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A WATERSHED IN FINANCIAL SERVICES REGULATION IN THE UK

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A WATERSHED IN FINANCIAL SERVICES REGULATION IN THE UK

Francis Kean, Executive Director at Willis Towers Watson 

I’m usually no fan of hyperbole but perhaps it’s justified this time. On 26th July the Financial Conduct Authority (FCA) finally published its long awaited Consultation Paper on extending the Senior Managers and Certification Regime (SM&CR).

When the regime comes into force (on a date still to be confirmed) it will apply to some 56,000 businesses and affect several hundred thousand employees in the UK financial services sector. Those who were hoping for ‘SMR-lite’, on the basis that many of these businesses are tiny compared with the banks, will be disappointed. The FCA does nothing to disguise the impact of this consultation, making it clear that “…almost every firm that offers financial services and is regulated by the FCA will be affected by these changes…”.

Baseline Requirements

Under the Consultation Paper, every firm to which the new regime will apply will have to address the following three inter-related sets of requirements drawn straight from the existing regime:

  1. The Senior Managers Regime

Core elements of the regime include the allocation of senior management functions to the most senior people in the organisation. Each such individual will need to have a document stating what they are responsible and accountable for and will also be subject to a ‘Duty of Responsibility’ which means that if something goes wrong in an area for which they are responsible, they may be subject to disciplinary action.

  1. Certification Regime

This covers people who are not senior managers but whose job means that they can have a big impact on customers, markets or the firm. Unlike under the current ‘Approved Persons’ regime it will be the firms that will need to check and certify annually that they are suitable to do their job. Again, this is very similar to the certification regime as it applies already to banks and building societies.

  1. Conduct Rules

As the FCA puts it, “…these are basic rules that will apply to almost every person who works in financial services. They include things like acting with integrity and treating customers fairly…”. In paragraph 7.14 of the Consultation Paper, the FCA gives an exhaustive list of those roles that are outside the scope of conduct rules. They include security guards, vending machine staff, cleaners and catering staff. From this you get a hint as to the reason for the FCA’s confidence that the conduct rules will “…apply to almost every person who works in financial services…”.

Core Firms and Enhanced Firms

Recognising that the FCA regulates a vast array of financial services firms ranging from single traders to global asset managers, the FCA has proposed a two-tier regime. The first so-called ‘core regime’( as summarised above) will apply to all FCA regulated entities, the second ‘enhanced regime’ will only apply to larger institutions of which the FCA estimate there are 350 which fall into one or more of the following categories:

  • The firm that has a significant ‘IPFRU’ firm;
  • A firm that is a CASS large firm;
  • Firms with assets under management of £50 million or more (at any time in the previous three years);
  • Firms with current total intermediary regulated business revenue of £35million or more per annum;
  • Firms with an annual regulated revenue generated by consumer credit lending of £100million or more; or
  • Mortgage lenders (that are not banks) with 10,000 or more regulated mortgages outstanding.

Discussion

Rather than attempting to summarise all the recommendations in the consultation paper which runs to 392 pages, a few key points warrant highlighting.

  •  Even for core-firms i.e. small companies including sole practitioners, a minimum of one senior manager will always be required and this single individual must in each case accept each of the following seven core prescribed responsibilities:
1 Performance by the firm of its obligations under the Senior Managers Regime, including implementation and oversight
2 Performance by the firm of its obligations under the Certification Regime
3 Performance by the firm of its obligations in respect of notifications and training of the Conduct Rules
4 Responsibility for the firm’s policies and procedures for countering the risk that the firm might be used to further financial crime
5 Responsibility for the firm’s compliance with CASS (if applicable)
6 Responsibility for ensuring the governing body is informed of its legal and regulatory obligations
7 Responsibility for an AFM’s value for money assessments, independent director representation and acting in investors’ best interests

To give an idea of the scale and reach of this new regime, the FCA give as an example a dentist practice that has limited permission to offer credit. For such a practice the FCA concede that a single senior manager would suffice!

