Under Review – Policy Extended Until 15-Apr-2024
HCA HEALTHCARE UK POLICY
CORPORATE ANTI-BRIBERY POLICY
Document Number:
HCAUK.GOV.ALL.POL.1007 1.1
Publication Date: 03/06/2019
Review Date: 17/04/2021
Document Owner: Executive Director/VP
Legal Services
Expiry Date: 17/10/2021
Replaces Document:
HCAUK.GOV.ALL.POL.105
Approved by: President & Chief ExecutiveOfficer
Target Audience: All HCA Healthcare UK
Colleagues
Date approved: 03/06/2019
Document Summary: UK Anti-Bribery
Key words: Anti-Bribery, Anti-Corruption
Key linked policies/ guidelines The key policies are set out at Appendix I of
this Policy
Version Tracking
Date Version Number Changes made to document
01/07/2011 1.0 Document published
23/03/2015 3.0 Align the UKBA Policy with the Cash Disbursement
Authorization Policy and the new Global Anti-Corruption Policy; To update Appendix II (Charitable
Donations and Political Contributions) with relevant
approval process and forms.
17/10/2018 4.0 Document replaces HCAUK.GOV.ALL.POL.105
06/06/2019 4.1 Minor amend to formatting
INTRODUCTION: FOREWORD BY MICHAEL NEEB, CHIEF EXECUTIVE OFFICER
Dear Colleagues:
In the healthcare industry, as in perhaps no other, trust and integrity are at the cornerstone of
what we do. HCA International Limited and its subsidiaries and affiliates (“HCA Healthcare UK”
or “HCA” or “the Company”) is committed to maintaining the highest standards of ethical
business conduct. We take a zero tolerance approach towards dishonesty, Bribery and any
other breaches of the law. To this end, HCA Healthcare UK has developed, and its senior
management team has approved, this Anti-Bribery Policy (“Policy”).
This Policy exemplifies our key principles of integrity, professionalism and responsibility.
This Policy is not the only document in which HCA Healthcare UK’s commitment to doing
business in an ethical way is reinforced. It is accompanied by more detailed policies and
procedures set out in Appendix I. The Company also has numerous policies concerning
particular aspects of our business, many of which contain safeguards to reduce the risk of
Bribery.
The Policy fits within HCA Healthcare UK’s “Code of Conduct”, which provides guidance to all
HCA Healthcare UK employees and helps us carry out our work within appropriate ethical and
legal standards. It also reflects the key principles of HCA Healthcare, Inc.’s Global
Anti-Corruption Policy, which has worldwide application and applies to the Company as part of
HCA Healthcare, Inc.
The Policy a lso takes into account the provisions of the Bribery Act 2010 and the UK
Government’s guidance on procedures commercial organisations can implement to prevent
Bribery, which supplements the Act. It is based on an assessment of the key areas in which
Bribery may pose risks to our business.
HCA Healthcare UK’s senior management team is committed to leading by example, working
together with our business colleagues to maintain the highest standards in our business
dealings. We are keen to promote an ‘open door’ approach where anyone who wishes to can
raise and discuss any issues.
Above all else, we are committed to the care and improvement of human life. Abiding by the
law and acting with integrity are essential to the success of our business and are the right
thing to do.
If you would like to ask any questions about this Policy, voice concerns or clarify any areas of
uncertainty, please contact your Facility CEO.
Thank you for playing your part in ensuring that HCA Healthcare UK continues to maintain the
highest ethical standards.
Yours sincerely,
Michael Neeb
President and Chief Executive Officer, HCA Healthcare UK
1 ABOUT THIS POLICY
1.1 This Policy sets out the business practices and principles of behaviour that are
required of you as a HCA Healthcare UK Colleague. This Policy applies
specifically to HCA Healthcare UK and supplements HCA Healthcare, Inc.’s
Global Anti-Corruption Policy, which also applies to HCA Healthcare UK
Colleagues due to its worldwide application. A copy of the Global AntiCorruption Policy can be found on Grapevine.
1.2 Key Principles
1.2.1 The HCA Healthcare UK Anti-Bribery Policy is founded on three key principles:
1.2.1.1 Integrity
We strive to be a company of law-abiding, honest people who do
what is both commercially and ethically right for our business and
patients.
1.2.1.2 Professionalism
We employ high quality people who deliver a standard of
excellence in everything we do.
1.2.1.3 Responsibility
We take personal pride in our work and responsibility for our actions.
1.3 This Policy represents a framework to help guide decision-making within the
Company. It is not, and cannot be, a manual which answers every question or
deals with every scenario.
You are expected to read this Policy in full. If you are subject to disciplinary
proceedings involving a breach of this Policy, it will not be a valid excuse to say
that you have not read and understood the full Policy.
1.4 Ethical business conduct is a dynamic subject, and this Policy will be reviewed
to ensure that the Company’s standards are aligned with the current thinking
on best practicesin business ethics and reputation risk management.
