CORPORATE OCCUPIER & INVESTOR SERVICES (CIS)
U.S. INTEGRITY POLICY
Date
March 17, 2014
Page(s)
10
Owner
Todd Schwartz
STATEMENT OF POLICY
The Corporate Occupier & Investor Services (CIS) U.S. Integrity Policy (the “U.S. Integrity
Policy”) supplements Cushman & Wakefield’s (“C&W”) Global Code of Business Conduct
(the “Code of Conduct”) and provides additional specific guiding principles with which all
CIS personnel are required to comply. CIS employees hold positions of special trust and
responsibility. These responsibilities require adherence to the highest standards of ethical
and professional conduct. CIS employees are expected to comply with these standards
unless a client’s policies are more restrictive than those outlined in this U.S. Integrity Policy,
in which case the client’s policies must be followed. C&W’s Vendors/Suppliers are
expected to comply with the Vendor/Supplier Ethical Standards section of this policy.
A copy of the U.S. Integrity Policy must be provided to:


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All new CIS clients at the time of engagement and periodically thereafter;
All new building tenants at lease execution; and
All CIS vendors/suppliers at the time of contract execution.
The U.S. Integrity Policy
www.cushmanwakefield.com.
is
also
available
on
C&W’s
public
website
at
Throughout this policy, the term “Appropriate Business Leader” means those individuals
listed on the attached Appendix “A”.
CIS employees must also comply with the CIS Financial Management Policies and
Procedures.
GENERAL SCOPE OF POLICY
The U.S. Integrity Policy is applicable to all CIS operations in the United States.
RATIONALE
C&W is committed to conducting its business in accordance with the highest ethical
standards. This policy contains important guidelines and sets forth minimum standards for
all to follow when serving the needs of CIS clients.
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DETAILED PROCEDURE/GUIDANCE
HIRING OF CIS EMPLOYEES –
To the extent permitted by local law, all prospective CIS employees will be subject to a
background check as a condition of employment. Information obtained through the
background check process will be used to verify the accuracy of the information provided
by the applicant. The Global Head of Operations and C&W’s Global Compliance Officer
will be consulted to review any potential issues flagged by Human Resources. In such cases,
the final hiring decision will be based on the outcome of their review.
Random background checks may be performed at the discretion of the Global Head of
Operations with respect to existing employees who are responsible for: (1) the
procurement of goods and services for C&W or its clients; or (2) the management of funds
for C&W or a client.
All background checks will be performed by an independent security firm. Except where
questionable matters arise, the results will be kept confidential.
All CIS employees are required to arrange their vacation schedule to take a one-week
vacation annually, subject to the ability of the Appropriate Business Leader to grant an
exception. These employees are not permitted to conduct C&W business or return to
their offices during this period. Financial and payroll audits may be performed in the
employee’s absence.
VENDOR/SUPPLIER MANAGEMENT
VENDOR APPROVAL - DUE DILIGENCE
CIS must have a thorough understanding of vendors/suppliers seeking to do business with
or act on behalf of C&W and its clients. It is essential that a vendor/supplier’s identity be
obtained and verified and that an appropriate level of due diligence be conducted on each
vendor/supplier.
The amount of due diligence and documentation required may vary depending upon factors
such as the type of third party, the nature and extent of the contemplated relationship, and
the nature of the contemplated transaction.
Please refer to the CIS Financial Management Policies and Procedures for specifics regarding
the due diligence process.
BIDDING AND CONTRACT EXECUTION
CIS employees must be certain that all statements, communications and representations
made to prospective clients are accurate and truthful. Once work is awarded to a
vendor/supplier, all agreements must be reduced to writing either in the form of a Purchase
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Order or Service Agreement. Both the Service Agreement and Purchase Order for one
time services including labor with the attached Terms and Conditions must be signed by the
parties to the transaction. Performance of the agreement or purchase order must be in
compliance with the written terms and provisions. Written and executed agreements are
not required for the purchase of goods with a de minimis value from third parties (e.g.
hammers/nails/light bulbs purchased from Home Depot, etc.).
Vendors/Suppliers are expected to bid fairly for all work awarded on behalf of CIS clients.
The following conduct violates C&W’s Code of Conduct and the U.S. Integrity Policy:
•
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Bid/Price Fixing;
Kickbacks;
Collusion; or
Any other fraudulent acts.
A CIS employee found to have engaged in such behavior will be subject to disciplinary
action which may include termination. Criminal matters will be referred to the appropriate
authorities. In addition, contracts with vendors/suppliers found to have engaged in such
behavior will be terminated.
