Global Policy

GLOBAL ANTI-BRIBERY
AND CORRUPTION
POLICY

Document Version: 2.1

Issue Date: August 2020
 Global Anti-Bribery and Corruption Policy
Location: Central Process Repository Document: SGLOBECOMPL409
INTERNAL USE ONLY
Author: Jon Staniforth Updated by: Reid Houser
Release Date: 03 August 2016 Last Reviewed: August 2020
Status: Approved Owner: Head of Global Compliance
Version: 2.1 Custodian: Head of Global Compliance

Index of Content

1. PURPOSE AND OVERVIEW ....................................................................................................... 3

2. SCOPE ................................................................................................................................ 3

3. DEFINITION .......................................................................................................................... 3

4. POLICY STATEMENTS .............................................................................................................. 3

4.1 APPLICABLE LAWS ........................................................................................................................... 3
4.2 PROHIBITION OF BRIBERY AND CORRUPTION ............................................................................................ 3
4.3 CHARITABLE AND POLITICAL CONTRIBUTIONS ........................................................................................... 4
4.4 CONFLICTS OF INTEREST..................................................................................................................... 4
4.5 GIFTS, MEALS AND ENTERTAINMENT ..................................................................................................... 4
4.6 FACILITATION PAYMENTS ................................................................................................................... 5
4.7 DUE DILIGENCE............................................................................................................................... 5
4.8 PROCUREMENT ............................................................................................................................... 5
4.9 BOOKS AND RECORDS ....................................................................................................................... 5
4.10 TRAINING AND COMMUNICATION......................................................................................................... 6
4.11 REPORTING VIOLATIONS .................................................................................................................... 6

5. DEFINITIONS ........................................................................................................................ 7

6. APPENDIX............................................................................................................................ 8
6.1 APPENDIX A: ANTI-CORRUPTION LAWS ...................................................................................... 8

DOCUMENT CONTROL PAGE .............................................................................................................. 10

Sitel Group www.sitel.com

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1. Purpose and Overview

This policy establishes Sitel Group’s global standards, responsibilities, and requirements for the deployment
of controls regarding the prevention of corruption and bribery by conducting business at the highest ethical
standards. Sitel is committed to compliance with anti-corruption and anti-bribery laws in the countries in
which we do business and to implement policies and procedures that prohibit bribery and corruption by our
associates and anyone representing our interests.

At Sitel Group, we value integrity, transparency and ethical behavior throughout our business operations.
We are committed to compliance with anti-corruption and anti-bribery laws in the countries in which we do
business which includes the U.S. Foreign Corrupt Practices Act (FCPA), French Sapin II Law and the UK Bribery
Act (UKBA). All Sitel associates are expected to conduct themselves with honesty, integrity, and fairness and
abide by all anti-corruption and anti-bribery laws to avoid the perception of misconduct.

2. Scope
This policy applies to all Sitel associates and third parties (“Sitel Associates”) working on behalf of Sitel Group
to refrain from any form of bribery or corruption throughout business operations, anywhere in the world
involving government officials or commercial enterprises. Where client requirements differ from this policy,
they must be approved by Sitel’s Legal Team and, where in compliance with applicable laws, communicated
to appropriate functional and operational teams.

3. Definition
For the purposes of this policy, a bribe is an offer, promise, authorization, or reward in order to gain favor, a
financial or other advantage from another to influence a business outcome improperly, with a government
official or non-government official. Bribes in the form of kickbacks, extortion, or anything of value in order to
induce a business advantage, will not be tolerated by Sitel Associates.

4. Policy Statements
4.1 Applicable Laws
This policy establishes the principles which govern our conduct to adhere to the U.S. Foreign Corrupt
Practices Act (FCPA), French Sapin II Law, the UK Bribery Act and other anti-corruption laws. The purpose of
this policy is to define Sitel’s position, responsibilities and requirements for the deployment of controls
regarding the prevention of bribery and corruption and continue operating as an ethical business.

