Version 1: January 2025      

• General

M-Gas and its subsidiaries globally (together referred to as the “M-Gas” or “We” or “Us”) is committed to conducting business in an ethical and responsible manner, treating all workers with respect and dignity, ensuring safe working conditions, and conducting environmentally responsible operations.   By entering into business transactions with M-Gas, the Supplier (defined below) agrees to abide by the terms of this Code and acknowledges that compliance with this Code is required to maintain the Supplier’s status. Notwithstanding any other provisions of the agreement between M-Gas and the Suppliers. M-Gas shall have the right to terminate any Supplier’s contract for failure to comply with the provisions of this Code immediately on notice to the Supplier.  

• Purpose

This Code defines the standards of conduct that each Supplier must observe and adhere to in doing business with M-Gas. These are aimed at promoting ethical, safe and fair working conditions in M-Gas’s supply chain.  

• Awareness and communication

Suppliers are encouraged to make reasonable effort in creating awareness of the Code and communicating its requirements to their employees, suppliers, agents and subcontractors.  

• Definitions

“Supplier” means any firm or individual, vendor or supplier (and their subsidiaries), distributor, channel partner, agent, sub-contractor, employees (be they temporary, casual or permanent) and all other third parties with whom M-Gas engages to provide or procure goods, services, functions, or activities.  

• Supplier Conformance with the Code

1. Underlying Obligations. Suppliers must comply with all applicable laws, regulations, directives, guidelines, and standards within their operational geographies, as well as all contractual obligations with M-Gas. This includes, but is not limited to, data privacy, protection, confidentiality, and anti-corruption laws (including the UK Bribery Act). This Code will be updated periodically to reflect changes in laws and regulations. In cases where the Code conflicts with contract terms, the contract terms will prevail. Suppliers will be required to obtain and renew, in accordance with any law or regulations all permits, licences and authorizations required for it to carry out its business.
2. Compliance with the Code. All Suppliers and their employees must adhere to this Code while conducting business with, or on behalf of, M-Gas. Suppliers must promptly inform their Point of Contact (“POC”) at M-Gas when any situation or circumstance arises that causes, or reasonably may be expected to cause, the Supplier to be in violation of, or non-compliance with, this Code.
3. On-Site Work. Suppliers using M-Gas premises or facilities will comply with all applicable M-Gas policies, requirements and instructions including but not limited to the Health Safety and Environment policies and manuals available at the premises.
4. Information Disclosure. Suppliers may from time to time be requested to disclose to M-Gas information regarding their labour practices, health and safety measures, environmental practices, business activities, structure, financial situation, and performance, in accordance with prevailing industry practices.
5. Cooperation. Suppliers must cooperate with any information requests, joint audits, site visits initiated by M-Gas, to assess and continuously review performance and compliance status.

 

• Environmental Management

M-Gas recognises that the management of environmental impacts is integral to good business practice. We encourage Suppliers to join us in similar environmental efforts as appropriate to their businesses, and align with best practice activities including the following:

1. Minimise harm to the environment. Implement operational practices that minimise environmental impact and deploy measures to prevent and reduce harm to the environment.
2. Track performance and report environmental improvements. Monitor and report on resource consumption, air emissions, water usage, hazardous material management, recycling, and waste production. Disclose to M-Gas required information, as appropriate, data to demonstrate environmental performance.
3. Set environmental targets and commitments. Establish policies, objectives, and targets for identifying, measuring, and reducing environmental impacts, addressing climate change risks, and supporting M-Gas’ environmental agenda. Set long-term emissions reduction targets aligned with a low-carbon economy.
4. Report regulatory breach. Disclose to M-Gas regulatory breaches and incidents involving the regulators, including outcomes of annual inspections, audits and or notices, along with planned corrective actions.

 

• Human Rights

M-Gas is committed to respecting human rights as guided by the International Labour Organisation (ILO) Core Conventions and applicable laws, including the UK Modern Slavery Act 2015. We support the International Bill of Human Rights and expect our Suppliers to uphold these principles through:

1. Occupational Health and Safety: Ensure a safe and hygienic working environment, manage health and safety risks, and comply with local laws and M-Gas safety standards.
2. Freely chosen employment: Ensure all work is voluntary, free from slavery, servitude, forced labour, and human trafficking. Workers should have the freedom to terminate employment with reasonable notice.
3. Avoidance of child labour: Do not employ workers under the age of 18.
4. Prevention of modern slavery and human trafficking: The Supplier shall not, engage in any form of slavery, servitude, forced and compulsory labour and human trafficking, or other deprivation of a person's liberty by another to exploit them for personal or commercial gain.
5. Working hours: Ensure working hours are not excessive and comply with national laws.
6. Wages and benefits: All employees should be paid a fair wage commensurate with prevailing industry conditions or the minimum wage laws.
7. Employee freedom of association: Respect workers' rights to freely associate and bargain collectively. Where such rights are restricted, support alternative means of employee consultation.
8. Avoidance of discrimination and harassment: Promote a workplace free from discrimination, harassment, and inappropriate behaviour based on various factors such as age, disability, gender, race, religion, and more.
9. Grievances: Provide formal mechanisms for employees to file grievances (including anonymous reporting) regarding human and labour rights violations, ensuring they are addressed without retaliation.
10. Whistleblowing: Provide mechanisms for employees to raise concerns about illegal or unethical practices and ensure concerns are addressed without fear of retaliation.

