Ethics and Anti-bribery Policy

References to internal processes, e.g around gifts and hospitality forms submissions are not applicable to non-Domino employees.

Introduction

Domino’s purpose is “to apply advanced variable data printing expertise and reliable solutions to help the world’s manufacturers be sustainable and cut waste, while attracting, informing and protecting consumers”, which together with our core values shape the culture of our business and are the foundation of how we work internally and with our customers and suppliers.

Acting ethically and responsibly to achieve our purpose is what Domino expects of all of its employees. We believe that corporate responsibility is integral to our business success, and we are firmly committed to the welfare of our stakeholders, including our communities, employees, environment, value chain, and partners. We expect every employee to take individual responsibility for their performance and to work together to achieve our goals ethically and in conformity with the expectations set out in this Code of Conduct.

What does this Code of Conduct cover?

As a business operating across many countries, Domino needs to comply with the law of every country we do business in. As Domino employees, you must also comply with all of those laws, and always act with honesty, fairness and integrity. This Code of Conduct should guide your conduct in your day to day working life; it sets out the appropriate ethical and legal behaviour expected of you whilst working at Domino.

You can resolve most ethical questions by taking time to consider whether you are acting fairly and honestly towards customers, suppliers, your fellow employees, and the general public.

Who does this Code of Conduct apply to?

This Code of Conduct applies to all Domino employees; whether that is Domino Printing Sciences plc or one of its subsidiaries. This Code of Conduct is issued to all employees on joining Domino, published on Domino’s Intranet, and forms part of the terms and conditions of your employment. This Code of Conduct is reviewed and reissued as necessary. This Code of Conduct is aligned with Brother’s Principles of Social Responsibility.

Domino as a part of the Brother Group

The Brother Group’s mission is to place customers first everywhere, every time, as embodied by the spirit of “At your side.” and to provide them with superior value by quickly creating and delivering high-quality products and services. The Group also builds strong, long-lasting relationships with customers, gaining their loyalty. The executives and employees consistently observe the changing world’s needs, make fast decisions and take quick action, with readiness to take on new challenges and a strong sense of responsibility.

The Brother Group respect the culture, rules and spirit of laws in all countries and regions where it operates. The Brother Group must always be a good corporate citizen, sharing our social, economic and cultural resources in all the communities where the Brother Group operates. Domino, as part of the Brother Group fully aligns with these principles and strives to achieve Brother Group’s mission.

What are your obligations?

As a Domino employee, you have an individual responsibility to deal ethically with our customers and suppliers, fellow employees and the general public. It is not enough to just avoid unethical conduct; you should always treat people you come into contact with during the course of business with honesty, equality, respect and integrity. We also encourage you to report suspected breaches of this Code of Conduct as soon as possible in the knowledge that your concerns will be taken seriously, investigated as appropriate, and that confidentiality will be respected.

Conflicts of Interest

At times, your own interests, or the interests of your partner/spouse or other close family members could conflict with your role at Domino.

To avoid any situation where a conflict could arise, you should not:

work for, or provide advice or consulting services to a competitor, supplier or customer;
run any side business in your free time which will compete with, sell to, or buy from Domino; or
make any financial investments in competitors, suppliers or customers, other than nominal investments in public companies.

If you think that your personal or financial interests may affect your impartiality, or conflict with Domino’s interests, you should report this to your line manager.

Domino prohibits its executives and employees from committing any acts in conflict with the Group’s interest. The Group also prohibits them from misappropriating its assets to make personal gains.

Bribery and Corruption

A bribe is when you give someone something in return for doing something they would not usually (and should not) do, and this definition extends to bribes given or taken by you, by Domino, or by a third party on behalf of Domino.

Corruption is when someone uses their role or power within a business to make a payment, or give a gift, to a public official, or an employee, to get them to do something for them or their business. Both of these acts are against the law.

Giving/receiving of gifts, monetary payments and hospitality could all constitute bribery and/or corruption.