VENDOR/SUPPLIER ETHICAL STANDARDS
Purpose and Scope
At C&W, we believe acting ethically and responsibly is the right thing to do. The business
practices and actions of a vendor/supplier reflect upon C&W, its reputation and brand.
C&W has, therefore, developed these Vendor/Supplier Ethical Standards (“Ethical
Standards”) to clarify our expectations in the areas of business integrity, labor practices,
health and safety, and environmental management. These standards are intended to
complement C&W’s Code of Conduct and the company’s other policies and standards
referenced therein. The Code of Conduct is available on C&W’s public website at
www.cushmanwakefield.com.
Vendors/suppliers who do business with or act on behalf of C&W or its clients are
expected to follow these Ethical Standards. Violations of these Ethical Standards will result
in a review of our business relationship, up to and including termination of that relationship
within our contract rights and applicable law.
At the commencement of the year-end holiday season, all CIS vendors/suppliers will
receive a letter reminding them of their obligation to comply with the Ethical Standards.
Business Conduct Principles
C&W expects its vendors/suppliers to conduct business responsibly, with integrity, honesty,
and transparency, and to adhere to the following principles:
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•
Maintain awareness of and comply with all applicable laws and regulations
of the countries of their operation, including all anti-corruption laws.
•
Compete fairly for C&W’s business, without paying bribes, kickbacks or
giving anything of value to secure an improper advantage. - C&W is
committed to conducting business legally and ethically within the framework of a
free enterprise system. Corrupt arrangements with customers, suppliers,
government officials, or other third parties are strictly prohibited. “Corruption”
generally refers to obtaining, or attempting to obtain, a personal benefit or business
advantage through improper or illegal means.
•
Encourage a diverse workforce and provide a workplace free from
discrimination, harassment or any other form of abuse. – C&W
vendors/suppliers shall create a work environment in which employees and business
partners feel valued and respected for their contributions. Harassment, including
unwelcome verbal, visual, physical, or other conduct of any kind that creates an
intimidating, offensive or hostile work environment will not be tolerated.
•
Treat employees fairly, including with respect to wages, working hours
and benefits. – C&W vendors/suppliers shall comply with all applicable legal and
regulatory requirements and will generally apply sound employee relations practices.
Working hours, wages, benefits will be consistent with laws and industry standards,
including those pertaining to minimum wages, overtime, other elements of
compensation, and legally mandated benefits.
•
Prohibit all forms of forced or compulsory labor. – C&W vendors/suppliers
shall maintain and promote fundamental human rights. Employment decisions will be
based on free choice and there may be no coerced or prison labor, and no use of
physical punishment or threats of violence or other forms of physical, sexual,
psychological or verbal abuse as a method of discipline or control.
•
Prohibit use of child labor. - Vendors/suppliers shall adhere to the minimum
employment age limit defined by national law or regulation. In no instance shall a
supplier permit children to perform work that exposes them to undue physical risks
that can harm physical, mental, or emotional development or improperly interfere
with their schooling needs.
•
Provide safe and healthy working conditions. C&W vendors/suppliers shall
proactively manage health and safety risks to provide an incident-free environment
where occupational injuries and illnesses are prevented. Vendors/suppliers must
implement management systems and controls that identify hazards and assess and
control risk related to their specific industry.
•
Carry out operations with care for the environment and comply with all
applicable environmental laws and regulations. The potential environmental
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impacts of daily business decision-making processes should be considered along with
opportunities for conservation of natural resources, recycling, source reduction and
pollution control to ensure cleaner air and water and to reduce landfill wastes.
•
Maintain accurate financial books and business records in accordance
with all applicable legal and regulatory requirements and accepted
accounting practices.
•
Support compliance with these Ethical Standards by establishing
appropriate management processes and cooperating with reasonable
assessment processes requested by C&W. To conduct business with C&W,
vendors/suppliers must enter into contracts and execute purchase orders that
mandate compliance with these Ethical Standards.
•
Conduct business in accordance with C&W’s policies regarding conflicts
of interest, gifts and entertainment and charitable contributions (set
forth below in more detail) when dealing with C&W employees. C&W
vendors/suppliers are prohibited from providing or offering gifts to C&W employees
that could inappropriately influence C&W’s business decisions or gain an unfair
advantage.
