Why do we have this policy?
Goodman has a Gifts Policy to demonstrate its commitment to reasonable and proportionate gift giving and
receiving by Employees. Management recognises that the giving and receiving of business related gifts and
corporate entertainment is an important part of building business relationships with potential and existing
customers however caution must be exercised to ensure that only bona fide gifts are given and received which
will not influence, or appear to influence Goodman’s or third party judgments. The purpose of this policy is to
outline the general prohibitions and guiding principles that should be considered when giving and receiving gifts
and to detail the mechanisms for approving, recording and reporting of gifts.
What is considered a gift?
A business related gift or entertainment can include, but is not limited to: branded items such as corporate
merchandise, wine, tickets to a sporting event or concert, golf days or other events such as a conference. Under
this policy meals, drinks or free seminars would not normally need to be disclosed, unless they are excessive or
inappropriate, as they are deemed a normal part of doing business. To determine if a gift requires disclosure all
parties (including the approver), should use their good judgement and give regard to the guiding principles
stated in the policy.
Who does the policy apply to?
The policy applies to all directors, officers, employees, contractors, secondees and suppliers (where under
relevant contractual obligation) of Goodman and its related bodies corporate (collectively called “Employees”).
What does this policy cover?
This policy sets out the common principles and minimum standards for the giving and receiving of business
related gifts and covers the following areas:
+ Giving and receiving gifts: the general prohibitions and the guiding principles Employees must
consider when giving and/or receiving gifts;
+ Approving: the procedural requirements for the approval of gifts of differing values;
+ Recording: ensuring that reportable gifts are properly disclosed by Employees and recorded in the
gifts register; and
+ Reporting: how gifts given and received are reported to the Board and relevant Compliance
Committees.
How do we apply this policy?
The following procedures have been developed for the giving and receiving of gifts:
1
Gifts Policy
Content Owner: Group Legal
Effective Date: 12 August 2015
Key Contact: Compliance Manager / General Counsel
Giving and receiving gifts
General Prohibitions
+ You must not give or receive cash payments or cash equivalents e.g. gift certificates.
+ You must not accept money or gifts as an inducement or reward for any act or in connection with any
other matter or business transaction undertaken by or on behalf of Goodman.
+ You must not give or receive gifts during a tender process.
+ You must not give or receive a gift if it could give rise to a reasonable perception that you or the
recipient may be influenced by the gift.
+ You must not offer, promise or provide a bribe, in any form, to any person, either directly or indirectly,
including the use of intermediaries.
+ You must not accept bribes, either directly or indirectly, from any person.
+ You must not make political donations in the name of Goodman or any of its related companies or
trusts.
+ You must not give or receive illegal or controlled substances.
+ You must not offer to pay personal expenses or purchase personal goods.
Guiding principles
Employees must always exercise caution and use their judgment before deciding to give or receive a gift. These
guiding principles should be considered:
+ The monetary value of the gift and/or entertainment e.g. gifts should not be excessive;
+ How often the gift or entertainment is given or received e.g. gifts that are given or received at regular
intervals may lead to the perception that they are unreasonable;
+ How many people have been offered the gift or entertainment e.g. gifts that are given or received by
multiple people may be deemed inappropriate;
+ Is the gift or entertainment given or received with the intent or prospect of influencing the recipient’s
business making or inducing a person to carry out their role improperly;
+ The circumstances surrounding the giving or receiving of the gift and/or entertainment e.g. the
seniority of the person who receives or gives the gift or entertainment, the standards or norms
operating in the relevant sector and local customs ;
+ Whether the gift and/or entertainment could be perceived as being unreasonable, excessive, and
disproportionate or imposing a right on the giver or an obligation on the recipient; and
+ You must not accept offers of free travel or free accommodation unless you are specifically
authorised to do so by your manager.