1.5 This Policy Applies to all HCA Healthcare UK Colleagues, which includes:
1.5.1 HCA Healthcare UK Employees (including all officers, directors, members of
management and those with a contract of employment with HCA Healthcare
UK) at all Facilities; and
1.5.2 Intermediaries performing a service for or on behalf of HCA Healthcare UK
(including agents, joint venture partners, business representatives and doctors
and their staff practicing in HCA premises).
1.5.3 Employees and Intermediaries are referred to collectively as “Colleagues”.
1.6 Additional Resources
1.6.1 For further information regarding this Policy or how to report any ethical
concerns, refer to or contact the following:
1.6.1.1 The HCA Code of Conduct;
1.6.1.2 Additional policies available on Grapevine (see Appendix I);
1.6.1.3 Your Facility Chief Human Resources Officer;
1.6.1.4 Your Facility CEO;
1.6.1.5 The HCA Ethics Line (see section 8.2); and
1.6.1.6 The Ethics and Compliance Officer.
2 BRIBERY PROHIBITED
2.1 This Policy prohibits Bribes, kickbacks, improper or illegal inducements or
other unlawful payments from being directly or indirectly offered, provided or
authorized in any way related to the Company’s business, whether carried out
by Colleagues or other third parties. This Policy further prohibits Colleagues
from soliciting or receiving such Bribes, kickbacks, improper or illegal
inducements or other payments in any way related to the Company’s business.
2.2 Anything used to corruptly influence someone related to the Company’s
business is a Bribe and is strictly prohibited. Examples and forms of Bribery
vary widely and include situations ranging from offering money or lavish
hospitality to a doctor in exchange for a promise to refer patients for tests at a
Company Facility to offering a job to the relative of a state official in order to
persuade the official to recommend doing business with the Company.
2.3 The Company also prohibits the making of so-called Facilitation Payments. A
Facilitation Payment is a small payment made in order to acquire or
accelerate performance of a non-discretionary task, usually performed by a
low-level government official, to which the entity or individual is properly
entitled.
2.4 If you suspect a situation may involve Bribery or a Facilitation Payment, you
should report your suspicion in accordance with section 8. HCA will obtain
appropriate legal advice as necessary. HCA does not wish or expect a Colleague
to make a legal judgment as to whether the situation involves Bribery; if in doubt, you should report your concerns to the appropriate person.
3 EXTERNAL RELATIONSHIPS
3.1 Business Courtesies
3.1.1 Business Courtesies are items or services of value given to another free of cost.
Business Courtesies include meals, tickets to sporting or theatrical events,
receptions or other entertainment or social events. The definition also includes
gifts and events sponsored or hosted by the Company that include some
discussion of HCA’s business.
3.1.2 The Company does not prohibit Business Courtesies which seek to improve
the image of the Company, to better present the Company’s products and
services or to establish cordial relations. However, there should be a genuine
business purpose for any Business Courtesy. Offering gifts or hospitality
intended to secure an improper business advantage for the Company is
prohibited. Attempts to disguise Bribery through lavish Business Courtesies or
other expenses are prohibited.
3.1.3 Hospitality and gifts offered or received may have different interpretations in
different countries and cultures. What is perceived as an ‘acceptable’ business
gift in one place may be viewed as a Bribe in another.
3.1.4 HCA recognises that it is likely that Colleagues will interact with Foreign Public
Officials and that business with Foreign Public Officials or entities owned by
foreign governments are an important part of HCA’s business in countries
outside the United Kingdom. Neither the Bribery Act nor this Policy prohibits
conducting business with foreign governments. However, interactions with
individual Foreign Public Officials pose a special risk under the Bribery Act and it
is extremely important that HCA’s dealings with Foreign Public Officials are
transparent and open.
3.1.5 The Corporate Business Courtesies Policy, available on Grapevine, provides
detailed guidance on offering and receiving Business Courtesies, including
approval and logging requirements. Colleagues must adhere to the Business
Courtesies Policy.
3.1.6 Colleagues should seek advice from their Facility CEO or the Legal Department in
relation to any questions or concerns they may have in relation to Business
Courtesies.
3.2 Conflicts of Interest
3.2.1 A conflict of interest occurs when a Colleague has a personal interest in a
transaction or relationship in which the Company is also interested and which
may interfere with the performance of his or her duties towards the Company.
Such conflicts have the potential to impair a Colleague’s ability to make fair,
honest judgements, or could lead that Colleague to abuse Company resources
for the pursuit of self-interest.
3.2.2 Each Colleague has individual responsibility for ensuring that the Company is
informed of any potential conflicts of interest and that management
authorisation is sought to resolve any conflict of interest situation.
3.2.3 You should seek advice and obtain written approval from your line manager
and the Facility CEO in relation to any questions or concerns you may have with
regards to actual or apparent conflicts of interest.
3.2.4 Proceeding with a transaction that has an apparent or actual conflict of interest
may be authorized by the following:
3.2.4.1 A Facility CEO may authorise a transaction involving conflict of
interest matters relating to his or her Facility, except as set out
below.
