PROSOYA KENYA LIMITED

ANTI-CORRUPTION POLICY

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FIRST EDITION: 2017

PREPARED BY: 

PROSOYA KENYA LIMITED CORRUPTION PREVENTION COMMITTEE 

PREFACE 

Prosoya Kenya limited is currently positioning herself towards becoming a leading high social impact company in East Africa by the year 2025 and in the greater sub-Saharan Africa by the year 2030.

The mission of the company is to fight malnutrition, poverty and unemployment. To strive towards this path, the company has approved a ten year Strategic Plan which envisions the company to be a world class leader in the manufacture and distribution of products and services that have a high social impact with particular emphasis on the bottom of the pyramid members of the community and the malnourished. In order to strive towards this vision, sound systems of public accountability will be vital to effective management and in maintaining public confidence. 

Prevention and detection of fraud and corruption are therefore essential for ensuring that the company’s resources are used for their intended purposes, specifically, providing goods and services to the citizens of the countries where the company has a presence.  Prosoya Kenya Limited further acknowledges that members of the public are entitled to expect the company to conduct her affairs with integrity, honesty and transparency, and that her employees at all levels will lead by example and observe all statutory requirements and internal policies and procedures. This is because the company has an obligation to the community to ensure that her operations are free from corruption. To this end, the responsibility for corruption prevention rests with all staff, stakeholders and primarily with the company’s leadership. 

This Anti-Corruption Policy specifically outlines the company’s commitment to creating an anti-fraud culture and maintaining high ethical standards in the administration of the company’s resources. It further emphasizes that all officers who accept responsibility for the management of any part of the company budget and other resources have an obligation to ensure that internal controls over the receipt and expenditure of the company monies are in place, and are operating effectively to provide adequate safeguards against corruption. In addition, they are required to ensure that their conduct and that of their staff members meet the highest probity standards. 

Kaburu Muguika….CEO, Prosoya Kenya Limited

PROSOYA KENYA LIMITED- ANTI-CORRUPTION POLICY 

1. INTRODUCTION
1.1 CITATION
This Policy shall be cited as Prosoya Kenya Limited Anti-Corruption Policy.
1.2 FUNDAMENTAL STATEMENTS
This Policy is aligned with the following Prosoya Kenya’s fundamental statements: 

1.2.1 Philosophy 

The Philosophy of Prosoya Kenya limited states as follows: Prosoya Kenya limited is a high social impact company whose mission is to fight malnutrition, poverty and unemployment. 

1.2.2 Vision 

The vision of Prosoya Kenya limited is to have a strong presence in Africa by the year 2030. 

1.2.3 Mission 

The Mission of the company is to provide products and services that give a high social impact to the less privileged with particular emphasis on those living at the bottom of the pyramid. 

1.2.4 Core Values 

The Core Values of the company are professionalism, teamwork, accountability, transparency, responsiveness and integrity

2. POLICY STATEMENT 

Prosoya Kenya Limited expects that individuals and organizations, that she comes into contact with, will act with integrity when dealing with the company. In all her dealings, the company shall adhere to the following guiding policy principles: 

  1. Absolute integrity; 
  2. A culture of honesty;
  3. Loyalty; 
  4. Professionalism; 
  5. Acceptance of responsibility and accountability; 
  6. A positive public image; 
  7. Striving for and maintaining credibility;  
  8. High standards of service delivery; 
  9. A sense of pride in being employed by the company; 
  10. Sanctioning bad and rewarding good behaviour; and 
  11. All other positive attributes contributing toward sound ethical standards. 

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The overriding policy is to encourage and promote the prevention, detection and investigation of corruption and fraud, to deter corruption and fraud and to take appropriate and decisive action against any attempted or actual fraudulent activity affecting the company. 