  • Senior Manager Conduct Rules will apply to all senior managers including those described in (i) above. The relevant rules are:
SC1. You must take reasonable steps to ensure that the business of the firm for which you are responsible is controlled effectively
SC2. You must take reasonable steps to ensure that the business of the firm for which you are responsible complies with the relevant requirements and standards of the regulatory system
SC3. You must take reasonable steps to ensure that any delegation of your responsibilities is to an appropriate person and that you oversee the discharge of the delegated responsibility effectively
SC4. You must disclose appropriately any information of which the FCA or PRA would reasonably expect notice

These enhanced conduct rules are identical to those under the regime currently in force for banks. We have yet to see how the FCA will seek to apply these rules in a disciplinary context but SC4 is particularly noteworthy. It is not difficult to imagine that the FCA will seek to allege the rule has been breached in circumstances where information has come to its attention after the event and other than via the senior manager responsible. Note also that this particular rule applies to all non-executive directors.

  • The Conduct Rules are also identical to those already applicable to banks.  These are that:

                First Tier – Individual Conduct Rules

1 You must act with integrity
2 You must act with due care, skill and diligence
3 You must be open and cooperative with the FCA, the PRA and other regulators
4 You must pay due regard to the interests of customers and treat them fairly
5 You must observe proper standards of market conduct

These rules apply to everyone in the industry with exception of vending machine operators and similar categories specifically excepted by the FCA. What is also potentially concerning is the FCA’s proposal that the rules be applied not simply to a firm’s regulated activities but also to its unregulated and ancillary activities. Whilst the FCA makes the point at paragraph 7.11 that this is a narrower requirement than that under the Banking Regime, it could nevertheless cause some real headaches for firms that are engaged in a range of different activities.

  • In addition to all the core requirements which apply (including those referenced above) to all regulated firms, the FCA is proposing additional regulation in respect of its newly designated category of ‘enhanced firms’. Some of this is uncontroversial because it entails the creation of additional senior management functions similar to those already in existence under the regime insofar as it applies to banks covering functions such as chief risk function, chief finance function and chairs for various committees including remuneration, risk and audit. More controversially, the FCA is proposing a new ‘overall responsibility’ requirement to all enhanced firms. This would mean that they would “…need to ensure that every activity, business area and management function has a senior manager with overall responsibility for it. This is to prevent unclear allocation of responsibility that could result in issues falling between the cracks.”  (Emphasis added). Again, the proposal is that this new overall responsibility rule will apply not simply to the firm’s regulated activities but also to its unregulated financial services activities and related ancillary activities. This proposal, if it survives the consultation,may cause significant headaches for enhanced firms seeking to grapple with and identify individuals prepared to accept responsibility for each single activity, business area, and management function of the firm as a whole. Incidentally, that would include those carried out from an overseas branch and all transactions that take place overseas whether in full or in part.
  • The Consultation Paper addresses separately the position of overseas employees, a subject that has given rise to a lot of controversy and uncertainty already.The good news is that the FCA makes it clear that if a person is based overseas and does not deal with UK clients, the CertificationRegime would not apply to them. By contrast, if an employee is either based in the UK or, if based outside the UK, deals (i.e. has contact) with UK clients, the regime will apply to them. The sting in the tail is that the regime could also apply to an employee regarded as a ‘material risk taker’ under one of the FCA’s remuneration codes even if such individual is (a) based overseas and (b) does not deal with a UK client. None of this is easy. The FCA recognises that “in complex global businesses such as asset managers… drawing these lines can sometimes be difficult.” Feedback is invited!

Conclusion

So what does all this mean for the personal accountability (and ultimately the liability) of those individuals caught up by the new regime? Well, Annex 1 to the consultation runs through the potential benefits of the regime as seen by the FCA. Among these at para 26 is the following comment:

we expect misconduct to be more easily identified. Also, the wider application of our ConductRules, combined with other SM & CR tools (for example, Statements of Responsibilities, and Prescribed Responsibilities) will broaden the scope for, and increase the focus and effectiveness of, FCA disciplinary actions, where appropriate. We expect misconduct will more likely be caught and sanctioned, reducing misconduct and so reducing harm to consumers.”(Emphasis added).

The FCA is certainly right about the increased effectiveness of the new regime in terms of enforcement. The new tools in its arsenal are formidable. The challenge both for individuals and entities subject to the regime is to try to avoid getting caught up in a formal investigation in the first place.

What should you do?

