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Anti-corruption regulations

Since 2017, the PGE Group has had anti-corruption regulations in place, which are subject to ongoing updating. These regulations constitute the operationalisation of the PGE Capital Group’s Code of Ethics, which is the superior document..

The anti-corruption policy of the PGE Capital Group

The PGE Capital Group’s anti-corruption policy is a declaration addressed to all internal and external stakeholders. It represents a strong and unequivocal commitment to zero tolerance of corruption in the PGE Group.

It sets out key principles and responsibilities for anti-corruption, including:

  • responsibility for corruption prevention in the PGE Capital Group,
  • anti-corruption rules, including in particular zero tolerance of corruption and any dishonest behaviour, avoidance of conflicts of interest, relations with external partners, business gifts,
  • channels for reporting irregularities and/or suspected irregularities,
  • consequences of non-compliance with the policy.

The anti-corruption policy refers to the “Recommended standards for a compliance management system with respect to counteracting corruption and a whistleblower protection system in companies listed on the markets organised by the Warsaw Stock Exchange”. It is available on external sites, which constitutes implementation of one of the Stock Exchange’s guidelines.

The purpose of the anti-corruption policy is to meet these standards, as well as to unequivocally declare and communicate the PGE Capital Group’s approach to corruption within and outside the organisation.

The PGE Group commits:

To comply with anti-corruption legislation

To follow the Warsaw Stock Exchange’s anti-corruption standards

To meet and promote the highest standards of ethics and transparency in the conduct of business

To continuously improve anti-corruption activities

Results of the application of the anti-corruption policy

The policy constitutes a specific extension of the provisions of the PGE Capital Group Code of Ethics, in particular the principle “We do not tolerate corruption or dishonest behaviours”. Specific activities, responsibilities and solutions implemented in the area of corruption prevention are included in the General Procedure – Counteracting Corruption in the PGE Capital Group, which is an internal document implemented in PGE Group companies.

As part of a survey conducted in PGE Group companies in 2022 on employees’ awareness of the values and principles described in the PGE Capital Group Code of Ethics, the results of which were published in 2023, respondents indicated that the principle “We do not tolerate corruption or dishonest behaviour” was the second most important principle of the PGE Capital Group Code of Ethics for both employees and the organisation as a whole.

Qualitative results of the anti-corruption policy include building an authentic internal and external image of PGE Capital Group companies as honest business entities, as well as raising employees’ awareness of corruption risks and corruption prevention.

General procedure – corruption prevention in the PGE Group

The prevention procedure defines the responsibilities and activities to be carried out as corruption prevention in the PGE Capital Group, including in particular the principles concerning the exchange of business gifts, transparent cooperation with business partners and the avoidance of conflicts of interest. The document also indicates the process of reporting suspected violations of the rules and legal regulations related to corruption and bribery.

The procedure refers to the following:

  • the guidelines included in the “Recommended standards for a compliance management system with respect to counteracting corruption and a whistleblower protection system in companies listed on the markets organised by the Warsaw Stock Exchange” of 2018,
  • “The Good Practices for Companies Listed on the WSE” of 2021, according to which the company and its group should have transparent procedures for managing conflicts of interest and for entering into transactions with related parties under conditions where conflicts of interest may arise,
  • the Code of Commercial Companies – in accordance with its provisions, the content of a statement of the absence of any conflict of interest concerning management board members of joint stock companies is implemented,
  • the tenth principle of the UN Global Compact.

All persons employed in PGE Capital Group companies, regardless of their employment basis and position, acting for and on behalf of the PGE Group, are obliged to comply with the anti-corruption principles listed in the anti-corruption regulations.

Implementation of the procedure includes the following:

  • implementing the process for avoiding conflicts of interest:
    • w stosunku do pracowników, jak również w odniesieniu do innych osób, które działają na rzecz i w imieniu spółek Grupy PGE na innej podstawie niż umowa o pracę, 
    • dodatkowo, w stosunku do partnerów biznesowych, w zakresie określonych rodzajów usług, ocenionych jako szczególnie narażone na ryzyko konfliktu interesów (tj. umowy na usługi doradcze oraz prawne), 
  • in relation to employees, as well as in relation to other persons who act for and on behalf of PGE Group companies on a basis other than an employment contract,
  • additionally, in relation to business partners, for certain types of services assessed as being at a particular risk of a conflict of interest (i.e. consultancy and legal services contracts),
  • implementing the principles of transparent cooperation with business partners, in particular regarding contractual clauses and good practices in relations with business partners,
  • implementing the rules for the exchange and recording of business gifts,
  • applying additional measures in the areas particularly vulnerable to corruption,
    • e.g. reviewing project management and sponsorship regulations to mitigate the risk of fraud in the process, verifying employees’ participation in training on the Code of Ethics and anti-corruption regulations as well as project team members’ submission of statements of the absence of conflicts of interest,
  • implementing the process for reporting concerns and suspected cases of corruption and conflicts of interest,
  • implementing mandatory cyclical anti-corruption training – basic level,
  • implementing additional training for those at a particular risk of corruption – dedicated training.