Examples:

Offering a bribe

You offer a potential customer tickets to a major sporting event, but only if they agree to do business with us.

This would be an offence as you are making the offer to gain a commercial and contractual advantage. Domino may also be found to have committed an offence because the offer has been made in order to obtain business for Domino. It may also be an offence for the potential customer to accept your offer.

Receiving a bribe

A supplier gives your nephew a job, but makes it clear that in return they expect you to use your influence in Domino to ensure Domino continues to do business with them.

It is an offence for a supplier to make such an offer. It would be an offence for you to accept the offer as you would be doing so to gain a personal advantage.

Receiving gifts, hospitality and financial incentives

All business decisions must be made impartially and fairly, and not on the basis of gifts, gratuities or hospitality offered to you. Neither you, nor any member of your family, may solicit or receive favours, gifts, hospitality, loans (or other financial incentives) or other benefits (including services and discounts as well as material goods) from any supplier, customer or competitor.

The only exception to this Code of Conduct is that you may receive reasonable hospitality (up to £150 in value per person or the equivalent in another currency) and gifts (other than money) (up to £50 in value or the equivalent in another currency) which are customarily offered to others having a similar relationship with the supplier, customer or competitor. You should never accept a financial incentive from anyone. You should exercise good judgement in deciding whether to accept gifts of nominal value or reasonable hospitality.

If you are offered a gift worth over £50 in value, or hospitality worth over £150 in value (per person), or hospitality worth over £100 in value (per person) where there are more than two Domino employees taking part in any hospitality event you must:

obtain the approval of your manager; and
record it in the register of gifts and hospitality.

You will find a copy of the form for recording a gift on the register of gifts and hospitality on the Group Legal intranet page. Once you have filled it in, please send it to General Counsel (Head of the Legal Department).

Giving gifts, hospitality and financial incentives

Gifts and hospitality must not be used with the intention of persuading anyone to act improperly or to influence a public official in the performance of his or her duties.

Gifts of nominal value (up to £50 in value or the equivalent in another currency) and reasonable hospitality (up to £150 in value (per person) or the equivalent in another currency) may be offered for the purpose of promoting Domino’s image, presenting its goods and services, and promoting good relations with business partners. If the gifts and hospitality make the customer feel obligated to offer any special consideration to Domino, they are unacceptable.

The only payments Domino should make to third parties are for goods and services properly provided to Domino. You should not make any payment (either direct or indirect) to secure or maintain business, or for any other purpose, to any government employee to or the personnel of any customer, supplier or competitor. So that there can be no doubt over the legality of payments, Domino will never make any cash payments, other than documented petty cash disbursements, to anyone.

Where there is any doubt about whether a gift, or the provision of hospitality, is appropriate, always discuss the matter with your manager.

Unless approved by a member of Domino’s Executive Management team or a subsidiary General Manager, if you plan to offer a gift worth over £50 in value, or hospitality worth over £150 in value (per person), or hospitality worth over £100 in value (per person) where there are more than two external individuals taking part in any hospitality event, you must:

obtain the approval of your manager; and
record it in the register of gifts and hospitality.

For subsidiary General Managers, the values referred to above shall be a gift worth over £100 in value, or hospitality worth over £300 in value (per person), or hospitality worth over £200 in value (per person) where there are more than two external individuals taking part in any hospitality event.

Facilitation Payments and Kickbacks

We do not make, and will not accept, facilitation payments or “kickbacks” of any kind.

Facilitation payments are typically small, unofficial payments made to secure or expedite a routine or necessary action (for example by a government official).

Kickbacks are typically payments made in return for a business favour or advantage.

You must avoid any activity that might lead to facilitation payments or kickbacks being made or accepted by Domino or on Domino’s behalf, or that might suggest that such a payment will be made or accepted. If you are asked to make a payment on Domino’s behalf, you should always be mindful of what the payment is for and whether the amount requested is proportionate to the goods or services provided. You should always ask for a receipt which details the reason for the payment. If you have any suspicions, concerns or queries regarding a payment, you should raise these with your manager, the Chief People Office and General Manager - Europe, General Counsel, or using the raise concerns email address: raiseconcerns@domino-printing.com.