• Conflict of Interest

Suppliers must avoid situations where personal interests or loyalties conflict with their professional responsibilities. A conflict of interest arises when a Supplier’s personal, financial, or other interests interfere with their ability to perform their duties objectively and in the best interests of M-Gas. Disclosure Requirements:

1. Identification and Disclosure: Suppliers are required to identify and disclose any actual or potential conflicts of interest that may arise in the course of their relationship with M-Gas. This includes, but is not limited to, situations where personal relationships, financial interests, or other external factors could influence or appear to influence their business decisions or actions.
2. Reporting Procedure: Suppliers must report any identified conflicts of interest to their designated M-Gas Point of Contact (POC) as soon as they become aware of them. Disclosure should be made in writing and include all relevant details about the nature of the conflict.
3. Management of Conflicts: Upon disclosure, M-Gas will work with the Supplier to assess the conflict and determine appropriate measures to manage or mitigate it. Suppliers are expected to cooperate fully in resolving any conflicts of interest and to take steps to avoid any actions or decisions that could be influenced by personal interests.
4. Ongoing Responsibility: Suppliers have an ongoing obligation to disclose any new or evolving conflicts of interest that may arise during the course of their engagement with M-Gas. Failure to disclose conflicts of interest or to manage them appropriately may result in termination of the Supplier relationship. M-Gas is committed to maintaining transparency and integrity in all business dealings and expects its Suppliers to uphold the same standards.

 

• Anti-bribery and Corruption

The Supplier acknowledges that M-Gas is a wholly owned subsidiary of a UK company and is therefore subject to the United Kingdom’s Bribery Act 2010. M-Gas is committed to preventing all forms of bribery and corruption. The Supplier agrees that neither it nor its personnel will engage in any form of bribery or corruption while working with M-Gas. The Supplier also agrees to ensure that all its personnel comply with M-Gas’s anti-bribery and anti-corruption policies, as well as its conduct of business policies, which may be updated periodically. Additionally, the Supplier undertakes to promptly report in writing to both the board of directors of M-Gas and the Chairman of the board of directors of M-Gas’s holding company any request or demand that, if fulfilled, would violate this Agreement or M-Gas’s Anti-Corruption and Bribery Policy.  

• Gifts and Hospitality

Suppliers should act with honesty and impartiality. The Supplier should refrain from accepting or giving any gifts, hospitality, or anything of value with a purpose of obtaining any improper advantage or influence business decisions for the Supplier. Modest gifts and hospitality may be acceptable if they are transparent, reasonable, do not influence business decisions and do not violate any applicable law. However, gifts or hospitality must be given and received openly.  

• Fraud Prevention

M-Gas is firmly committed to upholding the highest standards of integrity across all aspects of our business operations. We maintain a zero-tolerance policy towards fraud in any form. This policy extends to all Suppliers, who are expected to adhere to the highest ethical standards and actively contribute to the prevention and detection of fraudulent activities.   Suppliers are required to cooperate fully with M-Gas in any investigations into suspected fraud. This includes providing necessary information and access to relevant records. Suppliers must promptly report any concerns or suspicions related to fraud or unethical behaviour. Concerns can be reported confidentially through the M-Gas fraud hotline at +254 800 724 440. Reports should be made in good faith, and any retaliation against individuals who raise concerns will not be tolerated.  

• Extending M-Gas values & behaviours

The Supplier shall at all times that it is supplying services to M-Gas, the Supplier agrees to:

1. Act Ethically and Fairly: Conduct business with honesty and integrity.
2. Maintain Professionalism: Interact in a courteous, polite, and respectful manner.
3. Respect Diverse Viewpoints: Appreciate and value the diverse identities and perspectives of M-Gas representatives.
4. Be Punctual and Prepared: Respect others’ time by being punctual and well-prepared for meetings and calls.
5. Refrain from Inappropriate Behaviour: Avoid using offensive language, engaging in any level of physical or verbal violence or threat of violence, aggressive behaviour, or participating in any actions that could damage M-Gas’ reputation or violate privacy and confidentiality policies.
6. Harassment: Refrain from any form of harassment including sexual harassment, bullying, discrimination and inappropriate behaviour, whether physical or written, verbal or non-verbal.
7. Respect Privacy and Confidentiality: Adhere to M-Gas’ Privacy and Confidentiality policies, avoiding inappropriate sharing of personal or privileged information. The Supplier must also adhere to all applicable data privacy laws.
8. Avoid Illegal Behaviour: Refrain from engaging in actions that could cause reputational damage or legal issues for M-Gas or any of its directors, employees or customers.
9. Professional Conduct: Maintain appropriate conduct in all professional settings, avoiding any actions that could be considered unprofessional.

• Raising a Concern (Whistleblowing)

M-Gas is dedicated to conducting business with integrity and in compliance with all laws and regulations. M-Gas whistleblowing policy supports the reporting of any potential breaches, such as fraud, criminal behaviour, or ethical issues, in a confidential manner.

1. Reporting Concerns: Suppliers are encouraged to report any concerns about M-Gas or its employees, such as fraud, ethical or Code violations, either through M-Gas whistleblowing email whistleblowing@mgas.ke or anonymously where permitted.
2. No Retaliation: Suppliers raising a concern will not lead to retaliation from M-Gas or its staff. Any instances of retaliation should be reported to M-Gas.
3. Internal Procedures: Suppliers are encouraged to establish their own whistleblowing procedures to handle relevant concerns effectively.
4. All reports will be treated seriously, and the commitment to addressing concerns is fundamental to maintaining high professional standards and corporate responsibility.