The qualitative results of the procedure are employees’ increased awareness of the risk of corruption as well as the shaping and promotion of compliance with the highest anti-corruption standards in the course of conducting business activities.

Identifying possible occurrences of corruption

Monitoring business activities to identify and explain events that are unusual for the entity, as well as analysing the presence of fraud drivers and introducing formal system solutions (by-laws, procedures, policies) lead to an increasingly better corporate governance performance of the organisation.

The number of operations (events) to be analysed in a given year results from the permanent monitoring plan, which is approved by the President of the Management Board of PGE S.A., and from the implementation of the provisions of the internal supervision regulations, according to which all operations monitored by the internal supervision area are analysed for the occurrence of possible corruption events.

In 2023, all operations planned for the year were analysed. No cases of corruption were identified as a result of the review.

Based on the analysis of the internal environment (processes, regulations, events) and the external environment, the following risks were defined:

  • employees’ ignorance of or intentional non-compliance with the applicable regulations, in particular the anti-corruption policy and related documents, 
  • conflicts of interest,
  • insufficient knowledge of regulations preventing corruption on the part of employees,
  • inadequate response to a suspicion of corruption or to identified instances of corruption on the part of employees or the employer,
  • excessive or inadequate range of authorisation, employees’ exceeding their range of authorisation resulting from their powers of attorney,
  • use of a false power of attorney and other identification documents,
  • unspecified responsibilities of employees for the performance of assigned tasks,
  • nepotism and cronyism,
  • failure to intervene when corruption is suspected or has occurred on the part of an immediate superior or person with knowledge of such corruption,
  • skipping a piece of a supervision process or task in sensitive business areas such as communication, purchasing, wholesale, retail, administration, investor relations, mergers and acquisitions.

Training on anti-corruption regulations

Employees’ awareness of corruption as a complex phenomenon in the context of both their duties and competencies is constantly being raised. This is mainly done through training, both general and dedicated to specific groups of employees who are particularly exposed to the risk of corruption, due, for example, to their position or work in a specific area.

Training disseminates ethical patterns of behaviour and gives a clear message of non-acceptance of any forms of corruption in the PGE Capital Group environment.

Training on the PGE Group’s anti-corruption regulations, e.g. training on the issues of the PGE Capital Group Code of Ethics, is compulsory and repeated periodically for all persons in companies where a compliance management system has been implemented.

Training for all new people in companies takes place within 3 months of starting work or cooperation with a PGE Group company. Anti-corruption rules, standards set by the Warsaw Stock Exchange, types of corruption, definitions, anti-corruption regulations in the PGE Group are all discussed in detail. The validity of this training, as with the Code of Ethics training, is 3 years. After this period, it is repeated as refresher training. After the first training, participants make declarations confirming that they have read the content provided and are committed to complying with it. In addition, anti-corruption knowledge is supplemented on an as-needed basis within the framework of dedicated, in-depth anti-corruption training, taking into account the specifics of a given business area and position. Such training is aimed in particular at executives, managers and others working in areas particularly vulnerable to corruption.

In 2023, PGE Capital Group companies continued to conduct regular mandatory anti-corruption training for employees and other persons acting for and on behalf of PGE Capital Group companies on a basis other than an employment contract.

Taking into account the areas that are particularly vulnerable to the risk of corruption, dedicated additional training courses were also held on anti-corruption prevention. This approach will continue to an even broader extent in 2024.

Besides dedicated in-house training, special anti-corruption training, conducted by Central Anti-corruption Bureau officers, also took place in PGE Group companies. In 2023, these training events were organised at PGE S.A., PGE Systemy and PGE Energia Ciepła. The training was additionally supplemented by communication activities. As part of the initiative to improve the anti-corruption system, the internal regulation concerning the application of contractual clauses and referring to the Code of Conduct for Business Partners of PGE Capital Group Companies was amended in 2023. The changes included, among other things, an addition of the explicit requirement to respect human rights to the wording of clauses, as well as a description of the process in such a way as to make it easier to understand and, therefore, easier to comply with. The compliance units provide support and recommendations on an ongoing basis for any questions or concerns regarding business gifts or conflicts of interest.