3.2.4.2 A Facility CEO may not authorise a transaction involving a
conflict of interest relating to him or herself. Such transactions
must be jointly authorised by (i) the Group CEO or Group CFO
AND (ii) the Executive Director/VP of Legal Services.
3.2.4.3 Conflicts of interest affecting officers, the senior management
team or directors of the Company mu st be j o i n tl y authorised
by ( i ) the Group CEO o r Gr o u p C FO, ( i i ) the Executive
Director/VP of Legal Services AND (iii) the SVP and Chief Ethics and
Compliance Officer (or designee). No one can authorise a transaction
involving a conflict of interest relating to him or herself.
3.2.5 Factors that may be considered in evaluating a potential conflict of interest are,
among others:
3.2.5.1 any potential adverse or beneficial impact on HCA’s business or
proper governance;
3.2.5.2 any potential adverse or beneficial impact on HCA’s relationships
with patients, doctors, regulators or other service providers;
3.2.5.3 whether it would enhance or support a competitor’s position;
3.2.5.4 the extent to which it would result in financial or other benefit to the
Colleague in question;
3.2.5.5 the extent to which it would appear improper to an outside observer;
and
3.2.5.6 the opinion of HCA’s external auditors and/or lawyers.
3.3 Charitable and Political Contributions
3.3.1 No donations, sponsorship or support to charities or political parties, causes or
campaigns may be made on behalf of HCA Healthcare UK unless in accordance
with the requirements set out in Appendix II. Employees should seek advice
from the Legal Department and must submit the relevant due diligence form in
Appendix II and receive the requisite approvals prior to offering or making a
charitable or political contribution.
3.3.2 For the avoidance of doubt, Intermediaries should not make any political or
charitable donations or sponsorships, whether directly or indirectly, on behalf of
HCA Healthcare UK or HCA Healthcare, Inc.
3.3.3 Any charitable or political contribution made on behalf of HCA Healthcare UK
shall be appropriately recorded in the Company’s books, records and accounts as
set out in section 7 of this Policy.
4 INTERMEDIARIES
4.1 HCA sometimes does business through Intermediaries, either individuals or
companies, who perform services for or on behalf of HCA. It is important that
HCA understands who represents it and that Intermediaries do their work in a
way which is lawful, ethical and in the best interests of HCA.
4.2 An Intermediary shall be appointed only in conformance with the Contracts
Approval Policy, Corporate Professional Services Agreements Policy and the
Overseas Business Relationships Policy, as applicable, all of which are available
on Grapevine.
4.3 HCA requires all Intermediaries who perform services for or on behalf of the
Company to comply with this Anti-Bribery Policy.
4.4 Company and Colleague Responsibilities
4.4.1 Both the Company and Colleagues have responsibilities to ensure compliance with
this Policy and applicable Anti-Bribery laws as they relates to Intermediaries.
4.4.2 HCA has in place procedures as regards the due diligence to be undertaken in
relation to Intermediaries. These procedures are set out in the Overseas Business
Relationships Policy.
4.4.3 Employees responsible for the appointment and management of Intermediaries
must ensure that Intermediaries are aware of, have been provided with, and
have confirmed adherence to the relevant provisions of this Anti-Bribery
Policy and related policies, particularly as regards not engaging in Bribery to
obtain or retain a business advantage.
4.4.4 All Employees who interact with Intermediaries, are responsible for monitoring
conduct by Intermediaries to ensure their compliance with this Policy. Employees
that identify any concerns, risks, red flags, or other indicia of potentially improper
conduct or non-compliance with this Policy by an Intermediary should
immediately notify their line manager.
4.4.5 In addition, the following persons may not be offered any position as an
Intermediary without joint prior written approval of the HCA Executive
Director & VP of Legal Services and the SVP and Chief Ethics and Compliance
Officer (or designee):
4.4.5.1 Anyone who is a current or former Foreign Public Official;
4.4.5.2 Anyone who is a Family Member of a Foreign Public Official; and
4.4.5.3 Anyone whose appointment is requested by a Foreign Public Official.
4.4.6 You should seek advice from your Facility CEO or the HCA Legal Department if
you have any questions relating to the appointment or management of
Intermediaries.
4.5 Intermediary Responsibilities
4.5.1 HCA Healthcare UK wishes to do business only with Intermediaries who meet
our ethical standards.
4.5.2 No Intermediary may engage in Bribery or pay or offer to pay Facilitation
Payments directly or indirectly in any way related to HCA Healthcare, Inc. or the
Company. Intermediaries may not use Business Courtesies such as gifts,
entertainment, travel, or hospitality, as a Bribe.
4.5.3 Any Intermediary found to be engaging in Bribery or other illegal activity may
be reported to the relevant authorities. Criminal charges or civil proceedings
may result. Bribery committed by the Company’s Intermediaries may also lead
to termination of business dealings with that Intermediary and/or to the
Intermediary being removed from the Company’s list of approved suppliers.