2
Gifts Policy
Content Owner: Group Legal
Effective Date: 12 August 2015
Key Contact: Compliance Manager / General Counsel
Approving
Employees
Directors
$0
$0
Employee discretion*
Director discretion*
$150
Seek Manager
approval*
$500
Seek Chairman
approval*
$2,000
Seek Manager / Chairman approval*
and
Group Chief Executive Officer approval*
$2,000
Note: Chairman means the Chairman of the relevant Board or in the absence of such a role the CEO/MD of the relevant
entity or business unit
* Where there is any uncertainty as to the correct stream (i.e. the Employee or Director stream) or the required approver in
the circumstances please seek clarification from your local CEO/MD, General Counsel or Compliance Manager.
All references to a dollar value within this policy is stated in Australian dollars. Employees must refer to the
relevant currency thresholds in Appendix 1 when determining whose approval must be sought.
Gifts below the value of $150
For nominal value gifts, where the market value is estimated at less than $150, Directors and Employees can
give (subject to budget) and receive gifts at their discretion, without approval, where it is reasonable to do so.
Directors and Employees must consider the prohibitions and guiding principles above when deciding whether to
give or receive a nominal value gift.
Gifts equal to or greater than $150
For any gift with a market value equal to or more than $150, Employees must notify their Manager to seek prior
approval. The Manager must have regard to the prohibitions and guiding principles above when determining if
the gift should be given or received by the employee. Directors can give or receive gifts less than $500 at their
discretion where it is reasonable to do so.
Gifts equal to or greater than $500
For any gift with a market value equal to or more than $500, Directors must notify the Chairman to seek
approval. The Chairman must have regard to the prohibitions and guiding principles above when determining if
the gift should be given or received by the Director.
Gifts equal to or greater than $2,000
For any gift with a market value equal to or more than $2,000, Directors and Employees must first notify the
Chairman or their Manager, who in turn must notify the Group Chief Executive Officer (‘CEO’) or their delegate
and seek approval. The CEO must have regard to the prohibitions and guiding principles listed above when
determining if the gift should be given or received.
3
Gifts Policy
Content Owner: Group Legal
Effective Date: 12 August 2015
Key Contact: Compliance Manager / General Counsel
Note: In some cases the refusal of a gift may offend the giver or you may receive the gift before approval has
been sought. In these circumstances, it is acceptable to receive the gift on Goodman’s behalf and the
Chairman, Manager or Group CEO, as appropriate, will determine if it reasonable for you to keep the gift or
donate it to charity.
Recording
For any gift equal to or more than $150 for Employees ($500 for Directors) an electronic Gifts Disclosure Form
must be submitted via the Goodman Compliance portal at http://goto/sites/GoodmanCompliance. Gifts of a value
under $150 may be recorded at the discretion of the relevant Employee/Director, taking into account the
principles of this Policy.
A copy of the gift disclosure details are attached at Appendix 2. If access to the internal gift disclosure system
cannot be accessed, the disclosure should follow the format in Appendix 2. The gift disclosure must include the
details of the gift given or received, its estimated value, the recipient, whether the gift has been offered to a
public official and the approver. The gift disclosure should be completed prior to any gift being given or received
and will automatically be sent to the approver where they need to approve or reject the gift and provide details of
the basis of this approval or rejection.
All gifts for Employees and Directors will be recorded in the Gifts Register.
Reporting
All gifts equal to or more than $500 for Directors and Employees will be reported to the relevant Compliance
Committee(s) and Goodman Board. Senior Management is required to declare that to their knowledge all gifts
have been disclosed appropriately.
Group Risk and Group Compliance will from time to time conduct an audit of Goodman’s corporate expenses
and gifts disclosure and report any discrepancies to the Group CEO.
Approving, recording and reporting summary
Gifts ≥ $150
Gifts < $150
•
Approval: Director /
Employee discretion to
give or receive gift taking
into consideration the
prohibitions and guiding
principles
•
•
Recording: No Gift
Disclosure Form required
•
•
Reporting: Not reportable
to the Board or
Compliance Committee
•
Gifts ≥ $500
Approval: Employee to
notify Manager prior to the
giving or receipt of a gift.