3. LEGISLATIVE AND ADMINISTRATIVE CONTEXT 

3.1 Other Anti-Corruption Legislations 

The following, but not limited to, legal instruments and institutional policies shall be applicable with this policy: 

  1. The Constitution of Kenya, 2010; 
  2. The Ethics and Anti-Corruption Commission Act, 2011; 
  3. The Anti-corruption and Economic Crimes Act, 2003; 
  4. The Public Officer Ethics Act, 2003; 
  5. The Public Audit Act, 2003; 
  6. The Public Financial Management Act, 2012; 
  7. The Public Procurement and Disposal Act, 2005; and Regulations 2006 and 2013; 
  8. The Privatization Act, 2005; 
  9. The Kenya National Human Rights Commission Act, 2011; 
  10. The Witness Protection Act, 2008; 

3.2 Objectives of the Policy 

The objectives of the Anti-corruption Policy are to: 

  1. Provide guidance to anti-corruption operations within the company; 
  2. Ensure participation by all employees and stakeholders in preventing and fighting corruption; 
  3. Provide explicit mechanisms for regularly evaluating initiatives against corruption by all the company’s stakeholders; 
  4. Provide a framework within which all stakeholders can plan their activities to contribute towards eradication of corruption in the company; 
  5. Facilitate the mainstreaming of anti-corruption policies, rules and regulations in all aspects within the company; and 
  6. Inculcate a culture of ethics and integrity in all aspects of public and private life. 

4. SCOPE OF THE POLICY 

This Policy shall apply to all members of staff of Prosoya Kenya limited. In addition, all stakeholders having a direct relationship with the company shall also be bound by the Policy. 

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5. DEFINITION OF CORRUPTION 

Corruption in general terms means improper acts or omissions, improper use of influence or position, and/or improper use of information. It can also be defined as misuse of public office, which involves a criminal offence, a disciplinary offence or such an offence providing reasonable grounds for dismissal. It may include fraud, collusion, coercion, breach of trust, bribery, blackmail, theft, embezzlement, tax evasion, forgery or violence, inter alia. 

Corruption offence means any action contravening the law and/or regulations. According to the Anti-corruption and Economic Crimes Act (2003) the following actions are considered corruption offences/practices: 

  1. Abuse of position or office for personal advantage or for the advantage of another person; 
  2. Bribery, theft, embezzlement and fraud; 
  3. Evasion of payment of government revenues, taxes, rates, fees and other dues; 
  4. Practicing nepotism, tribalism and cronyism; 
  5. Practicing discrimination on the basis of religion, gender or disability; 
  6. Inversion and distortion of social values including soliciting for and giving sexual and other favours;  
  7. Negligence of professional ethics. 

6. POTENTIAL CORRUPTION RISK AREAS 

All sections of the company are considered corruption-risk areas. However, the company has identified the following departments as being potentially high risk based on the nature of their operations: 

6.1 Finance Department
6.1.1 Corruption risk areas
Corruption-risk areas within the Finance Department include: 

  1. Management of revenue and company debts; 
  2. Management of cash on hand and payroll; 
  3. Computerized financial management information systems; 
  4. Expenditures and payments; 
  5. Handling of finances;
  6. Management of purchases and sales
  7. Non-existing workers (ghost workers, for instance, non-existent casuals); 
  8. Colluding with casual workers to be paid for days not worked and then sharing the exaggerated payment; 
  9. Certifying a contractor for work not done or substandard work; 
  10. Demanding cash from potential casual workers in exchange for employment; 
  11.  Poor storage of received materials records; 
  12. Compromising the quality for received materials at stores.
  13. Illegal and unauthorized access or manipulation of the financial management information system; 
  14. Using forged receipts;
  15. Misapplication of company monies; 
  16. Making cheques out of falsified documents; 
  17. Misusing or illegal disclosure of official information; 
  18. Falsifying signatures and documents; 
  19. Using company funds for personal purposes; 
  20. Certifying performance of service providers without being certain that the service was really provided; 
  21. Writing off recoverable assets or debts; 
  22. Theft of assets; 
  23. Manipulation of financials statements. 