•
Report suspected violations of these Ethical Standards. Vendor/supplier
employees or contractors may report anonymously, if permitted by local law,
suspected violations of these Ethical Standards by contacting C&W’s Ethics Helpline
administered by EthicsPoint, an external provider. More information on confidential
reporting of violations of these Ethical Standards is available through EthicsPoint’s
separate website at www.cwethics.ethicspoint.com.
CONFLICTS OF INTEREST & APPROVAL OF RELATED PARTY VENDORS/SUPPLIERS
CIS employees are expected to avoid any activity or investment which interferes with or
appears to interfere with their independent exercise of judgment in the best interest of
C&W and its clients. Having a financial interest in or family or personal business relationship
with a vendor/supplier is a conflict of interest. All such conflicts must be disclosed to and
approved in writing by the Appropriate Business Leader with an email notification to the
Global Head of Operations for CIS before the vendor/supplier is engaged.
CIS employees are not permitted to personally engage any vendor/supplier (e.g. to perform
work on a personal residence) who is at the time performing services for a CIS client. This
prohibition does not apply to third parties such as Home Depot, Staples, Office Max and
the like.
GIFTS AND ENTERTAINMENT
CIS employees and family members are prohibited from giving or accepting any gift which
could be construed as influencing or rewarding a particular course of action.
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It is sometimes difficult to determine the type of gifts which could be construed as
influencing or rewarding a particular course of action. CIS employees may not, therefore,
accept any cash gifts or any other gift greater than $50 in value. Gifts of cash in any amount
must be returned and reported to CIS Senior Management immediately.
CIS employees should not give gifts with the pre-dominant intention of gaining an unfair
commercial advantage for C&W or its clients through the gift. Use good business judgment
when giving gifts to individuals employed by our clients or to business partners to avoid a
situation where the recipient is in violation of his or her own company’s code of conduct or
the gift is excessive such that it may appear to be a bribe. The gift should not cause
embarrassment to C&W if disclosed to the public. When in doubt, you should seek advice
from your manager or C&W’s legal counsel or human resources professionals in advance.
At the commencement of the year-end holiday season, all CIS vendors/suppliers will receive
a letter reminding them of the CIS gift policy.
CIS employees may attend luncheons, dinners, sports events and outings as the guest of
vendors/suppliers only if the employee provides written notification to the Appropriate
Business Leader at least five (5) business days prior to the event. Such notification will set
forth the following: (i) a valid business necessity for the employee’s attendance at such
event, (ii) certification that the employee’s attendance does not create the appearance of
impropriety, and (iii) certification that the vendor is not an approved vendor for a then
current proposal pertaining to a C&W client.
The Appropriate Business Leader is responsible for: (1) monitoring these notifications for
compliance with the foregoing paragraph and to ensure that the frequency of attendance at
such events is not excessive; and (2) notifying the Global Head of Operations of any
inappropriate conduct.
C&W Internal Audit will audit travel and entertainment expense reports at least annually to
ensure compliance with the gift giving policy.
CHARITABLE CONTRIBUTIONS
C&W employees are prohibited from soliciting contributions from vendors and potential
vendors of CIS (including the purchase of tables or raffle chances at charitable or industry
functions) unless: (1) such solicitation has first been approved in writing by the Appropriate
Business Leader, and (2) a written disclaimer is provided to the vendor/potential vendor
indicating that any such contributions are entirely voluntary.
MONITORING, TESTING AND AUDITING
To evaluate the overall effectiveness and adequacy of the U.S. Integrity Policy and to ensure
that the adopted policies, procedures and internal controls are being followed, C&W
Internal Audit will monitor, test and periodically audit compliance with this policy. Such
monitoring and auditing will include, but not be limited to, review of:
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Employee disclosures regarding their dealings with vendors;
Questionable matters detected in security investigations;
The results of financial and payroll audits;
Contracts awarded where the contract price is over $1 million per annum;
Contracts awarded where the contract price is over $50,000 per annum and
the contract was awarded to a bidder other than the lowest bidder; and
Distribution of the Integrity Policy to vendors/suppliers.
Additionally, annual letters will be sent to the firms receiving the greatest volume of C&W
business in each CIS market in the different categories of:
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Cleaning Contractors
Construction Contractors
Elevator Repair and Maintenance
Paper Product Suppliers
Rubbish Removal
Light Bulbs and Ballasts
Window Washing
Metal Maintenance
Fire Safety & Fire Alarm Maintenance
Security
Water Treatment
Mechanical (HVAC)
Electrical
Plumbing
Contract Consultants (e.g., LEED, architectural, engineering)
These firms will be asked to certify that they have made no improper payments on behalf of
C&W or to any C&W employee.