Director discretion to give
or receive gift taking into
consideration the
prohibitions and guiding
principles
Recording: Gift
Disclosure Form required
and gift recorded in the
Gifts Register for
Employees only
•
Approval: Director /
Employee to notify the
Chairman or Manager
respectively for approval
before a gift is given or
received
•
Recording: Gift
Disclosure Form required
and recorded in the Gifts
Register for Directors
/Employees
Reporting: Not reportable
to the Board or
Compliance Committee
•
Reporting: Reportable to
the Board or Compliance
Committee
Gifts Policy
Content Owner: Group Legal
Effective Date: 12 August 2015
Key Contact: Compliance Manager / General Counsel
Gifts ≥ $2,000
•
Approval: Director /
Employee to notify the
Chairman or Manager
respectively who must in
turn notify the Group
CEO for approval before a
gift is given or received
•
Recording: Gift
Disclosure Form required
and recorded in the Gifts
Register for Directors/
Employees
•
Reporting: Reportable to
the Board or Compliance
Committee
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Governance
Goodman is committed to complying with the laws and practices in relation to reasonable and proportionate gifts
and is guided by applicable anti-bribery legislation. For this purpose, this policy should be read in conjunction with
the following policies:
+ Code of conduct: this policy aims to establish a high standard of conduct and to communicate this to
Employees;
+ Conflicts of interest: this policy deals with general obligations regarding the management of actual
and/or perceived conflicts of interest,
+ Dealing with public officials: this policy applies to the reasonable and proportionate giving of gifts to
public officials and prohibits bribery;
+ Employee reporting and protection policy: this policy encourages the reporting of improper conduct by
protecting those employees who raise concerns about unacceptable behaviour; and
+ Political Donations Policy: this policy outlines the general rule against giving political donations
however allows for the reasonable and proportionate gift giving to public officials and attendance at
functions that have a political objective where prior approval has been obtained.
This policy is endorsed by the Board and will be regularly reviewed.
Goodman takes any breach of this policy seriously. A breach of this policy is considered also a breach of the
conditions of employment and may lead to disciplinary action, including dismissal or termination of engagement.
5
Gifts Policy
Content Owner: Group Legal
Effective Date: 12 August 2015
Key Contact: Compliance Manager / General Counsel
Appendix 1: Currency thresholds
The following currency thresholds apply with respect to our operations in each region. Where a dollar reference
is made in this policy, it is stated in Australian dollars. Directors and Employees must refer to the relevant
thresholds below when determining when approval must be sought.
Currency
Australian Dollar
Amount
AUD
AUD 150
AUD 500
AUD 2,000
CNY / RMB
RMB 1,000
RMB 3,500
RMB 10,000
Euro
EUR
€100
€350
€1,500
British Pound (Sterling)
GBP
£100
£350
£1,500
Hong Kong Dollar
HKD
HKD 1,000
HKD 3,500
HKD 10,000
Japanese Yen
JPY
¥10,000
¥35,000
¥100,000
New Zealand Dollar
NZD
NZD 150
NZD 500
NZD 2,000
US Dollar
USD
USD 150
USD 500
USD 2,000
Chinese Yuan / Renminbi
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Gifts Policy
Content Owner: Group Legal
Effective Date: 12 August 2015
Key Contact: Compliance Manager / General Counsel
Appendix 2: Goodman Gifts Disclosure Details
Region
Gift
Gift
Detail of
Basis for
Estimated Approver
Recipient/s Provider Gift given or Approval (why gift
Value
received
is reasonable)
Public
Official Gift
+
You must disclose any gifts you give or receive via the electronic form on the Goodman Compliance
portal at http://goto/sites/GoodmanCompliance
+
This electronic form sets out the information you need to disclose, including who needs to approve
the gift. Please refer to the approval guidelines on the form or the Gifts Policy for more detail. Once
you have selected the approver, the form will automatically be directed to them for approval.
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Gifts Policy
Content Owner: Group Legal
Effective Date: 12 August 2015
Key Contact: Compliance Manager / General Counsel