   6.2.  Procurement and Supplies Department 

6.2.1 Possible Corruption Practices 

These include the following: 

  1. Receiving personal benefits in exchange of assisting a consultant to gain work at the company; 
  2. Manipulating a tendering process to achieve a desired outcome; 
  3. Bids not opened in public; 
  4. Unclear specifications tailored to favour a particular company; 
  5. Unfair distribution of request for quotations; 
  6. Inflation of prices of items in collaboration with the suppliers; 
  7. Receiving substandard items and services on behalf of the company; 
  8. Client using influence to order that quotations be given to suppliers who are not pre-qualified or to friends who are on the pre-qualified list; 
  9. Delay between deadline for submission and opening of bids; 
  10. Advance release of bid information; 
  11. Changing contract specifications after contract award; 
  12. No procurement plan or non-compliance with it; 
  13. Non-compliance with standard documents; 
  14. Lack of transparent procedures for handling complaints; 
  15. Evaluation of contractors’ performance not recorded; and 
  16. No follow up to indications of corruption. 

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6.3 Human Resource Management and Administration 

6.3.1 Possible Corruption Practices include the following

  1. Favouring an applicant for employment on criteria other than merit; 
  2. Recruiting unqualified staff; 
  3. Manipulating the selection process for staff appointment; 
  4. Allowing a conflict of interest to undermine independence; 
  5. Leaking interview questions to recruits; 
  6. Limiting circulation of job advertisements; 
  7. Deploying employees in areas in which they are not competent to handle; 
  8. Use of company time to pursue private interests/business; 
  9. Abuse of position and power for personal gain; 

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Lack of an elaborate organizational structure; and unfair selection of persons for promotion or training. 

6.4.1 Possible Corruption Practices include: 

Information Communications Technology Department 

  1. Using imaging and photocopying to produce apparent original invoices; 
  2. Unauthorized and/or illegal use of assets, information or services for private purposes, including; computers, photocopiers, emails and internet; 
  3. Theft of ICT equipment and software; 
  4. Manipulation of computer programs for improper purposes, such as: 

                                            i.                 Unauthorized approval to pay; 

                                        ii.                 Diversion of proceeds; 

                                    iii.                 Writing off debts; and 

                                   iv.                 Accessing confidential information. 

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6.5 Security Department
6.5.1 Possible Corruption Practices include the following: 

  1. Collecting bribes to drop charges against suspected offenders;
  2.  Colluding with external vandals to steal from company’s premises; 
  3. Allowing unauthorized persons to enter company premises; 
  4. Colluding with workers or suppliers/buyers to pilfer company assets; 
  5. Poor record-keeping leading to lack of vital information during investigations. 

6.6 Sales and marketing department

 6.6.1 Possible Corruption Practices include: 

  1. Teeming and lading i.e. withholding cash from daily sales for longer periods than required in order to use the same for personal interests; 
  2. Selling goods and or services without issuing receipts and re-using one receipt on several orders; 
  3. Manipulation of the point of sale (POS) system; 
  4. Pilfering of stocks; 
  5. Collecting bribes from customers to reserve stocks for them; 
  6. Illegal credit to customers whose credit terms have not been approved by the credit committee. 
  7. Failure to maintain accurate records. 