C&W Internal Audit may conduct random audits of the dealings between C&W and the
identified firms. Moreover, all CIS vendors will be required to grant C&W the right to audit
all books and records pertaining to dealings with C&W.
C&W Internal Audit will report its audit findings to the Global Head of CIS, the Global
Head of Operations, C&W’s Global General Counsel, C&W’s Global Compliance Officer
and, if warranted, the Audit Committee of the Board of Directors of C&W Group, Inc.
REQUIRED ACKNOWLEDGMENT
At the time of hiring, all CIS employees must acknowledge that they have read and agree to
comply with the U.S. Integrity Policy. On a regular basis thereafter, all CIS employees will
be required to certify that they have received and read the U.S. Integrity Policy and that
they agree to comply with it.
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WHERE CAN I GO FOR HELP?
There are several resources available if you have a question or concern relating to any CIS
legal or business conduct issue. You can talk to:
•
•
•
Your Appropriate Business Leader;
CIS Operations; or
C&W’s Global Compliance Officer
ALLEGATIONS OF MISCONDUCT
Adherence to the highest standards of ethical and professional conduct is critical to
execution of C&W’s responsibilities to clients. Each CIS employee must understand and
adhere to the standards set forth herein so that potential issues can be addressed and
resolved as quickly as possible.
CIS employees are responsible for promptly reporting any possible violations of the U.S.
Integrity Policy in accordance with C&W’s Global Policy for the Escalation of Allegations of
Misconduct.
This includes violations or possible violations by any employee or
vendor/supplier acting on C&W’s behalf. C&W employees can also report anonymously, if
permitted by local law, by contacting C&W’s Ethics Helpline administered by EthicsPoint, an
external provider. More information on confidential reporting of violations of this Code is
available on the “Employee Resources” page on C&W’s website at www.cushwake.com or
through EthicsPoint’s separate website at www.cwethics.ethicspoint.com.
For concerns relating to accounting, internal controls or auditing matters, the Audit
Committee of the Board of Directors of C&W Group, Inc. (“C&W Group”) may also be
contacted by e-mail to: auditcommittee@cushwake.com.
Violations of the U.S. Integrity Policy will result in disciplinary action which may include
immediate termination of employment.
C&W prohibits retaliation against any employee for making a good faith report of actual or
suspected violations of this policy, other C&W policies or laws and regulations.
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APPENDIX “A”
NAME
TITLE
LOCATION
Sean Mobley
US Lead
United States
Eric Hinkelman
West Region Lead
West
Sue Iggulden
Market Leader
Portland
Steven Ring
Market Leader
Northern California
Mary Marx
Market Leader
Southern California
Steve Center
Market Leader
San Diego
Mark Stevens
Market Leader
Phoenix
Ken Pool
Market Leader
Dallas
Greg Jones
Market Leader
Houston
Tom Bahn
Market Leader
Denver
Lou Alvarado
East Region Lead
East
Mary Doyle
Market Leader
Boston
Lou Mantia
Market Leader
New York
Eileen Carey
Market Leader
New Jersey
Missy Quinn
Market Leader
Philadelphia
Randel Waites
Market Leader
Chicago
Jack Rhodes
Market Leader
Atlanta
Tim Rivers
Market Leader
Florida
Mike Agnew
Market Leader
North Florida
Vicki Baisden
Market Leader
South Florida
Victoria Knudson
National Industrial Leader
Chicago
Todd Schwartz
Global Head of Operations
United States
Stephen Soviero
East Regional Lead
East
Tom Fioretti
Midwest Regional Lead
Midwest
Mark Schrader
West Regional Lead
West
Mark Wanic
Corporate Occupier Services Lead
United States
David Susoreny
Central Region Lead
Central
Jim Walter
Central Region FM Lead
Central
Brian Dolan
East Region FM Lead
East
Michael Hart
New York Area Lead
New York Area
Kevin McCann
New York Area FM Lead
New York Area
Karen Vincent
West Region Lead
West
Craig Honig
West Region FM Lead
West
Frank Freda
Global Head of FM
United States
Roger Gonzalez
US FM Lead
United States
Investor Services
Project Management
Occupier Services
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Randy Thompson
US Corporate PjM Lead
United States
Melissa Mckinney
US Corporate PjM Lead
United States
Clifford Radosevic
Lease Admin Lead
United States
Todd Schwartz
Global Head of Operations
United States
John Salazar
Global Head of Financial Management
United States
Irene Montreuil
US Head of Financial Management
United States
Operations
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