Apart from digesting and responding to the consultation itself, directors and executives to whom the regime will apply (i.e. just about everyone!) can and should prepare for the new regulatory focus on their individual conduct. A good starting point would be to take responsibility for clarifying their own responsibilities and reporting lines as well as understanding the detail of the personal liability protection available to them through Directors&Officers insurance or employer’s indemnity.

To help, below is a 10-point checklist which covers the most important questions that senior individuals may wish to consider with their employers.

  1. With which categories of employee at what level of seniority do I share the D&O limit purchased by the company on my behalf?
  2. Is my D&O limit also shared with the company itself and, if so, in what respects and to what extent?
  3. Is access to my D&O insurance policy dependent on a failure or refusal by the company to indemnify me?
  4. Does the company agree to indemnify me in respect of all legal expenses (including, where I consider it necessary, seeking independent legal advice) in my capacity as a senior manager to the extent legally permissible?
  5. In pre-enforcement dealings with regulators, what cover (if any) is available to me to seek independent legal advice under the employer’s D&O insurance programme?
  6. If the answer to 4 and/or 5 above is ‘No/None’, has the company considered purchasing additional legal expenses for me in pre-enforcement dealings with regulators?
  7. What restrictions are imposed (both by indemnity and insurance) on my freedom to select lawyers of my choice and in the conduct and control of my defence?
  8. Does the policy provide a mechanism under which insurers will advance all defence costs and legal representation expenses to me pending resolution of any dispute between the company and the insurers as to the extent of such costs ultimately covered under the policy?
  9. What protection do I have against future claims against me if I retire or resign during the policy period or if during such period the company is the subject or object of mergers and acquisitions activity?
  10. Does my D&O policy contain provision enabling me to take proceedings to clear my name in appropriate cases?

 

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Return to Work Doesn’t Mean Business as Usual When it Comes to Travel and Expense

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Return to Work Doesn’t Mean Business as Usual When it Comes to Travel and Expense 1

By Rob Harrison, MD UK & Ireland, SAP Concur

The last few months have been an exercise in adaptability for businesses across the UK. With the sudden mandate to work from home, company processes that were ingrained in employees’ day-to-day routines were either put on hold or turned upside down. The new office normal now includes virtual meetings, conversing through instant messaging instead of in the hallway, and the redefining of “business casual” attire.

Many of the processes that have undergone changes fall into the category of travel and expense. With most business travel on hold and the nature of expenses changing, finance managers have had to adjust policies and practices to accommodate the new world of work. Recent SAP Concur research found that 72% of businesses have seen changes in the levels and types of expenses submitted, but only 24% have changed their policies to support this. Examples of travel and expense related changes that were made at the beginning of work from home mandates include:

  • A halt to business travel and its associated expenses.
  • Temporarily ending expensed meals for business lunches, dinners, or in-office meetings.
  • Increase in office expenses like monitors and chairs as employees furnish their home offices.
  • New expenses to consider like Internet and cell phone bills for employees who must work from home.

Now, as companies begin thinking about return to work plans, finance managers are discovering it’s not simply business as usual again. SAP Concur research found that many expect finance will return to normal quicker than general workplace practices, but vast majority see the process taking up to 12 months. New policies and processes need to be put in place to accommodate travel restrictions and changes in expenses. While finance managers need to stay flexible as the business environment continues to evolve, spend control and compliance should still be a high priority.

Here are a few questions that can help finance managers prepare for return to work while keeping control and compliance top of mind:

  • What will travel look like for the company? Finance managers must work with travel and HR counterparts to determine the need for employee travel, if at all, and how to keep employees safe. At SAP Concur, we surveyed 500 UK business travellers and found that health and safety is now seen as more than twice as important than their business goals being met on trips (34% versus 16%. Clear guidelines should be developed, even if they are temporary or evolving, so it’s clear who can travel, when they can travel, and how they can travel. Duty of care plans should also be re-evaluated and businesses should ensure they know at all times where employees are traveling for business and how they can communicate with them in the event of an emergency.
  • Who needs to approve travel and expenses? While it may be temporary, businesses may have to implement a more stringent approval policy for travel and other expenses. Due to health concerns related to travel and the need to conserve cash flow, business leaders like CFOs may want to have final approval over all travel and expenses until the situation stabilises. To help ensure new approval processes don’t cause delays and inefficiencies, finance managers should implement an automated solution that streamlines the process and allows business leaders to review and approve travel requests, expenses, and invoices right from their phones. According to SAP Concur research, 11% of UK businesses implemented some automation of financial processes in response to COVID-19. This is definitely set to increase post-pandemic.
  • Rob Harrison

