Anti-Bribery & Corruption Policy
Standard the group holds itself to. This policy sets out the anti-bribery programme the group commits to operate. Where a specific control described below is under implementation, this is disclosed in our annual compliance report. Concerns or questions may be raised at compliance@fontana.trade.
Fontana Trading Europe, Sociedade Unipessoal Lda. and its subsidiaries maintain a zero-tolerance position on bribery and corruption. This policy applies to every director, officer, employee, contractor, agent, introducer and business partner of the Fontana group, worldwide, without exception.
1. Legal framework
This policy is designed to satisfy the following laws, whichever imposes the higher standard in any given context:
- UK Bribery Act 2010 — extraterritorial reach through our UK subsidiary. Section 7 offence of failure of a commercial organisation to prevent bribery.
- US Foreign Corrupt Practices Act (FCPA) — applies to USD-denominated transactions, US persons and issuers, and covers foreign public officials.
- Brazilian Lei nº 12.846/2013 (Lei Anticorrupção), Decreto nº 8.420/2015 and Lei nº 14.230/2021 — corporate strict liability for acts against public administration.
- Portuguese Law nº 20/2008 on international trade corruption, Lei nº 94/2021 on the general anti-corruption regime, and the compliance programme requirements of Decreto-Lei nº 109-E/2021.
- EU Directive (EU) 2017/1371 on the fight against fraud affecting the Union's financial interests.
- OECD Convention on Combating Bribery of Foreign Public Officials.
2. What we prohibit
Nobody acting for, or on behalf of, Fontana may — directly or through any intermediary — offer, promise, give, request, agree to receive or accept:
- Any bribe: financial or other advantage intended to induce or reward improper performance of a function or activity.
- Any kickback: payment or benefit paid to a person in return for facilitating a transaction, contract award or favourable decision.
- Any facilitation payment: small unofficial payment made to secure or expedite a routine government action. These are prohibited even where they may be locally tolerated. If an official refuses to perform a routine action without a payment, staff must decline, document the demand, and report to the Head of Compliance.
- Any political contribution made in the name of, or paid for by, Fontana. Personal political activity by staff is a private matter and must be kept fully separate from company resources and time.
3. Gifts and hospitality
Modest, occasional and transparent business hospitality is not prohibited. But it must never influence, or appear to influence, a business decision. The following limits apply:
| Category | Limit | Approval |
|---|---|---|
| Individual gift given or received | Up to €100 in value | Manager notification |
| Aggregate to or from a single counterparty per calendar year | Up to €500 in value | Manager notification |
| Meals and hospitality per event, per person | Up to €150 | Manager notification |
| Above the thresholds above | Any amount | Head of Compliance written approval before offering or accepting |
| Any gift, meal or hospitality involving a public official | Any amount | Head of Compliance written approval, in advance, in every case |
| Cash, cash equivalents, gift cards | Prohibited | — |
All gifts and hospitality given or received above €50 in value must be logged in the Gifts & Hospitality register maintained by the Head of Compliance. The register is reviewed monthly.
4. Charitable donations and sponsorships
Charitable donations and sponsorships are permitted but must be subject to due diligence: the recipient must be a bona fide charity, the payment must be to the charity's own bank account (not to an individual), and there must be no expectation of business advantage. Donations above €5,000 require CEO written approval.
5. Business partners
Every agent, introducer, broker, freight forwarder and other business partner who acts on Fontana's behalf must:
- Pass the appropriate KYC tier (see KYC & Counterparty Policy).
- Sign a contract containing an anti-bribery warranty, audit rights and termination-for-cause language.
- Complete written acknowledgement of this policy.
- Be paid on invoice against verifiable services, at market rates, into a bank account in the partner's own name.
Commissions to introducers must be reasonable in relation to the value of the service, agreed in writing in advance, and paid transparently. Cash commissions are prohibited. Success fees to intermediaries dealing with public procurement, permit issuance or customs clearance are prohibited.
6. Books and records
Every payment Fontana makes must be accurately reflected in the books, with sufficient detail to establish its business purpose. False entries, off-book payments, unrecorded funds and misdescribed transactions are dismissible offences and are reported to the relevant authorities.
7. Reporting channel
Anyone — employee, counterparty, agent or third party — who suspects a breach of this policy should report it. Reports may be made:
- By email to compliance@fontana.trade.
- By post to the Head of Compliance, Fontana Trading Europe, Sociedade Unipessoal Lda., Rua Filipe Folque 2, 2º, 1050-113 Lisboa, marked Private and Confidential.
- Anonymously.
Reports are received directly by the Head of Compliance and, if the report concerns the Head of Compliance, escalated to the CEO. Reports concerning the CEO are escalated to the sole shareholder. Retaliation against any person making a good-faith report — whether or not the report is later substantiated — is strictly prohibited and is itself a dismissible offence.
8. Training and attestation
Every director, officer and employee completes anti-bribery training on joining Fontana and every 12 months thereafter, and signs an annual attestation confirming they have read this policy, understood their obligations and have no undisclosed conflicts, gifts or hospitality to report. Training records are retained for the duration of employment plus 7 years.
9. Consequences of breach
Breach of this policy will result in disciplinary action up to and including dismissal, and may lead to criminal prosecution under the laws listed in §1. Fontana cooperates fully with law enforcement in the investigation of suspected corruption offences.
10. Governance
The Head of Compliance is the policy owner and reports to the CEO. Material amendments to this policy require CEO written approval. The policy is reviewed at least annually and after any material regulatory change.
Speak up. If you are ever asked, hinted at or pressured to make a payment or provide a benefit that seems wrong — however small, however routine it seems locally, however senior the person asking — decline politely, document the request, and report it. The company will support you.