Domino will not engage in any form of corruption, extortion or embezzlement.

Domino will take a firm stance against any groups or individuals who use acts of violence or intimidation or fraudulent means to seek economic gains, as well as other antisocial forces, and will never have any relationships with them.

Donations

We do not make contributions to political parties. We only make charitable donations that are legal and ethical, and that accord with local laws and practices.

Ethical and respectable business practices

Marketing practices

Domino will comply with all applicable standards of advertising, and will not use marketing that is misleading or inaccurate. Advertising will always be in good taste. All claims made in advertisements will be fully supported by the necessary evidence.

When placing advertisements and labelling its products, Domino will provide accurate information to avoid misleading stakeholders.

Competition Law

Domino will comply with all competition and trade laws. All Domino customers will be treated fairly and even-handedly, and no preferential trade terms or other treatment will be extended to any customer in violation of any law. Domino absolutely prohibits consultations or any other engagement with competitors regarding prices, customers or territories.

Domino will comply with all applicable competition-related and anti-trust laws and regulations of the countries and regions where it operates and will never restrict or distort free and fair competition.

Appropriate trade controls

Domino will comply with all applicable laws and regulations on security trade control of the countries and regions where it operates, as well as internal rules thereon, and will never be involved in export or technology transfer that can lead to the proliferation of weapons of mass destruction or the excessive accumulation of conventional weapons.

Environmental Protection

Domino believes that everyone has a responsibility to protect the environment and human health. No individual employed by Domino will knowingly buy for use at Domino, or dispose of, any chemical or other substance which is illegal.

Managers are expected to:

keep up to date with all relevant laws and regulations concerning the protection of the environment;
seek professional guidance when necessary; and
ensure their teams comply with the relevant laws and regulations.

Environmental laws and regulations must be adhered to alongside all other laws and regulations. Accidental incidents which affect the environment are to be reported immediately to the appropriate outside authorities as well as to senior management.

Reporting Practices and Financial Information

The Domino Group will record and report all necessary information, including accounting records promptly, accurately and in a complete format. All records will be retained as necessary.

Domino employees are responsible for ensuring the accuracy and reliability of Domino accounts. Fictitious, improper, deceptive, undisclosed or unrecorded accounts of funds or assets are a serious ethical abuse and illegal. All accounts and records should conform to accepted accounting principles and to all applicable laws and regulations.

All transactions must be accurately documented and accounted for in the accounts and records of the relevant subsidiary and correctly and accurately reported to Group as required. All entries must contain appropriate descriptions of the underlying transactions, and no false or deceptive entries shall be made. No employee shall enter into any transaction with the understanding that it is other than as described in the supporting documentation. You must not participate in obtaining or creating false invoices, payroll records or other misleading documentation, or inventing or using fictitious entities, sales, purchases, services, loans or other financial arrangements for any purpose. Domino will not maintain or use any anonymous ('numbered') bank account or other account that does not identify Domino's ownership.

Moreover, Domino requires its employees to ensure that statements of a personal nature appearing in newspapers or magazines, and on radio, television, video or via the internet and/or any social media platforms, will not give the appearance of speaking or acting on the Domino Group and/or Brother Group's behalf.

Information Management

Domino will operate rigorous information management systems to safeguard and appropriately handle its information assets and to protect them from various risks. Domino will ensure that confidential information relating to the Brother Group companies, other organisations, or their customers will never be unlawfully disclosed to third parties without consent. Domino also prohibits any unauthorised disclosures and information leakage. Moreover, Domino also prohibits acquisition of corporate information from inside and outside the company by improper means, leakage of acquired information to other companies or persons, or use of that information for personal interest. This principle also applies to former executives and employees.

Product Integrity

Strict product integrity is necessary for Domino to achieve its quality objectives and to maintain its reputation for quality products. Domino will never wilfully conceal defective work or material, falsify records or make false certification or claims regarding its products.