4.5.4 An Intermediary should seek guidance from its HCA Healthcare UK contact if it
has any queries as regards what is acceptable ethical behaviour when engaged
by the Company. Such enquiries must be referred on to the Ethics and
Compliance Officer (contact: ethicsandcompliance@hcahealthcare.co.uk).
5 MERGERS, ACQUSITIONS, JOINT VENTURES AND NEW BUSINESS OPPORTUNITIES
5.1 When considering a merger, acquisition (in particular acquiring a physician
practice or an existing corporate practice), joint venture or new business
opportunity, the Company must ensure that the transaction (including any
payments to an owner, physician, or other person) is not used and could not be
perceived as a Bribe. Where physician practices are being acquired, Colleagues
must comply with the procedures in the Corporate Fair Market Value of
Consultant Agreements Policy available on Grapevine.
5.2 The Company must also ensure that it conducts appropriate, risk-based
anti-corruption due diligence on transaction targets and include appropriate
anti-corruption provisions in the transactional documents. If in any doubt please
contact the HCA Legal Department.
6 CONTRACTS AND EXPENDITURE LIMITS
6.1 Contracts entered into on behalf of HCA Healthcare UK should be in a form
approved by the HCA Legal Department.
6.2 No contract may be signed without such prior approval as set out in the
Contracts Approval Policy.
6.3 Unless expressly approved by the HCA Healthcare UK Legal Department,
contracts shall contain wording which makes clear that HCA Healthcare UK will
not permit Bribery on its behalf. Appropriate wording may be obtained from the
Legal Department.
6.4 Side-letters and other material which varies or expands the terms of any
contract are subject to the same principles. No such document may be entered
into without the prior approval of the HCA Legal Department.
6.5 Approval limits for expenditures are contained in the Contracts Approval Policy
available on Grapevine.
7 RECORD KEEPING AND TIMELY REPORTING
7.1 Colleagues must keep books, records and accounts which, in reasonable
detail, accurately reflect their business transactions and dealings with and on
behalf of the Company.
7.2 All transactions and holdings relating to HCA Healthcare UK must be recorded in
proper detail and according to the accounting standards applicable from time to
time. Such records must be available for audit at any time. All such records must
be maintained on HCA premises and/or on HCA systems and should be accessible
to authorised staff at all times.
7.3 No funds or property belonging to HCA Healthcare UK may be hidden or
disguised from audit or other scrutiny for any reason whatsoever.
7.4 No supporting documentation, such as invoices or receipts, may be forged or
postdated.
7.5 HCA requiresthat:
7.5.1 no entry shall be made in HCA Healthcare UK’s books and records that
intentionally hides or disguises the nature of any transaction or of any of
HCA Healthcare UK’s liabilities or misclassifies any transactions as to accounts or
accounting periods;
7.5.2 all transactions must be supported by appropriate documentation. Predating an
agreement, or requesting any person, including a customer, to predate the date
of execution of an agreement, is prohibited;
7.5.3 Colleagues must comply with HCA Healthcare UK’s system of internal controls at all
times;
7.5.4 No cash or other assets have been or will be maintained for any purpose in any
unrecorded or “off-the-books” account or fund;
7.6 HCA’s accounting records are relied upon to produce reports for HCA
Healthcare, Inc.’s management, shareholders and creditors, as well as for
regulators and other government agencies. Colleagues who collect, provide or
analyse information for or otherwise contribute in any way in preparing or
verifying these reports should strive to ensure that the financial disclosure is
accurate and transparent. In addition:
7.6.1 Colleagues shall not take or authorise any action that would cause HCA
Healthcare, Inc.’s financial records or financial disclosure to fail to comply
with generally accepted accounting principles, the rules and regulations of
the appropriate regulatory authorities or other applicable laws, rules and
regulations;
7.6.2 Colleagues must cooperate fully with any requests from the Accounting
Department, as well as the Company’s independent public accountants and
counsel, respond to their questions with candour and provide them with
complete and accurate information to help ensure that HCA Healthcare,
Inc.’s books and records, as well as HCA Healthcare, Inc.’s reports filed with
the appropriate regulatory authorities, are accurate and complete; and
7.6.3 Colleagues shall not knowingly make (or cause or encourage any other
person to make) any false or misleading statement in any of HCA Healthcare,
Inc.’s or HCA Healthcare UK’s reports filed with the appropriate regulatory
authorities or knowingly omit (or cause or encourage any other person to omit)
any information necessary to make the disclosure in any of HCA’s reports
accurate in all material respects.
7.6.4 In terms of Anti-Bribery compliance in particular, Colleagues dealing with
financial transactions or accounting should be vigilant not to disguise or
incorrectly record any payment or transaction which may be:
(i) a Bribe;
(ii) a Facilitation Payment;
(iii) a payment related to other criminality such as money-laundering,
blackmail or extortion;
(iv) an unauthorised sales commission; or
(v) the proceeds of crime.
7.6.5 HCA must not engage in any activity designed to assist any person to evade
lawful taxation.
