation West Africa's Code of Conduct and corporate policies, and directing investigations of any suspected violations.
CORPORATE AUDIT SERVICES appraises compliance through the examination and evaluation of company activities. This includes monitoring health, environment and safety (HES) compliance, as well as compliance with other operational guidelines. Auditors from the financial, information technology and HES groups will provide audit services. Auditors are also responsible for providing a direct, confidential channel of communication regarding financial concerns that is independent of normal organizational channels. In this role, the Auditor reports directly to the Chief Executive Officer.
PARTNERS, CONTRACTORS AND SUPPLIERS are expected to comply with all applicable laws and Hospital Planning Corporation West Africa's high ethical standards. The Company will seek partners whose policies are consistent with our own.
Compliance with Hospital Planning Corporation West Africa's Code of Conduct is a condition of employment. Failure to comply may result in a range of disciplinary actions, including dismissal. Failure by any employee to disclose violations of these standards and practices by other Hospital Planning Corporation West Africa employees or contract workers is also grounds for disciplinary action
Compliance Program
Hospital Planning Corporation West Africa shall establish an effective corporate compliance program that combines oversight and leadership with robust implementation systems.
Hospital Planning Corporation West Africa's standard operating practices incorporates compliance elements and standards that are implemented at all levels of the company. The Senior Management Team shall meet regularly to review compliance policies and procedures and to assess compliance goals and performance. The Senior Management Team shall ensure that appropriate compliance standards are included, and that standard operating practices are properly implemented.
Hospital Planning Corporation West Africa shall use its Code of Conduct, the Company Compliance Alert Line, audits, investigations, reviews and performance appraisals to ensure that the Company compliance program is effectively implemented.
This Code of Conduct will also continue to be reviewed regularly, with any updates made available to employees, as well as shared with our external stakeholders.
Employees shall have several resources available to assist them with compliance questions and concerns. The employee will be able to freely discuss this matter with their immediate supervisor. If the employee prefers, the individual can consult with the Human
Resources department, Auditor, member of the Senior Management Team or the Compliance Alert Line.
If the employee should feel uncomfortable consulting a supervisor or any of the corporate support groups, the employee can call the Company's Compliance Alert Line to report any violation of the law or Hospital Planning Corporation West Africa's policies.
The Compliance Alert Line is a telephone answering message system available 24 hours a day, every day. Employees who call the Compliance Alert Line do not have to identify themselves but must leave sufficient detailed information to enable a proper review to be conducted. Employee anonymity is strictly protected.
Hospital Planning Corporation West Africa will not discharge, demote, suspend, threaten, harass or in any manner discriminate against any employee in the terms and conditions of employment based upon any lawful actions of such employee with respect to good faith reporting of complaints.