You are responsible for ensuring the integrity of the products under your control and for the accuracy of the documentation supporting product integrity. Incidents of suspected or known concealment of defective work or material, or falsifications of records, are to be immediately reported to your line manager.

Trading in Company Securities - Insider Information

You must not use any confidential or “insider” information which you may be aware of to trade in Brother Industries Limited shares or cause others to. “Insider” information is information which is material to those shares and which has not been released to the public. For example, you know that the share price may increase quickly because of some good news that has not been released to the public yet, and you use that information to buy shares quickly, or tell your friends to buy shares, before the price increases.

Domino will never disclose any confidential information it has obtained about itself or other companies to anyone other than those to whom it recognises the need to provide that information for business purposes, nor will it use that information to engage in any forms of insider trading, including purchasing or selling the shares or securities of the relevant companies. The Group also prohibits its executives and employees from being personally involved in insider trading.

Confidential information

Domino has rigorous information management systems and ensures that employees will not unlawfully disclose confidential information relating to the Domino Group or Brother Group companies, other organisations or our customers to third parties without consent.

Protection of personal information

Domino respects the privacy of all of its stakeholders, including (without limitation) our customers, business contacts and employees and has developed safeguards designed to limit access to their personal information in accordance with local privacy laws. Domino safeguards private information, including personal data, lists of our customers and employees and does not authorise our employees to share private information, unless it is done in accordance with local data protection laws and our applicable privacy policies or otherwise with permission, as appropriate.

Protection of intellectual property rights

Domino will endeavour to secure, maintain and expand Domino’s intellectual property rights (including but not limited to patent rights, trademark rights and copyrights). Domino will respect the intellectual property rights of others and strive to avoid infringing on those rights.

Health, Safety and Respect

Responsibilities to Employees

Domino believes that all of its employees should have a safe work place and equal opportunities for promotion and advancement. Domino will comply with all health, safety, and other similar laws and regulations. Domino is committed to maintaining safe working conditions in all of its facilities. As a Domino employee you should, at all times:

comply with all Domino safety procedures and policies;
follow necessary precautions to avoid behaviour that could cause harm to yourself or others;
avoid any activity that might endanger yourself or fellow employees; and
notify your line manager of any potentially dangerous conditions in your workplace.

Domino has clearly defined disciplinary policies and procedures and communicates these policies to its employees.

Managers, with the help of relevant directors or other managers, are expected to promptly correct any serious safety hazards and to stop any production process involved until the hazard has been corrected.

Fair working conditions

All Domino employees will enjoy a work environment free from harassment and discrimination. Domino does not tolerate acts of discrimination or harassment. In particular, you should not:

unlawfully discriminate against anyone based on, for example, race, sex, age, sexual orientation, pregnancy, political affiliation, union membership, marital status, nationality, ethnic background, religion or disability; or
violate a person’s dignity by engaging in harassment or abuse (on any grounds in any form), corporal punishment, mental or physical coercion, or use the threat of any such treatment.

All Domino employees are expected to adhere to Domino’s Equal Opportunities Code of Conduct and Dignity at Work Code of Conduct.

Domino will comply with all safety and accident prevention laws and regulations and devote sustained efforts to creating safe and secure working environments where all employees can work healthily and create excellent value.

Industry regulation

You should avoid all forms of publicity that will reflect negatively on our industry e.g. by refraining from disparaging or slandering our competitors and their products or services.

Human rights and ethical trading

Domino is committed to human rights and ethical trading in its business activities and employment practices. Domino will act with the highest integrity and ethics in all aspects of its activities.

We will comply with all local laws and regulations, instructions of competent authorities, or appropriate local industry practices, in relation to working conditions, including hours, wages and benefits (including minimum wages) and overtime hours.

Domino will respect the human rights of all stakeholders and will be committed to actively ensuring that human rights are fully respected. Domino will ensure that this commitment permeates its entire value chain by conducting due diligence.

