Anti-Bribery & Corruption Policy
Zero-tolerance operational mandates, ethical compliance standards, and reporting obligations governing TopLogical Nigeria Limited, aligned with the ICPC Act, EFCC Act, and international standards.
1. Statement of Principle
TopLogical Nigeria Limited (“TopLogical” or the “Company”), the developer and operator of TopSafeAI, is committed to executing all business interactions with absolute integrity, transparency, and strict adherence to anti-corruption laws.
TopLogical enforces a strict Zero-Tolerance policy regarding bribery, graft, kickbacks, illicit inducements, and commercial extortion in any form. We do not pay, promise, solicit, or receive bribes directly or indirectly through any intermediary, partner, or agent.
TopLogical will never penalize any employee or partner for losing prospective business or facing delayed operational milestones as a result of refusing to pay a bribe or facilitation fee.
2. Statutory Scope & Applicability
This policy complies with all applicable Nigerian statutes and international anti-bribery legal standards, including:
- Corrupt Practices and Other Related Offences Act (ICPC Act 2000)
- Economic and Financial Crimes Commission (Establishment) Act (EFCC Act 2004)
- Money Laundering (Prevention and Prohibition) Act (MLPPA 2022)
- Criminal Code and Penal Code of the Federal Republic of Nigeria
- Relevant foreign extraterritorial provisions where applicable to international clients (e.g., UK Bribery Act 2010 and US Foreign Corrupt Practices Act).
This policy applies across all directors, officers, full-time and contract staff, software developers, technical consultants, distributors, and third-party vendors working on behalf of TopLogical.
3. Prohibited Conduct
Personnel and representatives of TopLogical are expressly forbidden from:
Offering, giving, promising, soliciting, or receiving anything of value to influence any official act, regulatory inspection, procurement decision, or to obtain an improper business advantage.
Making unofficial payments of any amount to government or public officials to expedite or secure routine non-discretionary governmental actions (e.g., customs clearance, license processing, or utility connections).
Paying or accepting secret commissions, rebates, or referral fees to or from customer employees, bank procurement personnel, or third-party technology providers.
Using Company funds, resources, software licenses, or facilities to make contributions to political parties, candidates, or political campaigns.
4. Gifts, Meals & Hospitality Thresholds
Gifts and business hospitality may only be given or accepted if they are transparent, customary, modest, unsolicited, and cannot be construed as an inducement to secure favorable terms:
| Category | Monetary Limit | Approval & Registration Protocol |
|---|---|---|
| Standard Promotional Items | Under ₦25,000 / $50 | Permitted (branded items, pens, calendars, event t-shirts). No formal log required. |
| Modest Business Hospitality | ₦25,000 – ₦50,000 | Permitted occasionally. Must be logged in the TopLogical Gifts Register within 5 days. |
| High-Value Gifts / Entertainment | Above ₦50,000 / $100 | Strictly Prohibited without prior written approval from the Chief Compliance Officer. Cash gifts are banned in all amounts. |
5. Conflicts of Interest
All employees and key executives must proactively disclose any actual, potential, or perceived conflicts of interest. A conflict arises whenever personal interests, financial investments, outside business activities, or family affiliations compromise or appear to compromise professional judgment.
Disclosures must be filed annually and immediately upon any change of circumstances via the TopLogical Conflict of Interest Register maintained by the Legal & Compliance Department.
6. Third-Party Intermediaries & Vendor Due Diligence
TopLogical cannot use third parties to circumvent anti-corruption laws. Prior to engaging any commercial reseller, integration consultant, software provider, or outside agent:
- A risk-based Anti-Bribery due diligence questionnaire must be executed and reviewed by Compliance.
- Sanctions, PEP, and adverse media screening must be performed using TopSafeAI screening engines.
- All commercial contracts must include binding anti-corruption warranties, audit rights, and termination clauses for any breach.
7. Whistleblowing & Safe Reporting Channels
TopLogical maintains an anonymous, protected whistleblowing channel for employees, institutional clients, partners, and the public to report suspected bribery or corrupt behavior:
TopLogical strictly prohibits retaliation, harassment, or adverse employment action against any whistleblower acting in good faith. Reports are investigated independently with direct reporting to the Board of Directors.