4.2 Prohibition of Bribery and Corruption

Sitel does not tolerate any form of bribery or corruption. Under no circumstance shall any Sitel associate or
anyone acting on Sitel’s behalf give, pay, offer, promise to pay, or authorize the giving or payment of money
or any other thing of value to any foreign government official or Sitel client, vendor or other business partner
for any improper purpose or in violation of applicable law, including the local laws of any relevant country.

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Forms of bribery include but are not limited to kickbacks, commercial bribery, political contributions, off
record payments.

Promotional gifts of nominal value may be given as a courtesy in recognition of services rendered or as a
gesture of goodwill. The gift should bear Sitel’s trademark or logo. Sitel Group associates may pay for the
reasonable cost of a foreign official’s meals, lodging or travel. All expenses must be bona fide, reasonable
and directly related to the promotion, demonstration or explanation of Sitel Group’s products, services, or
the execution of a contract with a foreign government or agency.

4.3 Charitable and Political Contributions

Charitable donations can be considered a bribe by providing anything of value to an individual or organization
which holds an influence over a decision which could affect the organization. Any charitable donation should
follow the guidelines established in the Global Charitable Giving Policy for the proper approval and
documentation process. Charitable donations which can be considered a bribe include, but are not limited
to:
• Monetary donations
• In-Kind benefits
• Expert Sponsorship
• Community Investments
• Government officials include political parties and candidates. We do not allow political
contributions made on behalf of Sitel Group. In addition, no political contribution or donation to
or for the benefit of a foreign government official shall be made by any Sitel associate without
the prior written approval of the Sitel Legal Team. Political contributions include, but are not
limited to:
• Monetary items
• Non-monetary items
• Use of corporate resources

4.4 Conflicts of Interest

Sitel Associates must avoid transactions in which personal interest could conflict- or be seen in conflict- with
the interest of the Company. This includes but is not limited to, acting on any client information gained
through employment with the Company used for personal gain or passing information to a third party.
Associates must disclose any personal conflict of interest or perceived conflict of interest to their direct
supervisor.

4.5 Gifts, Meals and Entertainment

A conflict of interest may exist when an employee receives or gives gifts or meals and entertainment which
are not customary, reasonable or common in our industry and locations where we conduct business. Sitel
Group prohibits the giving or receiving of gifts, promotional items, travel and accommodations, or other
benefits for the purpose of securing an improper advantage or inappropriately influencing the recipient.

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Associates are prohibited from asking for or in any way soliciting gifts, or meals, and/or entertainment. Gifts,
or meals and entertainment paid by any Sitel associates without reimbursement by Sitel Group is still subject
to the terms of this policy.

4.6 Facilitation Payments

“Facilitation or grease payments” are made to facilitate a normal governmental function and can be treated
as a bribe or kickbacks. Any facilitation or grease payments are prohibited under the UK Bribery Act and this
Policy. Sitel’s policy strictly prohibits “facilitation payments,” discussed above, for routine, non-discretionary
government functions. In addition, no political contribution or donation to or for the benefit of a foreign
government official shall be made by any Sitel associate without the prior written approval of the CFO.

4.7 Due Diligence

Sitel Group will complete adequate due diligence measures to confirm the third party does not have a history
of corrupt payments or is not listed under any sanction list as listed under the Office of Foreign Assets Control
(OFAC), or subject to restrictive measures as listed under the UK’s Financial Sanctions list. Sitel Group will
engage in regular audits to ensure ongoing compliance with third parties.

Sitel Group will monitor for bribery related activity in global activities and take appropriate actions to prevent
and detect bribery to ensure compliance. Third-party company representatives, agents, or joint venture
partners must:
• Certify or represent they comply with the applicable anti-bribery laws;
• Be vetted through Sitel Group’s risk-based due diligence process and procedures including, but
not limited to, questionnaires, investigations, reference checks, interviews, and/or on-site
inspections.

4.8 Procurement
Sitel shall address bribery and corruption risk in procurement and supply chain activities by ensuring
payments made for goods and services are reasonable and appropriately documented. Sitel Group ensures
the selection of suppliers is fair and transparent. The selection of suppliers is based on due diligence of the
company, not be based on associate recommendation. Suppliers are expected to follow Sitel Group’s Global
Supplier Code of Conduct and will communicate any violations of this policy. Sitel Group reserves the right to
terminate the contract if this policy is violated.

