TAURON Group’s Anti-Corruption Policy

The basic document regulating the area of preventing corruption in the TAURON Group is the TAURON Group’s Anti-Corruption Policy. The overriding goal that guided the creation and implementation of the Policy was to define uniform rules and standards of conduct that allow for the identification, prevention and mitigation of the risk of corruption and other frauds (abuses) at the subsidiaries.

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The implementation and compliance with the Anti-Corruption Policy is to ensure the compliance of the operations of the TAURON Group’s subsidiaries with the applicable law, the internal and intra-corporate regulations, as well as the ethical principles, thus ensuring proper protection of the interests, reputation and image of the subsidiaries and the whole Group, as well as the transparency of actions towards the external entities.

The Policy applies to all of the employees, members of management boards and supervisory bodies of the subsidiaries, as well as the proxies and the attorneys-in-fact. The Group also requires compliance with the standards of behavior set out in the Policy by the external entities.

The purpose of the Policy is to counteract
not only corruption activities,
but also other abuses (frauds), which include, for example:

  • theft or misappropriation of company assets (cash, materials, products, tools, equipment) or the property of external entities with which the employee has business relations,
  • deliberate falsification of company documents or introduction of false information and data to their content,
  • maintenance of the company’s documentation in an unreliable or untruthful manner, in particular by destroying, deleting, concealing, altering or falsifying documents regarding the company’s operations,
  • deliberate disclosure of information inconsistent with the facts in the financial statements,
  • use of the company’s resources for private purposes.

The areas susceptible to the risk of corruption
or other frauds related to the operations
of the TAURON Group include in particular:

  • purchasing proceedings,
  • cooperation with the external entities,
  • implementation of the investment processes,
  • transactions with related entities,
  • expenses related to business trips or entertainment,
  • representation and advertising expenses, including invitations and gifts,
  • expenditures on the marketing and consulting services,
  • cash transactions,
  • donations and sponsorship agreements.

The following ways of implementing the Anti-Corruption Policy by the TAURON Group were defined:

  1. The Group exercises due diligence to ensure that contacts with the external entities are open and transparent, so as to exclude the possibility of corruption and other abuses.
  2. The Group undertakes to take appropriate (in particular lawful), adequate and proportionate actions in relation to the occurrences of corruption and other abuses. In particular, the company notifies law enforcement authorities of any potential violations of the legal regulations in the event of a justified suspicion of such violations.
  3. Employees and external entities are encouraged to provide information on the violations of the Policy as well as other irregular behavior.
  4. Employees’ awareness with respect to the possibility of identifying corrupt activities and other abuses is raised through information activities, training, initiatives related to the elimination of corruption events, enabling proper understanding of the Policy and the use of its principles by employees in their daily work.
  5. Cooperation with the external entities to eliminate corruption and other abuses.

The standards recommended for the compliance management system with respect to counteracting corruption and protecting whistleblowers at companies listed on the Warsaw Stock Exchange of 8 October 2018 contain the recommendations on how to shape the compliance function at an organization, as well as on the introduction of solutions that minimize the risk of the emergence of unethical behavior, conducive to corruption and conflict of interest. In addition, these standards indicate what actions bear the attributes of the concept of due diligence with respect to shaping the organization’s procedures and processes aimed at preventing corruption.

The activities of the Compliance Officer and the Compliance Coordinators in the TAURON Group are based on the guidelines presented in the standards set out by the Best Practices of WSE Listed Companies.

TAURON’s due diligence can be demonstrated based on, among others:

  • adoption and application of the TAURON Group’s Corporate Social Responsibility Code of Conduct,
  • adoption and application of the TAURON Group’s Compliance Policy,
  • regulation of the compliance management function in the TAURON Group,
  • adoption and application of the Anti-Corruption Code in the TAURON Group,
  • adaptation to the recommendations regarding the ban on creating mechanisms to finance property and personal gains,
  • delivery of compliance training,
  • start of the process of implementing anti-corruption clauses for use in contracts,
  • adoption and application of the Rules for accepting and giving gifts in the TAURON Group,
  • regulation of the sponsorship issues,
  • regulation and implementation of the Fraud (Abuse) Reporting System in the TAURON Group and conducting of the fact finding investigations,
  • implementation and application of the Contractor Credibility Assessment Procedure in the TAURON Group,
  • implementation and application of the Principles (Code) of Conduct for controls at the TAURON Group’s subsidiaries.

Among the activities undertaken as part of the TAURON Group’s Anti-Corruption Policy, the functioning of the system for reporting, investigating and probing corruption activities and other abuses (frauds) is of key importance.

