Anti-Bribery & Corruption Policy

Effective from 10th October 2024

Introduction from the CEOs

This Policy is adopted by Maybourne Hotels Limited, on behalf of itself and the Hotels which it operates including Claridge’s Hotel, The Connaught Hotel, The Berkeley Hotel, The Maybourne Riviera, The Maybourne Beverly Hills and The Emory (together “Maybourne” or “we”) to conduct business in an honest, ethical and socially responsible manner. Therefore, we also expect our suppliers and business partners to comply with the prohibitions on bribery set out in this Policy.

Maybourne takes a zero-tolerance approach to bribery and corruption and is committed to acting professionally, fairly and with integrity in all its business dealings and relationships, wherever it operates, and implementing and enforcing effective systems to counter bribery.

Maybourne will review and revise this Policy at a minimum annually to reflect any changes required due to regulatory, legal or operational requirements.

Approved by the Board of Directors, 17th October 2024.

1. What is Bribery?

1.1. A bribe is an inducement or reward offered, promised or provided in order to improperly gain any commercial, contractual, regulatory or personal advantage, which may constitute an offence under the UK Bribery Act 2011 (the “Act”), namely:

• giving or offering a bribe;
• receiving or requesting a bribe; or
• bribing a foreign public official.

1.2. Maybourne may also be liable under the Act if it fails to prevent bribery by an associated person (including, but not limited to employees) for Maybourne’s benefit.

1.3. Breach of this Policy may lead to disciplinary action, up to and including dismissal if appropriate. If, following an investigation and disciplinary procedure (if applicable), Maybourne reasonably believes you have been involved in acts of bribery, this will be treated as gross misconduct for which you will normally be summarily dismissed.

2. Gifts and Hospitality

2.1. This Policy does not prohibit normal and appropriate gifts and hospitality (given and received) to or from Third Parties unless otherwise specifically stated, subject to the principles set out below (the Overriding Principles), namely that any gift or hospitality;

• must not be made with the intention of improperly influencing a Third Party or employee to obtain or retain business or a business advantage, or to reward the provision or retention of business or a business advantage, or in explicit or implicit exchange for favours or benefits;
• must comply with local law in all relevant countries;
• must not include cash or a cash equivalent;
• must be appropriate in the circumstances;
• must be of an appropriate type and value and given at an appropriate time taking into account the reason for the gift;
• must be given openly, not secretly; and
• in the case of gifts, they must not be offered to, or accepted from, government officials or representatives, politicians or political parties, without the prior approval of the Maybourne Board.

2.2. Maybourne appreciates that the practice of giving business gifts varies between companies and what may be normal and acceptable in one case may not be in another. The test to be applied is whether in all the circumstances the gift or hospitality is reasonable and justifiable in the UK. The intention behind the gift should always be considered.

3. Roles and Responsibilities for Anti-Bribery and Corruption

3.1. Maybourne’s responsibility is:

• To ensure that this policy is adhered to and day-to-day management is delegated to trained senior management team;
• Ensuring that the Board of Directors are kept informed of significant developments in terms of Anti-Bribery & Corruption issues;
• Reporting to the Board Directors, on a minimum annual basis.
• The Chief Legal Officer shall monitor the effectiveness of this policy and review its implementation at appropriate intervals, considering its suitability, adequacy and effectiveness.
• Any improvements identified shall be made as soon as possible.

3.2. Who the Policy Applies to

• This Policy applies to all individuals working for or on behalf of Maybourne at all levels and grades, whether permanent, fixed-term or temporary, and wherever located, including contractors, seconded staff, casual staff, consultants, agents and any other person who performs services for or on behalf of Maybourne.
• In this policy, ‘Third Party’ means any individual or organisation that workers come into contact with during the course of work and the running of Maybourne, and includes actual and potential clients, intermediaries, referrers of work, suppliers, distributors, business contacts, agents, advisers, government and public bodies (including their advisers, representatives and officials), politicians and political parties.

3.3. General Responsibilities & Raising Concerns

• The prevention, detection and reporting of bribery and other forms of corruption are the responsibility of all those working for the hotel or under our control.
• All employees are required to avoid any activity that might lead to, or suggest, a breach of this policy.
• Employees are required to notify the Chief Legal Officer as soon as possible if it is believed or suspected that a conflict with this policy has occurred, or may occur in the future, or if they are offered a bribe, are asked to make one, suspect that this may happen in the future, or believe that they are a victim of another form of unlawful activity.
• Any employee who breaches this policy will face disciplinary action, which could result in dismissal for gross misconduct.
• We reserve our right to terminate our contractual relationship with non-employee workers if they breach this policy.
• If any Third Party is aware of any activity by any worker which might lead to, or suggest, a breach of this policy, they should raise their concerns with the Chief Legal Officer.

4. What is not acceptable?

4.1. It is not acceptable for any employee (or someone on their behalf) to:

• give, promise to give, or offer, a payment, gift or hospitality with the expectation or hope that they or Maybourne will improperly be given a business advantage, or as a reward for a business advantage already improperly given;
• give, promise to give, or offer, a payment, gift or hospitality to a client, agent or representative to facilitate or expedite a routine procedure;
• accept payment from a Third Party where it is known or suspected that it is offered or given with the expectation that the Third Party will improperly obtain a business advantage;
• accept a gift or hospitality from a Third Party where it is known or suspected that it is offered or provided with an expectation that a business advantage will be improperly provided by Maybourne in return;
• threaten or retaliate against another worker who has refused to commit a bribery offence or who has raised concerns under this policy; or
• engage in any activity that might lead to a breach of this policy.

4.2. Facilitation payments and ‘kickbacks’

Maybourne does not make, and will not accept, facilitation payments or “kickbacks” of any kind, such as small, unofficial payments made to secure or expedite payments made in return for a business favour or advantage.

4.3. Charitable Donations and Sponsorship

Maybourne only makes charitable donations and provides sponsorship that are legal and ethical under local laws and practices.

5. Record Keeping

Maybourne shall maintain appropriate financial records and have appropriate internal controls in place which evidence the business reason for gifts, hospitality and payments made and received.