    Rob Harrison

    What types of expenses are within policy? Prior to social distancing, employees may have been allowed to take clients out to dinner. In-person team meetings held during the lunch hour, may have included expensed lunches. As employees return to work, finance managers need to determine if these activities and expenses will be allowed again. Clear guidelines must be put in place and expense policies need to be updated to reflect any changes.

  • What happens to home office items that were purchased? While new office equipment may have been purchased for employees’ home offices, they remain the business’s property and what to do with them as employees return to work needs to be determined. Perhaps employees will continue to work from home a few days a week and need to keep the equipment to ensure productivity. However, if a full return to work is expected, finance managers have options that can maximise their asset investment and possibly save the company money, like replacing old office equipment with the new purchases, reselling to a used office furniture company, or donating to a non-profit.
  • How can cost control be ensured? For many businesses, cash flow will be tight for the foreseeable future. Spend needs to be managed to help ensure recovery and stability. An important aspect of controlling costs is having full visibility of expenses throughout the company. Implementing an automated spend management solution that integrates expense and invoice management brings together a business’s spend, giving finance managers an understanding of where they can save, where to renegotiate, and where to redirect budgets based on plans and priorities.

Once finance managers have asked themselves the questions above and determined how they want to approach travel and expense procedures, it’s vital they create guidelines and communicate clearly to employees. Compliance can only be ensured if employees have a clear understanding of what has and has not changed with travel and expense policies and what’s expected as they return to work.

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Spotting the warning signs – minimising the risk of post-Covid corporate scandals

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Spotting the warning signs – minimising the risk of post-Covid corporate scandals 2

By Professor Guido Palazzo is Academic Director at Executive Education HEC Lausanne.

A recent report from the Association of Certified Fraud Examiners (ACFE) found that almost seven out of 10 anti-fraud professionals have experienced or observed an increase in fraud levels during the Covid pandemic, with a-quarter saying this increase has been significant. Almost all of those questioned (93%) said they expected an increase in fraud over the next 12 months and nearly three-quarters said that preventing, detecting, and investigating fraud has become significantly more difficult.

For corporations, banks and financial directors, this is a clear warning signal of new risks ahead. Indeed, it’s not difficult to predict that the birth of next big corporate scandal will be traced back to this period. As the ACFE put it, the pandemic is “a perfect storm for fraud. Pressures motivating employee fraud are high at the same time that defenses intended to safeguard against fraud have been weakened.”

If we want to stop corporate misconduct, where should we be focusing our efforts? What should we do to minimise the chances of corporate scandals, fraud and unethical decision-making? Compliance and risk management are obviously critical in detecting fraud, but given that corporate scandals keep happening, perhaps it’s time to ask ourselves whether we need to take a different, more holistic approach to combat unethical behaviour.

Bad Apples or Toxic Cultures?

Most compliance is based on the premise that we need to keep bad people in check and to root out the ‘bad apples’ who usually get blamed when there’s a corporate scandal. When the scandal breaks, we all ask, “how was that possible? What were they thinking?” And we also tell ourselves that we could never behave like that and that it could never happen in our organisation – it’s not our problem.

But are those who succumb to this temptation really ‘bad apples’ or rather people like you and I? Most models of (un)ethical decision-making assume that people make rational choices and are able to evaluate their decisions from a moral point of view. However, if you made a list of the character traits of a rule breaker in an organisation and then compared it to a list of your own, you might be surprised to find a lot of overlap.

When we examine corporate scandals, what we invariably see is good people doing bad things in highly stressful circumstances. If you put sufficient pressure on an individual and they start making ill-advised decisions or behaving unethically, the first reaction is fear as they realise what they are doing is wrong. But then they will start to rationalise their actions to justify what they are doing. Over time, such behaviour becomes normalised and they convince themselves that there is no wrongdoing involved. That’s something that my HEC Lausanne colleagues, Franciska Krings and Ulrich Hoffrage, and I have termed ‘ethical blindness’, and it is a phenomenon that plays a fundamental role in systematic organisational wrongdoing.