7.7 Any Colleague who becomes aware of any departure from these standards must
report his or her knowledge promptly to a Facility CEO, the Group CFO, the
Executive Director/VP of Legal Services, the Ethics and Compliance Officer, or
another member of the HCA Healthcare UK senior management team.
8 REPORTING BEACHES
8.1 The Company provides an Ethics Line that enables anonymous reports of
potential violations of this and other Company policies, the Bribery Act, and
other applicable anti-corruption laws.
8.2 Any Colleague who becomes aware of or receives a reasonably credible report
that a potential violation has occurred must promptly make a report to his or her
line manager, the Facility CEO, the Ethics and Compliance Officer at HCA
Healthcare UK’s corporate office, or via the Ethics Line at 0800 89 0011, ext 800-
455-1996.
8.3 A Colleague’s failure to report any such warning sign or violation may lead to
disciplinary action, up to and including dismissal. Please refer to the HCA
Whistleblowing Policy available on Grapevine.
8.4 No Employee will be subject to retaliation or lose any remuneration,
including performance-related bonuses or other benefits, for reporting in
good faith an actual or suspected breach of this Policy.
9 PROFESSIONAL DEVELOPMENT AND TRAINING
9.1 HCA provides Employees with training and professional development
opportunities relevant to their role within the business.
9.1.1 As part of this process, every Employee is required to take part in the Company’s
mandatory ethics training programme. The training programme will include a
review of the specific risks faced by the Company, the Company’s anti-bribery
and corruption policies and procedures and the steps that are to be taken to
avoid or minimize these risks. The HCA Learning and Development
Department is responsible for delivering the contents of the training
programme to Employees.
9.1.2 In relation to the Company’s ethicstraining programme:
9.1.2.1 All Employees will be required to participate in the training
programme within one month of joining the Company as part of
their induction. Thereafter all Employees will be required to attend
the training programme annually as part of their performance
objectives.
9.1.2.2 A record of the training is to be kept in the Company’s learning
managementsystem.
9.1.2.3 Enhanced training may be provided to certain senior Employees and
those operating in relatively higher risk areas.
9.1.2.4 The Company encourages its Intermediaries to participate in its
training programme and may require certain Intermediaries to
receive anti-bribery training.
9.1.3 Employees have an individual responsibility to:
9.1.3.1 Read and understand relevant policy documents and laws;
9.1.3.2 Follow Company procedures;
9.1.3.3 Keep records of the procedures followed, e.g. attendance records,
clinical incident and risk reporting software (Datix), minutes of
meetings, databases and spreadsheets;
9.1.3.4 Maintain agreed standards as described in this Policy and other relevant
Company policies; and
9.1.3.5 Ask for training and support if a development need is identified.
9.1.4 Further details are set out on Grapevine.
10 APPRAISAL AND REMUNERATION
10.1 In carrying out the performance review of an Employee, HCA Healthcare UK will
have regard to whether, and to what extent, the Employee in question has
complied with the Code of Conduct and this Policy. An Employee’s
performance may be downgraded if he or she has failed to comply with the
Code or this Policy or failed to take part in relevant training within a reasonable
time. No Employee will lose any remuneration, including performance-related
bonuses or other benefits, for refusing to take action which would amount to a
breach of this Policy or for reporting a breach of this Policy in good faith.
11 COMPLIANCE IMPLEMENTATION, RISK ASSESSMENT AND MONITORING
11.1 The implementation of and compliance with this Policy, including attendance at
training, will be monitored on a regular basis by the HCA Healthcare UK senior
management team, Ethics and Compliance Officer and Financial Controls and
Compliance Department.
11.2 This Policy will be reviewed regularly by the HCA Healthcare UK senior
management team and the Ethics and Compliance Officer to ensure that it is fit
for purpose as part of a routine program of review of the Company’s policies and
procedures. In particular, HCA will review the areas of greatest ethical risk to the
business. As part of this process, the HCA Healthcare UK senior management
team will be briefed regularly by the Ethics and Compliance Officer and the
Financial Controls and Compliance Department regarding the effectiveness of
this Policy and issues of business ethics and will consider the extent to which
Policy updates are necessary.
11.3 Identifying potential ethical risks is key to protecting the Company from
reputational damage, financial loss and business disruption. HCA Healthcare UK’s
Financial Controls and Compliance Department will also undertake periodic risk
assessments for Bribery and corruption risks and report their findings to the
Group CFO. In addition, the Company has strict compliance procedures which
are regularly audited.
12 INVESTIGATIONS
12.1 All suspected breaches of this Policy must be referred to the Ethics and
Compliance Officer and to the HCA Legal Department immediately. The
Company may refer these matters directly to the law enforcement agencies.
External legal advice should be sought as appropriate.
12.2 The Company shall conduct an internal investigation of all credible allegations
and/or suspicions of violations of this Policy or related laws, which shall be
undertaken by the Ethics and Compliance Officer and the Legal Department as
appropriate. Depending on the seriousness of the issues, external legal advice
may be considered.
