As part of its anti-corruption program, Capria Ventures LLC and Unitus Seed Advisors LLP (collectively, “USF”) adopts for their own business practices and requires that all portfolio companies adopt an anti-corruption compliance program which adheres to the following principles:
- Each company should adopt policies and procedures that are reasonably designed to enable the company, its affiliated companies and its owners, directors, managers, officers, employees and agents to comply with all applicable anti-corruption laws and regulations for all jurisdictions in which the company does business including, without limitation, the U.S. Foreign Corrupt Practices Act, the UN Convention Against Corruption and the OECD Convention (collectively “Anti-corruption Laws”).
- Each company should establish and maintain proper books, records and accounts which, in reasonable detail, accurately and fairly reflect the transactions of the Company and the Company’s assets.
- Each company should establish and maintain a proper set of internal controls sufficient to provide reasonable assurances that transactions are executed and access to bank accounts is permitted only in accordance with the company’s applicable policies and procedures and management’s authorization;
- Each company must use only ethical, legitimate and legal business practices in the operation of its business and in promoting the company’s interests before government authorities. The portfolio company must adopt a “Profits and Values Approach” (see http://unitus.vc/pav, as may be updated from time to time) and require itself and its personnel to comply with such principles.
- The company’s shareholders agreement or similar document should include a requirement to comply with the aforementioned “Profits and Values Approach” and Anti-Corruption Laws, and undertakings by the company’s founders (or equivalent persons) to comply therewith.
- Company personnel, representatives, agents, consultants and intermediaries may not:
- make any payment or transfer of value with the intent, purpose or effect of engaging in commercial bribery;
- facilitate or agree to kickbacks or other unlawful or improper means of obtaining or retaining business; or
- promise, offer or give to a government official, directly or indirectly, any money or anything else of value, to or for the benefit of the government official himself or herself or another person or entity, in order to induce or influence the government official to act or refrain from acting in the exercise of his or her official duties in relation to the business of the company.