Professor Guido Palazzo

Professor Guido Palazzo

The trouble with conventional technical and regulatory compliance strategies is that while policies, codes of conduct and formal processes are all very necessary, they don’t take into consideration the importance of leadership behaviour or human psychology.   We can’t pre-empt those who succumb to the temptation to do bad things in difficult circumstances unless we understand why they behave in the way they do. If we simply attribute problems to the psychological failings of ‘bad apples’ while ignoring the context, culture and leadership style which made their wrongdoing possible, then the barrel will still be contagious.

So what can be done to reduce the chances of new corporate scandals emerging in these challenging times? One take-away from previous scandals is the learning how to read the warning signals. This entails a deep understanding the psychological and emotional factors behind human risk, which surprisingly is not included in most compliance and ethics training. These small signals viewed in isolation may seem insignificant, but over time they can combine to create a dysfunctional context and culture where it can be all too easy for people to slip into the dark side.

Develop a Speak Up Culture

One of the most potent antidotes to that sort of dysfunction and the ethical blindness it encourages is a culture in which individuals at all levels feel able to speak up to their superiors about problems and ethical issues without fear of retaliation. But that will only happen if their own bosses are prepared to speak up and the tone for this must be set at the top. So, the critical question every executive needs to ask themselves is, “do I speak up?” Then they need to reflect on whether people come to them and speak up freely without fear of the consequences. That’s an approach to compliance that offers real protection against the onset of ethical blindness in a way that no conventional strategy can match.

This understanding of human risk element also elevates compliance to a leadership topic with all kinds of positive implications beyond compliance.  Whilst on the one hand, this approach helps to boost the status of the compliance and risk function, my experience of working with senior executives is that when they start to understand the psychological elements of the dark side, it shines a light on their own behaviour. One thing they realise is that, yes, it perhaps could have been them doing those things in one of those scandals. The other is understanding that their leadership style can unwittingly creating the context for unethical behaviour.

That’s one reason I invited two former senior executives who were involved in corporate scandals to share their first-hand experience as teachers on our new certificate in ethics and compliance. Andy Fastow is the former CFO of Enron and Richard Bistrong is a former sales executive involved in an international bribery scandal. Amongst other things, the valuable insights of people like these can help others to understand how risks accumulate over time and how this can impact the integrity of an organisation. Their stories also highlight the temptation that people can face as a result of the tension between the pressure to succeed and the pressure to comply.

Traditionally, compliance training and development has been technical and regulatory – what are the rules, what are people allowed to do or not allowed to do, and how do we demonstrate to the authorities that we did everything possible to ensure that people understand the laws and regulations? But what’s becoming increasingly clear is that it’s time for a multi-disciplinary approach if we are to start redressing the balance between the legal dimension of risk management and the human element.

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Trust is a critical asset

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Trust is a critical asset 3

By Graham Staplehurst, Global Strategy Director, BrandZ, explains how it’s evolving.

Trust is what makes us return to the same brands, particularly during times of uncertainty and crisis.

Pampers is an instinctive choice for many parents. It’s the go-to global nappy brand whether they shop online or in-store. By our reckoning, it’s also the world’s most trusted brand, driven primarily through its perceived superiority over competitors, which it has honed through a relentless focus on technological improvements that make its products the best in the category.

BrandZ has been tracking Trust since 1998 because it’s a critical ingredient in delivering both reassurance and simplifying brand choice, thereby boosting brand value. It’s also become extra critical in delivering business performance at a time when consumers are uncertain and often anxious.

Even brands that haven’t been available during Covid-19 lockdowns, brands that are already trusted, have found that they are more reassuring to consumers when they start returning to market with new safety measures such as protecting staff, which will be seen as evidence that the brand will take similar steps to protect customers.

With a growing demand from consumers for more responsible corporate behaviour, this in turn amplifies the need for brands to make a positive difference.