12.3 The Ethics and Compliance Officer and the Legal Department should consider
whether processes and controls have been followed and recommend any policy
or control improvements or other remediation which may be necessary.
13 SANCTIONS
13.1 Any Employee who is found to have violated the standards set out in this Policy
will be subject to disciplinary action. Sanctions may range from a warning to
termination of employment. The Company may, at its sole discretion, provide
additional and enhanced training for the Employee instead of or in addition to
imposing sanctions.
13.2 If HCA suspects any Intermediary to have violated the standards set out in this
Policy, it will conduct an appropriate investigation and may seek the cooperation
of the Intermediary in investigating and ensure all its legal rights are fully
reserved. Sanctions for violations of applicable laws, or this Policy may include
termination of any contracts, removal from HCA’s list of approved suppliers,
civil or regulatory proceedings and reporting suspected crimes to law
enforcement agencies.
13.3 The Company reserves the right to report any criminal behaviour to the
appropriate investigating authorities.
14 DEFINITIONS
Bribe/Bribery A Bribe amounts to an advantage (financial or
otherwise), which is sought, received, offered,
promised or given as an inducement or reward for
the improper performance of an official or business
activity, or in circumstances where it is illegal or
improper to seek, receive, offer, promise or give
the advantage. Anything of value may be considered
a Bribe if it is used for improper purposes, including
cash, cash equivalents (i.e., gift cards), Business
Courtesies, offers of employment, etc.
Bribery Act Bribery Act 2010, in force in the UK since 1 July
2011.
Business Courtesy A Business Courtesy is an item or services of value
given to another free of cost. This includes gifts and
events sponsored or hosted by the Company that
include some discussion of HCA’s business. Examples
of Business Courtesies include meals, tickets to
sporting or theatrical events, receptions, or other
entertainment or social events.
Colleague Collective term for both Employees and
Intermediaries.
Employee Members of staff employed by HCA Healthcare UK.
Ethics and Compliance Officer Ethics and Compliance Officer of HCA Healthcare UK,
based at the corporate head office, who can be contacted
at: ethicsandcompliance@hcahealthcare.co.uk
Facilitation Payment A payment of minor value made in order to acquire
or accelerate performance of a non-discretionary
task, usually performed by a low-level government
official, to which the entity or individual is
properly entitled. Such payments are illegal
under UK law (and in many other countries).
Facility An HCA Healthcare UK hospital or other business
operation, whether medical, administrative or
otherwise, including, but not limited to, consultant
and GP practices and all group departments,
wherever they may be located.
Facility CEO Chief Executive Officer responsible for the running
of a particular Facility.
Family Member Includes, but is not limited to, husband or wife or
partner, natural or adoptive parent, child or
sibling, step- parent, step-child, step-brother, stepsister, father- in-law, mother-in-law, son-in-law,
daughter-in-law, brother-in-law, sister-in-law,
grandparent or grandchild, and a spouse of a
grandparent or grandchild.
Foreign Public Official Individual who (a) holds a legislative, administrative
or judicial position of any kind, whether appointed
or elected, of a foreign country or territory outside
the United Kingdom (or any sub-division of such a
country or territory); (b) exercises a public
function
(i) for or on behalf of any country or territory
outside the United Kingdom (or any sub-division of
such a country or territory) or (ii) for any public
agency or public enterprise of that country or
territory (or sub-division); or (c) is an official or
agent of a public international organisation.
Grapevine HCA Healthcare UK’s intranet software application
Group CEO President and Chief Executive Officer of HCA
Healthcare UK.
HCA Healthcare, Inc. HCA Healthcare UK’s ultimate parent company, based
in the United States.
HCA Healthcare UK HCA International Limited and its subsidiaries and
affiliates.
Intermediary Individual performing a service for or on behalf of
HCA Healthcare UK including agents,
representatives, joint venture partners, doctors
with consulting privileges, and others. It does not
include Employees. A party who is not performing
services for or on behalf of HCA Healthcare UK will
not constitute an Intermediary.
– End Document –
15 APPENDIX I: RELATED HCA POLICIES AND PROCEDURES
HCA Healthcare UK’s policies and procedures are available on Grapevine.