4.9 Books and Records

Sitel shall maintain adequate accounting books and records which properly, completely and fairly document
include all financial transactions and assets and funds dispositions wherever they take place. In addition, Sitel
will maintain a system of internal accounting controls reflecting transactions, assets and financial position.
Documentation is required while processing payments and used as backup documentation to justify payment
requests, authorization and classification of accounting codes in standard accounting rules and procedures.
Any intended payment made to a government official must be consulted with Sitel Group’s Legal Team.

Sitel Group www.sitel.com

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Written documentation of the pre-approved payment, reimbursement or gift must be obtained when
involving a government official.

Where Sitel owns less than or equal to 50% of the voting power of any business entity, Sitel shall use good
faith efforts, to the extent reasonable under the circumstances, to cause the entity to maintain the same
records and controls as Sitel.

The use of any accounting principles at Sitel that deviates from established Sitel accounting policies and
practices using the Generally Accepted Accounting Principles (GAAP), including the omission or falsification
of expense reports, is prohibited. Any undisclosed or unrecorded company funds such as “off-book funds”,
any funds which are retained or inappropriately established in a non-Sitel account directed by Sitel associates
without proper documented terms and conditions, transparency, authorization are a violation of Sitel
Group’s Global Code of Conduct and Ethics and this Policy which can result in disciplinary action. Requests
for false invoices or reimbursement of expenses that are unusual, excessive or without proper justification
must be rejected and reported.

4.10 Training and Communication

All Sitel associates share responsibility for the detection of bribery and corruption activities and for the
deployment and compliance with anti-bribery and corruption policies, initiatives and procedures. Sitel Group
requires anti-bribery related training for all Associates who may interact with government officials or who
may come in contact with sensitive data and requires Directors and above to complete annual Code of
Conduct training. Failure to participate in such training may be cause for disciplinary action, up to and
including termination of employment. Sitel management is responsible for:
• Implementing policies and procedures meant to identify bribery and corruption activities;
• Educating associates and promoting awareness of bribery and corruption policies and
procedures and the ethical principles subscribed to by Sitel;
• Ensuring all bribery and corruption issues, suspected or actual, are reported immediately through
Sitel’s Security Incident and Ethics hotline at www.ethicspoint.com or the toll free number for
each country, as relevant to the incident (as shown in local posters) and notifying the Sitel’s Legal
Team.

Sitel shall communicate this policy and relevant guidance to all Sitel associates and all other Sitel Associates
through established internal communication channels. The Head of Global Compliance is responsible for the
monitoring and implementation of this policy.

4.11 Reporting Violations

It is the obligation of every Sitel associate to comply with this policy. No Sitel associate has the authority to
act contrary to the provisions of this policy or to authorize, direct, or condone violations of it by any other
Sitel associate or by any agent or any other associate. No Sitel associate should attempt to resolve questions
regarding the interpretation or applicability of this policy on their own. Rather, all questions of interpretation

Sitel Group www.sitel.com

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or applicability must be referred to the Legal Team. The Legal Team or his or her designee shall conduct or
cause to be conducted an appropriate investigation of any such report.

If you observe conduct which may violate this policy, contact Sitel Group’s Legal Team or use EthicsPoint at
www.ethicspoint.com or the toll free number found on the website. Reports will be treated as confidential
to the extent permitted by the law. Sitel Group will investigate, respond and take appropriate action to
remediate any underlying causes and effects of, any actual or alleged violations of this Policy which could
lead to disciplinary action. If necessary, such action will include assessing and/or modifying internal controls,
policies and procedures. Willful ignorance, which includes not making a reasonable inquiry of suspicious
activity, is not a defense. All Sitel associates must be aware of “red flags” in transactions with third parties.
Sitel Group prohibits retaliation for good faith reports or suspected misconduct. Failure to report a violation
of this policy constitutes an independent violation of this policy and the Global Code of Conduct and Ethics,
up to and including termination of employment. Failure to cooperate in an internal review will be considered
a breach of duty and obligation to Sitel Group and will deal with this failure severely in accordance with any
local laws or regulations.

