PwC India Third Party Code of Conduct
Document status
Released - V1.0
Date
November 19, 2013
© 2013 PricewaterhouseCoopers. All rights reserved. "PricewaterhouseCoopers" and "PwC " refer to the network of member firms of PricewaterhouseCoopers International Limited (PwCIL). Each member firm is a separate legal entity and does not act as agent o f PwCIL or any other member firm. PwCIL does not provide any services to clients. PwCIL i s not responsible or liable for the acts or omissions of any of its member firms nor can it control the exercise of their professional judgment or bind them in any way. No member firm is respon sible or liable for the acts or omissions of any other member f irm nor can it control the exercise of another member firm's professional judgment or bind another member firm or PwCIL in any way.
PwC India Third Party Code of Conduct
1. Introduction PwC India1 conducts its business within the framework of applicable laws, and regulations, together with PwC policies and highest professional standards. The PwC experience is enshrined in our values - acting professionally, doing business with integrity, upholding the reputation of clients and PwC, treating people and environment with respect, and acting in a socially responsible manner. In order to reinforce the commitment to our values and operate in a manner that reflects high ethical standards, PwC India has developed the Third Party Code of Conduct ("Code") which is applicable to you as a Third Party2, and to all personnel employed directly or indirectly by you, including agents and subcontractors where applicable, to provide goods or services to PwC India or to PwC India's current or prospective clients. While PwC India recognizes that there are different cultural environments in which Third Parties operate, this Code sets forth the basic requirements that you must meet in order to do business with PwC India. PwC India requires that you comply with all applicable laws, rules and regulations, and with this Code.
2. Compliance with Laws, Regulations and Business Conduct In addition to observing the law, compliance with this code also means conducting business in a way that you fulfil all your ethical responsibilities to the persons and society at large in both letter and spirit. Where local laws are less restrictive than this Code, you must comply with all the tenets of this Code as applicable, even if your conduct would otherwise be lawful. On the other hand, if local laws are more restrictive than this Code, you must always, at a minimum, comply with those local laws in strictest terms. The Third Party shall comply with all applicable laws, statutes, ordinances, rules, regulations and orders applicable and material to the provision of services and/or supply of goods in connection with PwC India's business or the business of PwC India's current or prospective clients. This includes all applicable data privacy and protections laws, laws and regulations pertaining to non-discrimination, affirmative action, labour, wages, hours and other conditions of employment (the "Laws"). Third Parties shall at their expense secure all permits, licenses, certifications, regulatory approvals and authorizations (collectively, “Authorizations”) required by the laws and shall take all steps necessary to maintain documentation of such authorizations, at all times. Third Party's shall provide adequate documentation for proof of compliance with laws, upon request by PwC India. If the Third Party is unable, after exercising reasonable diligence, to secure or maintain such authorizations, PwC may terminate the engagement without liability. PwC India strives to develop mutually beneficial business relationships and expects you to adhere to high ethical standards and avoid engaging in any activity that involves even a perception of impropriety or any adverse reputational risks to PwC. In relation to PwC India's business or the business of PwC India's current or prospective clients, Third Parties may be required to furnish details including, but not limited to the following: a. Original records of any statutory filings, b. Paid invoices of your Consultants/sub contractors, where applicable, c. Audit reports and other books and records.
1
PwC India/firm refers to the Indian member firms of the network of member firms of PricewaterhouseCoopers International Limited (PwCIL). 2
Third Party includes any individual or entity acting as a vendor to or supplier of PwC India, acting on behalf of PwC India, under the supervision of PwC India, or jointly with PwC India, engaged in order to market or deliver services, in connection with PwC India's business or the business of PwC India's current or prospective clients. Such individuals or entities may include but are not limited to consultants, advisors, lawyers, surveyors, specialist valuers, software suppliers, and/or other specialists. Third Parties are further categorized based on the purpose for which they are engaged. These categories include Joint Business Relationship (JBR) partners, Subcontractors, Vendors or Suppliers.
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2.1 PwC India Anti Corruption Policy for Third Party Compliance Third Parties are required to read, understand and comply with PwC India Anti Corruption Policy for Third Party Compliance. Third Party's are required to confirm the same through periodic declarations as required under the PwC India Anti Corruption Policy for Third Party Compliance.
2.2 Business Courtesies The Code does not permit Third Parties to accept or provide any business courtesy, gift, meals, entertainment from/to commercial parties, government officials, PwC India partners/staff or other third parties in violation of the PwC India Anti Corruption Policy for Third Party Compliance.
2.3 Anti Trust and competition Laws Third Parties must comply with relevant antitrust or competition laws at all times and not indulge in any anti competitive practices whether by itself or in combination with other entities. These laws are designed to protect consumers and competitors against unfair business practices and to promote and protect healthy competition.
2.4 Labour Laws The Third Party shall be solely and absolutely responsible for salary, allowance and other statutory dues of its employees/ staff. The Third Party shall ensure full compliance of all the statutory regulations including Provident Fund, Employee State Insurance, Workmen Compensation, Minimum Wages, and Bonus in respect of employment of its employees/staff and shall indemnify PwC India against any claims arising out of the same. The Third Party shall obtain and maintain its registration under Employees State Insurance Act, Employees Provident Fund and Miscellaneous Provisions Act and other relevant acts/laws including contract labour, license and permits. The Third Party shall also ensure that its employees/staff abide by this Code of Conduct. The Third Party shall also comply with all other applicable labour laws, including those dealing with child/forced labour and workers safety and health.