HCA Code of Conduct https://www.hcahealthcare.co.uk/about-hca/mission-statement/
Policy Number HCAUS.GOV.ALL.POL.1000 1.0 (Global Anti-Corruption Policy)
Policy Number HCAUK.GOV.RM.POL.1004 1.0 (Corporate Business Courtesies Policy)
Policy Number HCAUS.GOV.SM.POL.1001 1.0 (Corporate Professional Services Agreements
Policy)
Policy Number HCAUK.GOV.RM.POL.1004 1.0 (Overseas Business Relationships Policy)
Policy Number HCAUK.GOV.SM.POL.1004 1.0 (Corporate Fair Market Value of Consultant
Agreements Policy)
Policy Number HCAUS.FI.AP.POL.1000 1.1 (Corporate Consulting Room and Secretarial / Billing
Services Policy)
Policy Number HCAUK.FI.AP.POL.1003 1.0 (Corporate Embassy Relationships, Billing & Collection
Policy)
Policy Number HCAUS.FI.PMM.POL.1000 1.2 (Contracts Approval Policy)
Policy Number HCAUK.HR.ALL.POL.506 (Whistleblowing Policy)
16 APPENDIX II: CHARITABLE DONATIONS AND POLITICAL CONTRIBUTIONS
Consistent with the Global Anti-Corruption Policy, LL.AC.001, the following limits and
procedures apply to HCA Healthcare UK:
Charitable Donations and Events
Before making or committing to make any charitable donations on the Company’s behalf,
Employees must obtain approvals, as set out below, in accordance with the current HCA
Healthcare, Inc.’s Contract and Disbursement Authorization Policy and as amended from time to
time (for copies of the Contract and Disbursement Authorization Policy contact the Financial
Controls and Compliance Department). In addition, all charitable donations on behalf of the
Company, regardless of the amount, require prior written approval of the Executive Director/VP
of Legal Services. Any charitable donations to a charity outside the United Kingdom require the
further written approval of HCA Healthcare, Inc.’s SVP and Chief Ethics and Compliance Officer
(or designee).
Level Approval Limit for Donations within UK
HCA Healthcare UK Facility CEO £10,000
HCA Healthcare UK Group CEO or CFO £25,000
HCA Healthcare, Inc. Group President or CFO £50,000
HCA Healthcare, Inc. CEO, CFO, or COO > £50,000
For approval of all charitable donations and payments, please complete the form below and
submit it to the relevant individuals (as detailed above) for approval.
For approval of all charitable donations of fixed assets (including used equipment) please
complete the Application Form For All Charitable Donations below and Donation of Equipment
Agreement attached at Appendix III and submit to the relevant individuals (as detailed above) for
the relevant approval.
For political contributions please complete the attached Political Contributions Approval Form
and refer any queries to the Legal Department. Political contributions on the Company’s behalf,
including but not limited to the provision of funds or resources to any elected official, political
party, candidate for public office, political campaign or political party official, can be made only
in very limited circumstances subject to approval by the SVP and Chief Ethics and Compliance
Officer (or designee). Political contributions must not be made to improperly influence the
recipient or in exchange for any business advantage.
APPLICATION FORM FOR ALL CHARITABLE DONATIONS
Facility Date of application
Contact name Phone number
Email address
To obtain pre-approval of any charitable donation you must complete this form and submit it with
any additional documentation that may be necessary to provide HCA Healthcare UK’s Facility CEO,
Executive Director/VP of Legal Services and/or Group CEO or CFO (and, if applicable, HCA Healthcare,
Inc.’s SVP and Chief Ethics and Compliance Officer (or designee); and/or HCA Healthcare, Inc.’s Group
President, or CFO; and/or HCA Healthcare, Inc.’s CEO, CFO, or COO) sufficient information with which
to evaluate the proposed charitable donation and the risk of non-compliance with the Anti-Bribery
Policy and any other anti-corruption laws applicable to the charitable donation.
1. Name of the charity:
2. Registered charity number (if registered):
3. Please provide a Charity Commission report on the charity if available on the Charity
Commission’s website.
Report attached YES NO
4. Value of the donation:
5. What is the reason for the donation?
6. Describe the type of donation (are HCA sponsoring an event, providing services, etc.)?
7. Please confirm how the charity beneficiaries will benefit from the donation and confirm
that the donation is consistent with charitable objects of the charity.
8. Is any trustee, officer, director or key employee of the charity connected to (a) HCA; (b) a UK
government official; or (c) a Foreign Public Official (as defined in the Anti- Bribery Policy)? If so,
please describe and declare any conflicts of interest.
9. Is the donation being made at the request of a UK government official or Foreign Public
Official?
10. Has the charity received donations in the past from HCA and, if so, how much (please
attach log of donations)?
Appendix 1: Charity Commission report
Appendix 2: Log of all donations made to the charity
I have reviewed this Application Form for Charitable Donations, as well as all accompanying
documentation. By signing below, I hereby authorize the charitable donation described herein.
HCA Healthcare UK’s Facility CEO
Date:
__________________________________
Executive Director/VP of Legal Services
Date: _______________________________
HCA Healthcare UK’s Group CEO or CFO
Date:
HCA Healthcare, Inc. SVP and Chief Ethics and
Compliance Officer (or designee)
Date:
HCA Healthcare, Inc. Group President, or CFO
Date:
HCA Healthcare, Inc. CEO, CFO, or COO
Date:
APPLICATION FORM FOR POLITICAL CONTRIBUTIONS
Facility Date of application
Contact name Phone number
Email address
All political contributions require pre-approval from HCA Healthcare, Inc.’s SVP and Chief
Ethics and Compliance Officer (or designee).