Breach of this policy by any Sitel associate may result in disciplinary action, including potential termination
and any other remedial or punitive action as shall be appropriate in the circumstances. Sitel will not pay any
fine imposed on any individual as a result of breach of this policy.

5. Definitions
The following terms and definitions are used in this document:

Anything of Value The term “anything of value” can include:

Anything of cash or cash equivalent; Business, employment or investment
opportunities; Non-arm’s length transactions; Solicitation and extortion;
Anything that can be considered a bribe, payoff or kickback or creates an
appearance that the giver is entitled to preferential treatment
Bribe/Bribery Refers to the offering, promising, giving, accepting or soliciting of an
advantage as an inducement for an action which is illegal, unethical, or a
breach of trust. A bribe refers to “anything of value” which can take the form
of a gift, loans, fee, rewards, donations, etc.
Commercial Bribery Any bribery including commercial (non-governmental) parties is prohibited.
Employees and agents are prohibited to promise, authorize or provide
anything of value to reward improper performance for business-related
activity.
Conflict of Interest A situation where an individual or an entity for which they work is confronted
with choosing between the duties and demands of their position and their
own private interests.
Facilitation Payments A small bribe, also called a “facilitating”, “speed”, or “grease” payment made
to secure or expedite the performance of a routine of necessary action to
which the pay has legal or other entitlement

Sitel Group www.sitel.com

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Foreign Official A foreign official includes any officer, employee, or associate acting in an
official capacity for or on behalf of any foreign, domestic, federal, territorial,
state or local governmental authority or any department, agency, or
instrumentality thereof (including state-owned entities) and any public
organization.
Kickbacks Occurs when an individual is offered anything of value intended as
compensation for favorable treatment or improper services
Political Contribution Any contribution, made in cash or in kind, to support a political cause which
can include gifts, services, endorsing a political party, and the purchase of
tickets to fundraising events.
Sitel Associates Sitel Associates, independent contractors, consultants, agents or vendors
who represent or work on Sitel’s behalf.
Third Parties Third parties (also known as “intermediaries”) which include an individual,
company or entity that performs services or acts on behalf of Sitel Group
including subcontractors, consultants, agents, join-venture partners.

6. Appendix
6.1 APPENDIX A: ANTI-CORRUPTION LAWS
AUSTRALIA SECTION 70.2 OF THE CRIMINAL CODE ACT 1995
BELGIUM ARTICLES 246, 252 AND 504 OF THE BELGIAN
CRIMINAL CODE
BRAZIL CLEAN COMPANY ACT (LAW NO 12,846); LAW 8,
666/93; LAW 8,429/92
BULGARIA CRIMINAL CODE; PUBLIC PROCUREMENT ACT;
CIVIL SERVANTS ACT; MEASURES AGAINST MONEY
LAUNDERING ACT
CANADA CORRUPTION OF FOREIGN PUBLIC OFFICIALS ACT
CHILE CRIMINAL CODE ARTICLE 250 AND 251; LAW NO
393
CHINA CRIMINAL LAW; ANTI-MONEY LAUNDERING LAW;
COLOMBIA CRIMINAL CODE ARTICLES 405, 406, 433, LAW
1474, 2011, LAW 222, 1996, EXTERNAL CIRCULAR
NO 100-0000003, JULY 2016, LAW 906 OF 2004,
ARTICLE 91, LAW 1778, 2016; RESOLUTION NO
100-002657, JULY 2016
DENMARK CRIMINAL CODE; ACT ON MEASURE TO PREVENT
MONEY LAUNDERING AND FINANCING ON
TERRORISM
FRANCE FRENCH SAPIN II; ARTICLE 432-11, 434-9, 435-2,
445-1, 41-1-2