2.5 Trade Embargoes Comprehensive sanctions have been imposed by UN, US, EU and other countries against regimes including Iran, Cuba, Syria, Sudan etc. A number of countries are subject to less comprehensive sanctions, including Somalia, Zimbabwe, North Korea, Myanmar and Liberia. Third Parties should ensure compliance with such sanctions which are dynamic in nature and be aware of the financial and reputational consequences in case of breach.
2.6 Subcontractors Wherever applicable, a Third Party may utilize the services of a subcontractor only with PwC India's prior written approval and at PwC India’s sole discretion. PwC India shall have the right at any time to withdraw approval and consent with respect to the Third Party’s use of a particular subcontractor. While engaging a sub contractor, the Third Party shall ensure that: a. All such subcontractors conform to and comply with the stipulations of this Code of Conduct. b. Adequate monitoring processes, including periodic audits of the sub contractor's records, are put in place by the Third Party. c. PwC India has the right to inspect and review any sub contractor's records and processes in the same manner PwC India has the right to review the Third Party. d. No agreement entered into by the Third Party with a sub contractor or other personnel shall provide for any indemnity, guarantee or assumption of liability by PwC India. e. No sub contractor shall be deemed a Third Party beneficiary for any purposes under this Code of Conduct, notwithstanding any agreements contained herein that may operate to the benefit of such sub contractor. Released - V1.0
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f.
The Third Party shall be fully responsible and liable for all acts or omissions of its Subcontractors.
2.7 Financial Integrity Third Parties financial books, records, and statements shall properly document all financial information and accurately reflect all transactions undertaken as per your agreement with PwC India. Third Parties business records must be retained in accordance with applicable laws and regulations.
3. Confidentiality and Security Third Parties are required to protect confidential information to which they have access, in connection with their business with PwC India and secure such confidential information against unauthorised disclosure, access or use. Third Parties must adhere to any confidentiality terms agreed with PwC India. If a separate confidentiality agreement does not exist, Third Parties should presume that all information available from PwC India is confidential. Third Parties are required to safeguard personal privacy and comply with applicable privacy and information security laws and regulations including the Information Technology Act, 2000 and the Rules/ Regulations made thereunder. Third Parties must have comprehensive HR processes, security awareness program and background check process for all employees, staff and other personnel who will access the facilities, networks, confidential information, or have custody of tangible, intangible and electronic assets or work products of PwC India or PwC India's current or prospective clients. Third Parties shall also ensure that all confidential information of PwC India is protected in accordance with highest industry standards and having full regard to local enactments in this regard.
4. Conflicts of Interest The term 'conflicts of interest' describes circumstances that could cast doubt on a Third Parties ability to act with total objectivity with regard to PwC India's interests. PwC India requires all its third parties to be free from any conflicts of interest. Conflict of interest situations may arise in many ways. If an actual or potential conflict with PwC India or any of its Partner/staff is identified, Third Parties must report all pertinent details as required under point#7 below.
5. Independence PwC India works in a regulated profession, with specific standards around maintaining independence. This is fundamental to giving clients, regulators and the public, confidence in our ability to act with integrity, objectivity and impartiality. Failing to maintain independence can have serious consequences including exposure to legal and regulatory action, that can impair PwC India's reputation and lead to loss of public trust. In order to facilitate PwC India's adherence with applicable independence regulations, all third Parties must prudently manage risk and make decisions unencumbered by personal interests. Third parties should also promptly provide PwC India with timely, accurate, and complete information which is necessary to ensure compliance with applicable independence regulations.
6. Discrimination PwC India expects all Third Parties to provide a work environment free from all discrimination, harassment, and retaliation. All Third Parties shall employ workers on the basis of their ability to do the job, not on the basis of their personal characteristics or beliefs. As such, PwC India expects you to employ workers without regard to race, colour, gender, nationality, religion, age, disability, familial or marital status, or sexual orientation or any other category protected by the applicable laws and regulations. In addition the third Parties Released - V1.0
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shall have duly documented internal procedures and guidelines to maintain objectivity in matters of employment, employee safety etc.
7. Monitoring and Enforcement As a condition of doing business with PwC India, all Third Parties must comply with this Code. PwC India will continue to develop monitoring systems to assess and confirm compliance to this Code which may include right to conduct regular audits of the processes and documentation of the Third Party and employ such other measures which PwC India may prescribe from time to time. If PwC India determines that any Third Party has violated this Code, PwC India may either terminate the services, its business relationship or require the Third Party to implement necessary corrective actions. If corrective action is advised, but not taken, PwC India will suspend placement of future orders and shall terminate its current business relationship.
8. Reporting Concerns Third Parties are obliged to report concerns related to real or perceived wrongdoing and/or violations of this Code or other laws, regulations, etc, and any other concerns that arise during the course of doing business with PwC India, using the following methods: Toll Free Ethics Help Line Number (1-800-209-6005); Ethics Email address (
[email protected]); Global Helpline (www.pwc.com/ethics, click on 'Contact us'). Concerns should be reported honestly and in good faith. Such reporting may be made anonymously if preferred. PwC India will review/investigate all reported complaints or concerns. Third parties are required to fully and promptly co-operate with any inquiry/investigation process initiated by PwC India and must respond fully and truthfully to any questions, requests for information, or documents. ***************************************************************************************
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