Domino will share its procurement policies and standards with its suppliers and contractors to ensure the fairness and responsibility of its procurement activities.

Domino respects the rights of employees in each country in which we operate to associate freely with others, join or not join labour unions or workers’ councils and seek representation, in accordance with local laws and regulations.

Domino does not tolerate or engage in illegal labour practices, in particular we do not:

use forced labour or involuntary prison labour;
require anyone to hand over government-issued identification, passports, or work permits to Domino as a condition of employment (except temporary handover for identification confirmation or government formalities);
knowingly employ any persons below the age for completing compulsory schooling in accordance with local laws; or
knowingly employ persons under the age which the law in any relevant country sets out as the minimum age for such work; or
knowingly employ persons under 15 years old (or 14 where the law of the country permits); or
assign employees under the age of 18 to work that is likely to jeopardise their health or safety.

Domino’s Anti-Slavery and Human Trafficking Statement (available on Domino’s website) sets out steps taken by Domino to combat slavery and human trafficking.

Domino will appropriately assess and mitigate any adverse impacts of its business activities on human rights by having parties involved in its value chain undergo human rights due diligence and by setting up a contact point for those whose human rights are under such adverse impacts so that they can appeal for remedial measures.

Respect for diversity

Domino will always act toward individuals with trust and respect, foster a culture of mutual respect for and inclusion of diverse values, and maximise the individuality and capabilities of every single employee. Also, Domino will never tolerate any forms of discrimination or harassment and will work to prevent and eliminate discrimination and harassment so that all employees can demonstrate their talents with peace of mind.

Helping protect the earth

Domino will achieve carbon neutrality of all its business operations and minimise CO2 emissions from its entire value chain, thereby contributing to creation of a carbon-free society.

Domino will promote activities to ensure sustainable use of precious resources and minimise the environmental impact of waste, aiming to maximise resource circulation.

Domino will promote activities to minimise the environmental impact of its business operations on ecosystems and to restore and conserve the ecosystems beyond the impact.

Raising concerns/whistleblowing

You should raise any ethical concerns, and report any actual or suspected breach of this Code of Conduct, to your manager, to a Domino director, to a member of the Legal team, or, where the relevant issue relates to matters covered by Domino’s Whistleblowing Code of Conduct, using the raise concerns email address (raiseconcerns@domino-uk.com). Domino does not authorise employees to retaliate against persons for making a good faith report of a violation and, where appropriate and if permitted by local laws, will ensure the anonymity of any whistleblowers.

If you are offered a bribe, or are asked to make one, or if you believe or suspect that any bribery, corruption or other breach of this Code of Conduct has occurred, or may occur, you should report this to the Chief People Officer, General Counsel or use the raise concerns email address.

Application of the Code of Conduct

You are expected to be familiar with, and to observe, the ethical standards outlined in this Code of Conduct. If you fail to comply with this Code of Conduct, it is a disciplinary offence, which may lead to dismissal and even criminal legal action. Managers are responsible for ensuring the application of this Code of Conduct by monitoring and enforcing the Code of Conduct within their areas. Application of the Code of Conduct is one of the performance standards by which all managers are measured. All of Domino's managers are expected to lead by example and communicate a real concern for the observance of these ethical guidelines.

Personal Responsibility

Each of us should take pride in the high standard of conduct that has always identified us as Domino employees. Let us resolve together to continue to be a Group which will tolerate nothing less than complete honesty, fairness and integrity in our dealings with individuals, social groups, businesses and government institutions that depend on us.

To ensure that this Code of Conduct is adhered to, Domino will establish a management system as follows:

regular mandatory training to all employees with respect to compliance to this Code of Conduct;
periodic auditing of all Domino Group companies to ensure conformity with this Code of Conduct; and
each Domino Group company will correct in a timely fashion any deficiencies identified by periodic audits.

Robert Pulford
Chief Executive Officer
Domino Printing Sciences plc

Need more information?

Get in touch