Sitel Group www.sitel.com

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GERMANY CRIMINAL CODE SEC 108, 299, 331, 332, 333, 334,
335 (STRAFGESETZBUCH-STB)
INDIA PREVENTION ON CORRUPTION ACT 1988
IRELAND CRIMINAL JUSTICT ACT 2018; PREVENTION OF
CORRUPTION ACT; MONEY LAUNDERING AND
TERRORIST FINANCING ACT
ITALY CRIMINAL CODE ARTICLE 3181; CIVIL CODE
ARTICLE 2635; DECREE 231/2001; LAW NO
190/2012; LAW NO 69/2015; LEGISLATIVE DECREE
97/2016; LEGISTLATIVE DECCREE NO 38/2017
MEXICO FEDERAL ANTI-CORRUPTION IN THE PUBLIC
CONTRACT ACT; FEDERAL CRIMINAL CODE
ARTICLES 1, 4; NATIONAL CODE FOR CRIMINAL
PROCEEDINGS, ARTICLES 421; FEDERAL CIVIL
CODE ARTICLE 1910; GENERAL ADMINISTRATIVE
RESPONSIBILITIES LAW; ANTI-MONEY
LAUNDERING LAW
MOROCCO AML LAW 43-05
NETHERLANDS DUTCH CRMINAL CODE ARTICLES 23, 177, 178,
328, 363, 364,
NEW ZEALAND SECRET COMMISSIONS ACT; CRIMES ACT
NICARAGUA CRIMINAL CODE ARTICLES 446, 449; CRIMINAL
PROCEDURAL CODE; LAW 438
PANAMA CRIMINAL CODE ARTICLES 50, 51, 68, 345-350;
LAW 23; LAW 4; EXECUTIVE DECREE NO 246
PHILIPPINES ANTI GRAFT AND CORRUPT PRACTICES
POLAND CRMINAL CODE ARTICLE 228, 229; ARTICLE 3 OF
POLISH ACT ON CRIMINAL LIABILITY OF
COLLECTIVE ENTITITES
SENEGAL PENAL CODE
SERBIA CRIMINAL CODE 2005,; ANTI-CORRUPTION
AGENCY ACT; LAW ON THE PREVENTION OF
MONEY LAUNDERING AND THE FINANCING OF
TERRORISM
SPAIN SPANISH CRIMINAL CODE ARTICLE 286; 423
UK UK Bribery Act
USA FCPA

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Document Control Page

Document Identification

Title - # Global Anti-Bribery and Corruption Policy - SGLOBECOMPL409

Version: 2.1 Creation Date: August 2020

Referenced Documents

Number Description
1. Sitel Security Policy
2. Global Policy – Security & Ethics Incident Policy
3. Global Policy – Code of Conduct & Ethics

History

Version Date Author Description

0.3 December 2011 Jon Staniforth Draft
0.4 January 2012 Jon Staniforth Draft updated with Legal feedback
1.0 March 2012 Kerry Brine Updated Version on Approval
1.1 January 2013 Kerry Brine Information classification changed.
Approved by Legal for Public release.
1.2 May 2013 Jayendra Tiwari Update after 2013 review
1.3 3 August 2014 Kerry Brine CWG approved after 2014 review
1.4 22 October 2014 Paula Walker Updated with feedback from external
counsel
1.41 7 November 2014 Kerry Brine Approved by Audit committee
1.5 12 August 2015 Kerry Brine Policy owner review. No changes. CWG
approval 2015
1.51 03 August 2016 Jayendra Tiwari Global Anti-Bribery and Corruption Policy
1.52 24 August 2017 Kerry Brine Annual review. No changes proposed.
1.53 31 August 2018 Joe Trias Annual review. CWG approved.
1.54 23 August 2019 Joe Trias Annual review. CWG approved.
2.0 April 2020 Catherine Expanded additional global research
Trujillo
2.1 August 2020 Reid Houser Annual review. CWG approved.

Sitel attaches particular importance to the appropriate protection of the information assets of Sitel and
those of its clients (that it is responsible for) in terms of people, processes and systems. Sitel requires that
all Sitel associates and third party suppliers become familiar with, support and comply with the appropriate
parts of this policy. An organizational infrastructure has been established and is empowered to ensure that
this policy is appropriately and successfully deployed and supported across all Sitel’s operations.

Bryan Stiven Garcia Soza

Sitel Group www.sitel.com