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7. STRUCTURES FOR FIGHTING CORRUPTION 

The company shall put in place the following, but not limited to, structures and measures to facilitate prevention, detection, investigation and punishment of corruption offenders: 

  1. Establish and operationalize a Corruption Prevention Committee; 
  2. Operationalize mechanisms for reporting corruption and encourage persons to report incidences of corruption; 
  3. Strengthen the Internal Audit Department in order to enhance its capacity to conduct regular audit of  company systems and procedures;
  4. Implement recommendations of both internal and external audits on corruption related audit queries; 
  5. Build a database for commonly occurring corruption practices; 
  6. Ensure that employees abide by the company’s Employee Code of Conduct and Ethics which sets out the standards on personal conduct; 
  7. Ensure that if employees are members of professional bodies, they also follow the Code of Conduct related to their professional qualification; 
  8. Sensitize staff, students and stakeholders on the need to fight corruption in the institution and the dangers or consequences of corruption; 
  9. Ensure that all new employees receive induction and are informed of the company’s commitment to dealing with fraud and corruption; and 
  10. Ensure that all staff and students face disciplinary action if it is established that they were involved in a fraud or corruption offence committed against the company. Disciplinary action may be taken in addition to, or instead of, criminal proceedings and will be dependent on the circumstances of each individual case.

8. COMPOSITION OF THE CORRUPTION PREVENTION COMMITTEE 

There shall be a Corruption Prevention Committee whose membership shall be as follows: 

  1. The managing director (Chairperson); 
  2. The general manager 
  3. The finance manager 
  4. Senior Internal Auditor;
  5. Senior Procurement Officer; 
  6. The sales and marketing manager 
  7. The production manager 
  8. The quality controller

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9. MANDATE OF THE CORRUPTION PREVENTION COMMITTEE 

The Committee shall be responsible for: 

  1. Setting priorities in the prevention of corruption within the company; 
  2. Planning and coordinating corruption prevention strategies; 
  3. Integrating corruption prevention initiatives in the company; 
  4. Receiving and reviewing reports on corruption prevention initiatives and recommending appropriate actions; 
  5. Receiving and taking action on corruption reports made by staff and other stakeholders; 
  6. Spearheading anti-corruption campaigns; 
  7. Monitoring and evaluating impact of corruption prevention initiatives; 
  8.  Developing the company’s policy and procedures for all investigations of corrupt conduct; 
  9.  Establishing reporting and reviewing of other associated structures which will seek to ensure the company’s legislated responsibilities are met; 
  10.  Ensuring that the company maintains appropriate liaison with outside bodies against corruption e.g. the police and Ethics and Anti-Corruption Commission; 
  11. Monitoring the outcome of investigations to ensure that adequate action is taken to implement report recommendations; 
  12.  Preparing and submitting quarterly and annual Performance Contract progress reports. 

The committee shall convene at least one (1) meeting every quarter at such time and place, as the chairperson may deem appropriate. 

At all meetings of the committee, a quorum shall be the nearest whole number above half the membership. 

Decisions of the committee shall be by a simple majority vote of those present and voting provided that the chairperson shall have a casting vote in the event of a tie. 

Where a member of the Committee is reported to have been involved in a corruption offence, he/she shall not attend or be part of the meeting(s) that shall deliberate the report. 

In the absence of the Managing Director, the General Manager shall chair the meeting. 

10. INTERNAL AUDIT REVIEWS 

The Internal Audit Department plays a crucial role in the prevention of corruption within the institution. It provides an institutionalized mechanism for supervision, control and review of operational systems within the company. It also plays an important role in assessing the nature and extent of any corruption and fraud risk. 

As such, the Internal Audit Department shall work closely with the Corruption Prevention Committee in achieving its mandate; specifically in preventing, detecting, and responding to fraud and misconduct. 

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11. REPORTING CORRUPTION 

All Prosoya Kenya Limited members of staff and stakeholders are charged with fighting corruption in all its forms. It is, therefore, the duty of everyone to report any corruption practices as soon as it is detected. 

The committee shall receive corruption allegation reports, including anonymous reports, addressed to the Committee via the following channels: 

  1. Corruption reporting boxes placed strategically at the company promises 
  2. E-mails to the company
  3. Mobile Hotlines 
  4. Any other means convenient to the reporter

Corruption allegation reports against a member of the company’s Management team should be printed, enclosed in an envelope marked “private and confidential” and addressed to the “Human Resource and Appointments Committee” of Prosoya Kenya limited, Advisory board. 

