Conflict of Interest

All First Class Partnerships employees and associates have an absolute obligation to conduct business in a manner that avoids any actual or potential conflict of interest, or the perception or appearance of a conflict of interest. For the purpose of First Class Partnerships' conflict of interest policy, the perception or appearance of a conflict of interest should be considered the same as an actual conflict of interest. It is important that our customers recognise that our actions are always in their best interests and never driven by the potential for personal gain of any First Class Partnerships employee or Associate. Thus, the perception or appearance of a conflict of interest, even when no actual conflict of interest exists, must be avoided at all times.

A conflict of interest can occur in a variety of instances, several of which are discussed generally in this policy.

The first instance is if a First Class Partnerships employee or associate were in a position to influence a decision made in connection with First Class Partnerships' business that could result in a personal gain for that employee or associate, a relative or other person living in the same household. A "relative" for the purpose of a conflict of interest is any person who is related by blood or marriage, or whose relationship with the employee is similar to that of persons who are related by blood or marriage.

No negative presumption is created by the mere existence of a relationship between a First Class Partnerships employee and an outside firm or business endeavour. However, if an employee has any business, financial or other relationship with any organisation whereby the existence of that relationship either creates a conflict of interest or could be perceived to create a conflict of interest, the employee must disclose this relationship to the Managing Director or Chairman.

A conflict of interest would also arise if the business activities of a First Class Partnerships employee with outside firms resulted in any financial or other gains for the First Class Partnerships employee or any relative of the employee. Personal gain, or the potential for gain, could arise in cases where an employee or relative has significant ownership in a firm with which First Class Partnerships or any of its customers does business, or when an employee or relative receives any compensation, gift or special consideration as a result of any transactions or business activities involving the outside firm.

Another conflict of interest would arise if the business activities of First Class Partnerships employees with outside firms resulted in unusual or unreasonable gains, financial or otherwise, for such outside firms, vendors, contractors, facility or organisational entity. Unusual or unreasonable gains can take the form of bonuses, special fringe benefits, unusual price discounts for services or other inducements designed to benefit any party to the business activities.

A conflict of interest would also occur if a First Class Partnerships employee engaged in any outside business activities that created an actual or potential conflict of interest between the individual's employment with First Class Partnerships and his/her outside activities. For this purpose, a conflict of interest is considered to be any activity that is inconsistent with or opposed to First Class Partnerships' business or best interests or that otherwise gives the appearance of such impropriety.

In addition to the general guidelines set out above, employees of First Class Partnerships may not be involved in any of the following specific types of relationships or situations:

Ownership (without the explicit consent of the FCP Board) of any substantial interest in, being a director or officer of, or having any personal contract, agreement, understanding or employment of any kind with any supplier, customer, contractor or other individual or business concern that has a contractual arrangement with, does business with, seeks to do business with, or competes with First Class Partnerships.
Conducting business with a personal friend or relative on behalf of First Class Partnerships or any of its customers, unless the specific transaction clearly does not create conflict of interest and has been approved by the First Class Partnerships Board.
Speculating or dealing in supplies, or services in which First Class Partnerships deals on behalf of its customers.
Violating First Class Partnerships Gift Policy.

In the event that there is a potential conflict of interest, or perception or appearance of a conflict of interest, a First Class Partnerships employee must immediately report it to the MD or Chairman.

Because of the difficult and often complex questions that can arise in conflict of interest situations, First Class Partnerships' Legal Advisor is available to assist in evaluating conflict of interest situations.

All employees and associates are required to sign an acknowledgement of the conflict of interest policy prior to commencing work at First Class Partnerships.

First Class Partnerships provides strategic, commercial, operations, engineering and infrastructure rail consultancy and advice to leading rail companies, investors in rail, governments and regulators around the globe.