Each employee is obliged to study the provisions of the Policy, to strictly comply with its content and to sign an appropriate statement.

The data on collecting the statements at TAURON Polska Energia S.A. and other the TAURON Group’s subsidiaries is provided in the table.

Table Percentage of employees of individual the TAURON Group’s subsidiaries who signed, as of 31.12.2019, a statement on their familiarity with the Group’s Anti-Corruption Policy
Company % of employees whose statements have been collected Has the process of collecting the statements been completed or is it underway?
TAURON Polska Energia S.A. 90% Underway
Kopalnia Wapienia „Czatkowice” sp. z o.o. 95 % Underway
Spółka Ciepłowniczo-Energetyczna Jaworzno III sp. z o.o. 89% Underway
Spółka Usług Górniczych sp. z o.o. 93% among white collar workers
7 % among blue collar workers
Underway
TAURON Ciepło sp. z o.o. 99 % Underway (continuation among the new personnel)
TAURON Dystrybucja S.A. 94 % Underway
TAURON Dystrybucja Pomiary sp. z o.o. 85% Underway
TAURON Dystrybucja Serwis S.A. 81% Underway
TAURON Ekoenergia sp. z o.o. No data as at 31 December 2019 Underway
TAURON Ekoserwis sp. z o.o. 100% Underway (continuation among the new personnel)
TAURON Obsługa Klienta sp. z o.o. 72% Underway
TAURON Sprzedaż sp. z o.o. 94% Underway
TAURON Ubezpieczenia sp. z o.o. 92% Underway
TAURON Wydobycie S.A. None Underway
TAURON Wytwarzanie S.A. 90% among employees with computer access Underway

Employees are also required to promptly provide information on any justified suspicion of corruption or other frauds (abuses). To this end, TAURON provides:

  • appropriate communication channels allowing employees and external entities to securely (including anonymously) report potential violations,
  • confidentiality of the data of the reporting person and the information provided,
  • protection against all forms of retaliation for the individuals who report corrupt activities and other abuses (frauds) in good faith.

Dedicated communication channels through which any type of irregularity can be reported:

  • in person: to the immediate superior or the Compliance Officer or the Compliance Coordinator,
  • in writing, to the following address: Compliance Officer, ul. Ks. Piotra Ściegiennego 3, 40-114 Katowice,
  • by phone: + 48 32 774 22 22,
  • email: compliance@tauron.pl,
  • Abuse (Fraud) Report form available on the website
  • used to report behavior inconsistent with the applicable law, Group’s internal or intra-corporate regulations or ethical standards set out in the TAURON Group’s Corporate Social Responsibility Code of Conduct.

External entities, in particular the contractors (counterparties) and other stakeholders of the TAURON Group’s Subsidiaries, in the case of identifying irregularities within the operations of the TAURON Group, have the option of using the Abuse (Fraud) Report Form.

In special cases, notifications can be sent in writing directly to the Company’s Supervisory Board.

Specific notification channels comply with the requirements set out in the Public Offering Act.

Superiors who receive reports of potential corrupt activities or other abuses (frauds) should immediately inform the Compliance Officer of this fact, and in the case of a company other than TAURON Polska Energia – the Compliance Coordinator.

The Compliance Officer, and in a Company other than TAURON Polska Energia S.A. the Compliance Coordinator, upon receipt of the notification, confirms its acceptance to the submitter. With the exception of anonymous reports, the Officer or Coordinator verifies whether it is true and undertakes, with due diligence, follow-up actions to clarify the circumstances indicated in the report in accordance with the procedures in force in this respect in the TAURON Group.

The Compliance Officer, and in a Company other than TAURON Polska Energia S.A. the Compliance Coordinator informs the person submitting the report about the final result of the fact finding investigation or about its extension.

All the reports received are subject to entry in the Fraud Register, and an explanatory report is drawn up for each fact finding investigation.

In the event corruption activities or other abuses (frauds) have been confirmed, the subsidiaries take corrective actions to prevent similar events in the future. The Compliance Officer, and in Companies other than TAURON Polska Energia S.A. Compliance Coordinators undertake educational and information activities in order to provide understandable and easily available information on the principles of reporting corrupt activities or other abuses (frauds) in the TAURON Group.

TAURON Polska Energia S.A. also monitors the procedures of conduct as well as the internal and intra-corporate regulations in force at the Group, also in terms of improving and developing the system of counteracting corruption and other abuses (frauds).

20 notifications were received using the Fraud Report Form in the TAURON Group in 2019.