To obtain such pre-approval, you must complete this form and attach any additional documentation
necessary to provide the SVP and Chief Ethics and Compliance Officer (or designee) sufficient
information with which to evaluate the proposed political contribution and any risk of noncompliance with the Anti- Bribery Policy and any other anti-corruption laws applicable to the
political contribution.
1. Name of the political party/organisation:
2. Value of the political contribution:
3. What is the reason for the contribution?
4. Describe the type of contribution (are HCA sponsoring an event, providing services, etc.)?
5. Is the political party connected to HCA or an HCA employee in any way? If so, please
describe and declare any conflicts of interest.
6. Is the contribution being made at the request of a UK government official or Foreign Public
Official?
7. Has the political party received contributions in the past from HCA and, if so, how much
(please attach log of donations)?
8. Where is the political contribution logged? Please attach log of contributions to all
political parties.
9. Please provide any other information which may be relevant (e.g. date of event, guest list
for table at political conference; has an intermediary agent been used to make the political
contribution?).
10. For completion by the Legal Department.
Political Contribution approved/ declined
Signed:
Print name
Appendix 1: Log of all contributions made to the political party
I have reviewed this Application Form for Political Contributions, as well as all accompanying
documentation. By signing below, I hereby authorize the political contribution described herein.
HCA Healthcare, Inc. SVP and Chief Ethics and Compliance Officer ( o r d e si g n e e )
Date:
17 APPENDIX III: DONATION OF EQUIPMENT AGREEMENT
Prior to any donations of fixed assets (including used equipment) please complete the
disclaimer/donation agreement below to protect HCA International from any liability
DONATION OF EQUIPMENT BY HCA
1. DEFINITIONS
1.1 When the following words with capital letters are used in these Terms, this is
what they will mean:
a. Equipment: the equipment that We are donating to you as set out in the
Order;
b. Order: the document detailing the equipment you are accepting as a
donation as set out overleaf;
c. We/Our/Us: HCA INTERNATIONAL LIMITED trading as [name of facility] a
company registered in England and Wales under company registration
number 3020522 having its registered address at 242 Marylebone Road,
London, NW1 6JL (“HCA”)
2. OUR CONTRACT WITH YOU
2.1 The Equipment is donated without guarantee unless indicated otherwise. The
Equipment is donated with all faults and imperfections and errors of description,
you should satisfy yourself prior to accepting the Equipment. Any statement by
Us as to the Equipment is a statement of opinion only and you should rely on
your own judgement as to all matters affecting the Equipment.
2.2 The Equipment is donated strictly “as seen” with all faults whether indicated or
not. We accept no liability for the condition of the Equipment. It is your
responsibility to check such equipment prior to use and to ensure that any
medical equipment is regularly serviced. It is your responsibility to check the
condition of the items prior to donation.
2.3 We do not undertake to make deliveries. You must collect the Equipment from
the location stated in the Order at a time and date arranged with Us.
2.4 We warrant good title to the Equipment free of any bill of sale, hire purchase or
leasing agreement or any third party rights.
2.5 We are not liable for any claims for injury or loss resulting from the Equipment
not being in sound mechanical or electrical order or modified in any way
contrary to the manufacturer’s specification.
2.6 The terms implied by sections 13 to 15 of the Sale of Goods Act 1979 are, to the
fullest extent permitted by law, excluded from the Contract. Except as provided
in this Contract, We shall have no liability to You in respect of the Equipment
failure to comply with any warranty.
2.7 The risk in the Equipment shall pass to You upon collection. It is your
responsibility to insure the Equipment from the point of collection.
2.8 Title to the Equipment shall pass to You upon collection.
2.9 You warrant that you have no direct or indirect pecuniary interest or conflict of
interest that applies to the donation of the Equipment.
2.10 Each party shall comply with all applicable laws, statutes, regulations relating to
anti-bribery and anti-corruption including but not limited to the Bribery Act 2010
and the U.S. Foreign Corrupt Practices Act (Relevant Requirements).
2.11 You agree to treat all matters in relation to this contract, the Equipment
(including any data inadvertently left within/on the Equipment) with
confidentiality and indemnify us for any breach of confidentiality. This clause
survives termination of this contract.
2.12 We shall under no circumstances whatsoever be liable to you, whether in
contract, tort (including negligence), breach of statutory duty, or otherwise, for
any loss whether direct or indirect arising under or in connection with this
contract.
2.13 This Contract is governed by and is to be construed in accordance with English
law and the parties submit to the exclusive jurisdiction of the courts of England.
ORDER
Date:
Equipment:
Address for Collection of Equipment:
Date for Collection of Equipment:
Special Conditions: (if any):
Parties Representatives and addresses for notice are:
HCA: Recipient:
[insert name and contact details] [insert name and contact details]
EXECUTED as an agreement by the parties on the date
set out herein.
SIGNED for and on behalf of HCA )
INTERNATIONAL LIMITED trading ) ______________________________
as [name of facility] by: )
Date:
In the presence of:
Name:
Occupation:
Address:
Date:
SIGNED by: )
) ________________________________
Date:
In the presence of:
Name:
Occupation:
Address:
Date:
