Non Financial Controls (NFC) - Normal Controls

Question 1

NFC01

Answer 1

1. Are references requested and received prior to extending a formal offer to any prospective employee (including WPP internal movements)?

Question 2

NFC02

Answer 2

1. Are background checks made on all senior management and staff with cash handling responsibilities before employment starts (not required for WPP internal movements)?

Question 3

NFC03

Answer 3

1. Prior to embarking on a potential acquisition, disposal, formation of new unit or any other change to legal structure, are appropriate WPP departments notified (including WPP Legal) and necessary approvals received?
   (Also see section 9 of the WPP Policy Book)

Question 4

NFC04

Answer 4

1. Does the company clear any external communications, which may impact on WPP and its market, with the WPP communications director prior to release?

Question 5

NFC05

Answer 5

1. Are standard employment contracts/letters of employment, which have been approved by WPP Group Legal, the WPP Worldwide Compensation and Benefits Manager, or WPP-approved lawyer issued to all new employees?

Question 6

NFC06

Answer 6

1. Are copies of all employee contracts/letters of employment kept and are they signed by a company representative and the employee?

Question 7

NFC07

Answer 7

1. Confirm that no loans are given to employees without WPP approval, other than subsistence advances and bridging loans arising from an approved relocation.

Question 8

NFC08

Answer 8

1. Are all severance payments fully accounted for in the correct period?

Question 9

NFC09

Answer 9

1. If the company operates a defined benefit pension scheme or final salary scheme, has a valuation of that scheme been performed by an independent qualified actuary within the last three years and the results of that valuation been sent to WPP Group Reporting?

Question 10

NFC10

Answer 10

1. Have all property leases and other related contractual agreements, where the commitment is for greater than 9 months or an annual rental greater than USD100,000, received approval from WPP.

If it is below USD100,000, then notification only must be given to WPP, along with proof that other Group related options have been properly considered.

Question 11

NFC11

Answer 11

1. Does the company comply with the requirements of the WPP Group policy book in all respects in relation to litigation?

Question 12

NFC13

Answer 12

1. If the company has undertaken any acquisitions (even if they did not succeed), has ‘in principle’ approval been obtained from WPP before the start of detailed work?
2. Have heads of term or letters of intent and exclusivity letters been obtained from the vendors?
3. Has due diligence work been performed or approval obtained from WPP if not yet performed?
4. If due diligence is being performed have WPP’s specialists been informed in the areas of tax, real estate, information technology. human resources and treasury?

Question 13

NFC17

Answer 13

1. Have all material or long term contractual arrangements been reviewed by WPP’s legal department prior to signature?

Question 14

NFC21

Answer 14

1. Has the opco implemented their own Gifts & Entertainment Policy, including identifying the appropriate individuals approving the gifts and entertainment expenses above the threshold?
2. What Is the threshold set up by Management (should be lower than USD200)?
3. Does the opco have an up-to-date gift register?