Due diligence procedures functioning as part of the Anti-Corruption Policy also include the Principles of accepting and giving gifts in the TAURON Group introduced in January 2019. These Principles supplement the applicable the TAURON Group’s Corporate Social Responsibility Code of Conduct and the TAURON Group’s Anti-Corruption Policy with respect to giving and accepting gifts by persons performing work for Group’s subsidiaries.

The purpose of the described document is to develop awareness among the employees of the TAURON Group’s subsidiaries regarding the type of gifts (including invitations) that can be received or handed in connection with the performance of official duties, and to define the conditions in which their acceptance or handing is unacceptable. The implementation and compliance with the Principles is to eliminate situations where accepting gifts could affect the business decisions made by the Group’s subsidiaries.

The general rule obligates all of the employees to refrain from accepting gifts from customers or other employees that could result in exerting an influence on the recipient or could give rise to the obligation to take or forego a specific action with respect to the official duties entrusted thereto, or affect current or future business decisions of the TAURON Group’s subsidiaries.

An employee of TAURON may accept a gift only if the criteria specified in the above-mentioned Principles are collectively met. Any doubts regarding the appropriateness of accepting a gift should be consulted with an immediate superior or the Compliance Officer at TAURON Polska Energia.

The rules for accepting and giving gifts in the TAURON Group are adapted to the requirements set out in the “Standards recommended for the compliance management system with respect to countering corruption and the whistleblower protection system in place at companies listed on the markets organized by the Warsaw Stock Exchange” adopted on 8 October 2018 by the Warsaw Stock Exchange. The standards referred to above contain recommendations on how to shape the compliance function in an organization, as well as on the introduction of solutions that minimize the risk of unethical behavior, conducive to corruption and conflict of interest. In addition, these standards are in line with the proposed changes to such regulations as the Act on the Liability of Collective Entities, indicating what actions bear the attributes of the concept of due diligence with respect to shaping the organization’s procedures and processes aimed at preventing corruption.

TAURON Group’s anti-corruption campaign

The TAURON Group carried out an anti-corruption campaign in 2018 and 2019 under the slogan: Play with us for honest attitudes in our company – learn about the Anti-Corruption Policy in the TAURON Group!

The goal of the campaign was to:

  • inform about the zero tolerance policy against corruption and other abuses (frauds),
  • promote the principles of fair play (honesty and transparency in action),
  • point out foul play (e.g. theft, misappropriation, falsification),
  • inform about possible ways of reporting abuses (frauds).

The information on the campaign was posted on the internal intranet site and distributed to the employees via email.

Compliance Awards 2019 Prize

The jury (board) of the Compliance Awards 2019 competition awarded the TAURON Group a prize in the “Compliance Idea of the Year” category for its anti-corruption campaign. Compliance Awards 2019 is a Polish nationwide competition organized by the Compliance Institute, in which prizes are awarded in three categories: Compliance Officer of the Year, Compliance Idea of the Year, Compliance Advisor of the Year. The award of the prize is decided by the members of the jury (board), who sit on the program board of the Compliance magazine. TAURON’s anti-corruption campaign was recognized for innovation and unconventional nature, as well as for promoting knowledge on fraud prevention in the TAURON Group via a dedicated website, available on https://www.tauron.pl/tauron/o-tauronie/zgodnosc-compliance#slide1 

Anti-trust activities

The Group implemented the Procedure for Countering Bid Collusion in the TAURON Group in July 2018. The purpose of the document is to define uniform rules of conduct to be applied during the contract award procedure, which will allow for the detection, notification and prevention of bid collusion among economic operators entering into procedures organized by the contracting authority.

TAURON’s procurement units are required to take part in training sessions on bid collusion and detection of cartels organized in cooperation with entities dealing with anti-trust protection at least once a year.

In connection with the above, the Compliance Officer together with the Compliance Team conducted a dedicated training course in May 2019 entitled: Bid collusion and other difficulties in implementing public procurement procedures, including the concept of a new public procurement law for the employees of the purchasing area and the Compliance Coordinators from the entire Group.

Verification of counterparties

In order to ensure protection against the risk of establishing cooperation with entities operating not in accordance with the provisions of law, good customs and commercial practices, and in particular to reduce the risk of participation in tax fraud and money laundering schemes, TAURON has introduced the Procedure to assess the credibility of contractors (counterparties) in the TAURON Group.

The contractor’s credibility is assessed by the Group based on the following information:

  • legal and financial characteristics,
  • thus far operations,
  • contract terms,
  • equity (capital) and personal ties.

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