All reported cases will be dealt with fairly, promptly, expeditiously and within the applicable laws. 

12. PROTECTION OF WHISTLE-BLOWERS 

Any person, who voluntarily discloses corruption activities (whistle-blower), will be protected against reprisals. An employee, who suspects or reports suspected dishonest activity or any such activity that he/she has witnessed, may remain anonymous should he/she so require. In cases where the person who has disclosed information may be posed with danger to his work, life or family due to his/her information on corruption activity, the Whistle-blower Policy currently availed by the Government (Witness Protection Act, 2008) will be applicable to protect the person. 

13. DISCIPLINARY PROCEDURES 

Prosoya Kenya limited commits to undertake the following measures concerning disciplinary measures for suspected fraud and/or corruption offenders: 

1. To investigate such irregular activities and follow up by the application of all remedies available within the full extent of the law, as well as the application of 

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Appropriate prevention and detection controls. 

These prevention controls include the existing financial and other controls and checking mechanisms as prescribed in the prescripts relevant to the activities of the company. Prosoya Kenya limited undertakes to treat all instances of both high-level and low-level mismanagement and corruption with equal conviction. 

  1. Where corruption cases have been deliberated upon and supported by evidence or have been investigated internally or externally by relevant bodies and found to be true, they will be subjected to disciplinary measures. No persons will be exempted from disciplinary action on the basis of their position, relations or any other factor. 
  2. Cases deliberated upon and found to be of high magnitude and may not be handled by internal disciplinary mechanism shall be referred to EACC or other law enforcing agencies for further action; 
  3. Cases of smaller magnitude and whose disciplinary actions can be carried out internally by the view of the Corruption Prevention Committee will be dealt with according to the stipulations of Prosoya Kenya limited disciplinary policies and procedures as outlined in the relevant Terms of Service.
  4. Any persons allegedly involved in corruption may be suspended for a period not exceeding three months if it is deemed that their presence in office may interfere with investigations. Such suspension shall be with half pay with arrears payable upon clearance of the offence. 

   14.  CORRUPTION RISK ASSESSMENT AND MANAGEMENT 

Corruption risk assessment and management is an essential part of an organization’s corruption prevention strategy. It is the process of determining an organization’s exposure to the threat of corruption and proposing mitigation measures aimed at eliminating the threat. The Corruption Prevention Committee shall therefore formulate and implement a comprehensive Corruption Prevention Plan (CPP) in line with this policy. 

The purpose of the CPP will be to put this Anti-Corruption Policy into action. It will show how the policy will be implemented over time. The plan will also be used to monitor effectiveness of corruption prevention activities in the company. The Plan, which will be reviewed periodically by the committee as may be deemed necessary, shall address the following areas: 

  1. Potential corruption risk areas: This will be achieved by conducting a Corruption Risk Assessment (CRA) of all operational areas of the company; 
  2. Proposed strategies and activities to seal identified corruption loopholes; 
  3. Responsibility for implementing the proposed strategies; 
  4. Budget and time frame for implementing each proposed strategy. 

15. TRAINING 

The company shall sensitize members of staff and other stakeholders on matters of ethics and integrity. This shall be achieved by among others organizing sensitization workshops and distributing Information, Education and Communication (IEC) materials such as posters, leaflets and banners advocating for zero tolerance to corruption. 

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16. POLICY IMPLEMENTATION 

The Corruption Prevention Committee shall be responsible for implementing this Policy. 

17. POLICY REVIEW 

The Policy shall be reviewed and modified by the board of directors from time to time or when deemed necessary to reflect the current environment. 

18. EFFECTIVE DATE 

The effective date for this Policy is as indicated hereunder: 

EFFECTIVE DATE: 25TH May 2017 

SIGNED BY: Kaburu Muguika, 

 

CEO,

PROSOYA KENYAL LIMITED

 

Nairobi