Alongside Pampers, other brands in this year’s BrandZ Top 100 Most Valuable Brands ranking that have strengthened their trust and responsibility credentials include the Indian bank HDFC, which has supported customer initiatives across its consumer and business banking and life insurance operations – with innovations such as mobile ATMs, and DHL, which has proven itself even more essential as a delivery service during the COVID-19 outbreak.

New brands too have managed to grow Trust relatively rapidly. Second in the Top 10 most trusted brands was Chinese lifestyle brand Meituan with a trust score of 130. This delivery and online ordering brand, which was launched just over a decade ago, has clearly demonstrated its understanding of what consumers want and developed a strong reputation for customer care.

Then there’s streaming service Netflix – founded in 1997 but which only became a streaming service in 2007 – which scored 127 and was the fifth most trusted brand in our ranking. Netflix has created a strong association with being open and honest compared to other ‘content’ platforms, despite the fact that it uses customer’s personal data to suggest future viewing options.

Top 10 Most Trusted Brands in the BrandZ Top 100 Ranking 2020

Position Brand Category Trust Score (Average is 100) Position in Top 100 ranking
1 Pampers Baby Care 136  70
2 Meituan Lifestyle Platform 130  54
3 China Mobile Telecom Providers 129  36
4 Visa Payments 128  5
5 Netflix Entertainment 127  26
6 LIC Insurance 125  75
7 FedEx Logistics 124  88
8 Microsoft Technology 124  3
9 BCA Regional Banks 124  90
10 UPS Logistics 124  20

What defines trust?

The nature of trust is evolving with ‘responsibility’ to consumers forming an increasingly large proportion of what builds perceptions of trust.  This amplifies the need for brands in all categories to act as a positive force in the world.

Traditionally, consumers trusted well-established brands based on two factors:

  • Proven expertise, the knowledge that the brand will deliver on its brand promise, reliably and consistently over time.
  • Corporate responsibility, which is about the business behind the brand. Does it show concern over the environment, its employees, and so on?

In recent years, the latter factor has become increasingly important. It is now three times more important to corporate reputation than 10 years ago and accounts for 40% of reputation overall, with environmental and social responsibility the most important component, alongside employee responsibility and the supply chain.

Companies such as Toyota, with its emphasis on sustainability, Nike, with its campaigns around social responsibility, and FedEx focusing on employee responsibility, highlight the fact that responsibility is high on the agenda for many brands in the BrandZ Global Top 100 Most Valuable Brands, which has been tracking rises and falls in brand value via a mix of millions of consumer interviews and financial performance data since 2006.

Such actions explain why trust in the Top 100 brands has been increasing not declining, filling the gap as trust declines in other institutions like government and the media. This is being driven largely by consumer concerns over the bigger issues including sustainability and climate change that society faces today.

One of the challenges that we face in assessing trust is understanding how and why consumers will trust brands they hardly know or have never used? Why do we trust Uber the first time if we’ve never used the platform before, or Airbnb the first time we rent an apartment or holiday accommodation?

The answer is that there are three elements that build trust and confidence when a brand is new to a market. These are:

  • Identifying with the needs and values of consumers
  • Operating with integrity and honesty
  • Inclusivity, i.e. treating every type of consumer equally.

New brands that can develop these associations not only build trust rapidly and more strongly but also tend to outperform their competitors in growing their brand value.

As a result of this new understanding we have added an additional pillar to our previous understanding of Trust builders. Alongside proven expertise and corporate responsibility, we have a new quality of ‘inspiring expectation’ driven by our three key factors of identification, integrity and inclusivity.

Airbnb, for example, has long had promoted a platform of inclusivity for both renters and users of properties on the platform, helping it to build an overall Consumer Trust Index of up to 105 – and 110+ on the specific dimension of Inclusivity.

Flying Fish in South Africa is a premium flavoured beer that has gone from a launch in October 2013 to being the second-most drunk brand in the country, with trust equal to the vastly more established Castle and Carling brands.  It has appealed to a new generation of beer drinkers with strong integrity and inclusion, using a playful mix of young men and women in its messaging to portray South Africa’s multicultural society.

Brands have a unique opportunity to earn valuable trust and create change, providing this is seen to be genuine. Being sincere, empathetic and ensuring your brand remains consistent with its core values will ensure your corporate reputation is not compromised.

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