The Integrity of the Law – Our Commitment to the Global Community

One of the primary foundations of good business and free markets is the rule of law. Compliance with the law is crucial to the reputation of 21st Century Fox and its business units, and to our ability to conduct our business all around the world.

Good Citizenship

  • We take our corporate social responsibilities seriously. Specifically in the context of our business, which is news, information and entertainment, we are always and everywhere dedicated to advancing our core values of free inquiry, free speech and free expression for all people.
  • As a Company, we are at all times truthful and accurate when dealing with government entities or officials. If you are contacted by any governmental entity or authority, immediately refer them to the Legal Department and inform your supervisor.
  • We adhere to all applicable trade, labor and other laws in the countries in which we do business.
  • We are committed to conducting our business with integrity and in an ethical manner without usage of goods or services generated by slavery, forced labor or human trafficking.
  • We comply with the environmental laws of the countries in which we do business, and in all circumstances strive to abide by non-wasteful, non-polluting practices.

Avoiding Corruption and Bribery

  • We know and abide by the 21st Century Fox Global Anti-Bribery and Anti-Corruption Policy.
  • We don’t offer, give, solicit or accept bribes or kickbacks, either in cash or in the form of any other thing or service of value.

Consultants and Other Third Parties: We require that consultants, agents and other third parties acting on behalf of 21CF companies adhere to the basic principles contained in our anti-corruption policy. To the extent possible, we insert legal language into their contracts binding them to avoid bribery and corruption.

  • We ensure that all payments to third parties are recorded accurately and documented appropriately.

Bribes and Kickbacks. A bribe is something of value that is given in an attempt to improperly influence business actions or decisions, or to acquire improper advantage. A kickback is the return of a portion of a sum already paid or due to be paid, as a reward for favorable business arrangements.

Avoiding Corruption and Bribery of Government Officials

  • We follow all applicable laws in all the countries in which we do business, including all those governing conduct regarding government officials, foreign or domestic, elected or appointed, such as laws dealing with lobbying, gifts, contributions and bribery.
  • Foreign Corrupt Practices Act: The Foreign Corrupt Practices Act (FCPA) is a U.S. law that forbids bribery of foreign (meaning non-U.S.) government officials, whether elected or appointed, even if the bribe takes place outside the United States. Because 21st Century Fox is a U.S. corporation, the FCPA may apply to all Company employees everywhere in the world, regardless of their nationality or where they reside or do business.
  • Many countries now have or are adopting laws similar to the FCPA, forbidding bribery of officials in countries other than their own, and asserting the jurisdiction to punish corruption crimes beyond their own borders. In addition, virtually every country in the world has laws forbidding the bribery of its own government officials. We comply with all such laws wherever they are applicable to us.
  • When it comes to bribery, some countries are obviously riskier environments than others, due to local corruption. However, countries that are considered low risks for corruption are often more vigilant in investigating and prosecuting what they view as corruption-related activity. Wherever you are, always be careful to follow the law, and always be aware of how your actions may appear to others.

Under the Foreign Corrupt Practices Act, a government official can be: (i) any officer or employee of a government or any department, agency or instrumentality of a government, or of a public international organization such as the United Nations or the World Bank; (ii) any person acting in an official capacity for or on behalf of a government or government department, agency or instrumentality, or for or on behalf of a public international organization; (iii) any political party official or any candidate for political office; (iv) employees of companies owned or controlled by governments; (v) civil servants, administrative and judicial officers, and members of the military, royal family and legislative bodies. Keep in mind that what constitutes a government or public official will vary widely from one country to the next. In some countries, government officials may include reporters working for state-owned media, doctors working for a national health service, or pilots working for a national airline. If you have any doubts as to whether someone is or is not a government official, contact the Legal Department.

Illicit business activities anywhere in the world can potentially entangle you and the Company in overlapping sets of anti-corruption laws. Some companies have been punished in more than one country at a time for the same set of corruption crimes.

Giving Anything of Value to Government Officials: We do not give anything of value, even if nominal, to a non-U.S. government official without first consulting with the Legal Department. In the case of a U.S. official, we must first consult the 21CF Government Relations Office in Washington D.C. Remember, business practices that are acceptable in a commercial context, such as the giving of gifts and hospitality, may be completely forbidden when the individual involved is a government or political party official.

Transacting Business With A Government Official: We consult with the Legal Department before we transact business with any government official.

Third Party Due Diligence: We are careful to avoid situations where a third party who is performing services for the Company, as a consultant, agent or in any other capacity, may bribe or attempt to bribe a government or public official. The Company, and possibly its employees, can be held liable for the actions of these third parties. Therefore, we screen third parties if possible, and we consult with the Legal Department before we hire any third party to perform work for us that may involve making a payment to, or otherwise transacting business with, a government official.

Avoiding the Appearance of Indirect Payments To Government Officials: We are careful to avoid situations in which things of value are given to those close to a government official, if such conduct may be viewed as a means of circumventing the intention of anti-bribery laws. Giving things of value to an official’s family members, or even making donations to a foundation or charity of his or her choice, may appear corrupt under certain circumstances. We never attempt to influence a government official by giving things of value to family members, or to entities he or she favors.

The 21st Century Fox Global Anti-Bribery and Anti-Corruption Policy, which applies to all our business units around the world, contains important information in addition to what is set forth in these Standards. Please be sure you read the policy itself in order to be sure you are in compliance.

Some examples of what to watch out for:

  • large cash transactions, personal deliveries of cash, or cash payments in a context where a check or wire would ordinarily be expected;
  • payments unsupported by appropriate documentation or receipts;
  • payments sent to bank accounts located in a country other than where the account holder resides or where the service was rendered;
  • payments sent to bank accounts held in the name of an unrelated third party;
  • invoices that appear to be overstated or vague in description, to not accurately reflect the services rendered, or to contain misstatements of fact;
  • payments that are out of proportion to services rendered;
  • unusual “miscellaneous” payments or lack of expected itemization;
  • employment of or payments made to persons close to government officials;
  • commissions paid to persons close to government officials;
  • donations to institutions an official is interested in supporting;
  • unusual fees or surcharges.

Irregular Financial Transactions – What To Watch Out For
Beware of irregular accounting or financial practices. Naturally, accounting practices that are against the law or in violation of generally accepted accounting principles should be reported to management or to the Finance or Legal Department. One obvious example would be an “off-the-books” bank account not properly reflected in Company finances. But you should also be wary of, and report, any irregularity or unusual practice that appears to disguise or obscure either the source or the destination of any Company money, or that appears to evade the financial controls that the Company or a government authority has set in place. Such practices must be scrutinized closely to be sure they aren’t signs of more significant problems.

Complying with International Trade and Anti-Boycott Laws

21st Century Fox is committed to conducting business worldwide in compliance with applicable U.S. and non-U.S. international trade laws, including all applicable export control, import, economic sanctions, and antiboycott laws and regulations.

Many countries, including the U.S., U.K., Canada, and Australia, impose sanctions on business activities involving designated countries, entities and persons. Supranational organizations, like the United Nations and the European Union, also impose sanctions on designated countries, entities and persons. These sanctions can take the form of prohibiting certain types of business activities involving sanctioned countries and restricted parties. The sanctions generally prohibit activities, such as the import and export of technology, hardware and software; financial transactions; the provision or receipt of services, and travel carrying certain items. The sanctions may prohibit nearly all business activity with sanctioned countries (including individuals and companies in such countries), designated restricted parties, such as individuals, banks, air carriers, vessels, companies, and other organizations believed to have ties to terrorism, weapons proliferation, or other sanctioned activities. Depending on the program, U.S. sanctions may contain limited exceptions, including, for example, activities related to pre-existing information and informational materials (that are not edited or altered), specific transactions ordinarily incident to publishing, and certain journalistic activities.

The U.S., EU, Canada, Australia, and other jurisdictions maintain lists of sanctioned countries and restricted parties for national security and other reasons under sanctions and export control laws. For example, the Office of Foreign Assets Control (OFAC), a part of the United States Treasury Department, administers the sanctions against the various designated countries and Specially Designated Nationals (SDNs), which can be either individuals or entities.

  • We comply with the various sanctions laws with respect to the parties with whom, and the countries in which, we do business.
  • We comply with U.S. and other applicable export and import laws that regulate the sale,purchase, import, export, reexport, transfer, and shipment of goods, software and technology.
  • 21st Century Fox is a U.S. corporation. Therefore, every 21st Century Fox company must comply with U.S. tax and international trade laws forbidding participation by U.S. companies in any international boycott that is not sanctioned by the United States government.

Violations of U.S. anti-boycott laws can be serious, and can involve both civil and criminal penalties. If you are invited to cooperate in a boycott that the U.S. does not support, such as the Arab League Boycott of Israel, you must report the request to Compliance and Legal. Simply ignoring or even refusing the request may be insufficient to avoid liability under the anti-boycott laws, and the law may require that such attempts be reported.

Engaging in Political Activities and Lobbying

As an individual, you are welcome to engage in the political process in any way allowable by law, including but not limited to donating money to the candidates of your choice and volunteering on campaigns. And you are of course always free to contact your elected representatives for any personal reason you wish. But it should always be clear to outside observers that these are your personal actions and not actions taken on behalf of the Company.

  • Never convey the impression that you speak for 21st Century Fox or any of its business units in any way when you engage in personal political activities.
  • Observe all laws governing gifts to elected officials.

Contributing Company Assets: We do not donate any corporate money, services, products or facilities to any political party, candidate or political committee unless previously approved by 21CF’s Executive Vice President for Government Affairs, at the Government Relations Office in Washington D.C. Always keep in mind that “contribution” is defined broadly, and does not necessarily mean money. It may, under some circumstances, even include the use of Company email to solicit donations or support. Please see the 21st Century Fox Political Activities Policy for more information.

Seeking Public Office: An employee who wishes to seek or accept elected or appointed public office while working at 21st Century Fox or any of its companies must first seek the authorization of the 21CF Group General Counsel.

Lobbying: Employees should not engage in lobbying activities on behalf of the Company with respect to any governmental entity in the United States – federal, state or local – without enlisting the prior involvement and approval of 21CF’s Government Relations Office in Washington D.C. Employees should not engage in lobbying activities on behalf of the Company with respect to any non-U.S. government without first enlisting the prior involvement and approval of the Legal Department.

What is lobbying? In general, 21st Century Fox deems contacting a government official on behalf of the Company as constituting lobbying. The various laws covering permissible lobbying activities are highly complex, and vary from one jurisdiction to another, as the U.S. government, U.S. states and municipalities, and non-U.S. governments may all have lobbying laws. Since 21st Century Fox is a registered lobbyist in the U.S. and in various American states, it is subject to even further restrictions in those locations. In addition to legal restrictions on lobbying, there are also legal restrictions on gifts to government officials and employees. Gifts can include such things as promotional items, meals, attendance at movie premieres and screenings, or at parties and publicity events. If you have any questions, consult the Legal Department or the 21CF Government Relations Office about permissible activity.

For additional guidance on important restrictions when dealing with U.S. government officials, please refer to the memo entitled “Contact with Government Officials & the Government Relations Office,” available from the 21CF Government Relations Office in Washington D.C.