ANTICORRUPTION AND CRIME-PREVENTION POLICY
The Castillo de Canena Group is committed to upholding regulations and respecting persons, as well as developing ethical conduct in all its business activities.
The Castillo de Canena Group wishes to define and promote a culture of compliance through a model of ethics and integrity, combatting corruption and other illicit conducts.
The goal of this model is to make sure that each one of the companies that make up the Castillo de Canena Group, their shareholders and their employees all play their respective parts responsibly, diligently and transparently, thus ensuring an adequate system of controls that allows the Group to prevent and detect any risk to full compliance, thereby avoiding sentencing and sanctions as well as the damage this would do to the Castillo de Canena Group’s image. In sum, this model serves to improve the perception of the Group on the part of its principle stakeholders.
Specifically, the Castillo de Canena Group absolutely rejects any form of corrupt behavior. Any conduct in violation of the law represents a rupture, not only at a legal level but also at the level of the Group’s values: this will not be tolerated.
The rejection of any form of corruption is one of the foundational principles of the Castillo de Canena Group’s Corporate Credo, and the Group shall encourage its employees to act with integrity, diligence and impartiality when making decisions and in their relations with third parties.
Among the responsibilities of the Management is the supervision of monitoring and information systems, identifying the principle risks and organizing adequate internal monitoring and information systems. In light of its responsibilities in this regard and in accord with the Castilla de Canena Group’s Corporate Credo and the Group’s culture of integrity and strict adherence to the norms, the Management has approved this Anti-Corruption Policy.
PURPOSE AND SCOPE
The Anti-Corruption Policy’s purpose is to define and establish principles for action and guidelines for behavior that shall be applicable to all shareholders and employees of the Castillo de Canena Group in order to prevent, detect, investigate and remedy any corrupt practices within the organization.
This Policy is applicable to all employees and shareholders of the Castillo de Canena Group. It is published on the corporation’s webpage: www.castillodecanena.com and will be applied until such time as the Shareholders’ Board and the Management jointly approve that it be updated, revised or repealed.
PRINCIPLES FOR ACTION
The principles for action defined by the Anti-Corruption Policy are as follows:
- Uphold both relevant legislation and internal regulations, acting in consonance with the values and the Corporate Credo of the Castillo de Canena Group.
- Promote a culture of combatting corruption and crime-prevention, applying the principle of “Zero Tolerance” towards corruption to the maximum degree, as described in the Castillo de Canena Group’s Corporate Credo.
- Facilitate the human and material resources necessary to effectively promote this Policy, as well as to implement the various mechanisms for prevention and detection herein described.
- Implement mechanisms for monitoring, crime prevention and anti-fraud programs in all the various companies that make up the Castillo de Canena Group.
- Analyze and investigate as quickly as possible any conduct in violation of the Corporate Credo, internal or external regulations that might be reported. The principles of confidentiality, non-reprisal and protection of personal data shall be applied to all those affected by the investigation process, paying special attention to the person who filed the report and to the person(s) reported.
- Collaborate and cooperate with State security forces and with any relevant judicial or administrative bodies involved in the investigation of alleged criminal behavior by shareholders or employees of the Castillo de Canena Group.
- Promote the use of the ethics channel (email@example.com) that the Castillo de Canena Group has made available to employees and to third parties in order that they may make consultations and access information, and thereby be better prepared to report possible criminal activities or conduct that violates the Corporate Credo.
- Provide adequate and ongoing training on ethics and compliance to all shareholders, managers of the various companies, and employees of the Castillo de Canena Group. This training may be on-site or remote (through e-learning), and should focus specifically on combatting fraud and corruption.
- Impose the appropriate disciplinary measures upon those persons responsible for engaging in corrupt practices or conduct contrary to the Corporate Credo, or those who—through their conduct—conceal or impede the investigation of alleged criminal activities. The sanctions to be applied are determined by the penalty system applicable in the jurisdiction relevant to each of the companies of the Castillo de Canena Group.
The correct implementation of this Anti-Corruption Policy ultimately aims to mitigate the risk of unethical conduct and practices within the Castillo de Canena Group.
To this end, the Castillo de Canena Group shall undertake the following actions:
- Approve a Corporate Creed and create a channel for consultations and information related to ethics that might serve as a means of communicating and informing on behavior in violation of the Credo or corrupt conduct (firstname.lastname@example.org)
- Design and implement a crime-prevention mechanism in each of the companies of the Group.
- Design and implement an anti-fraud program.
- Design and implement a regulatory compliance program.
- Establish a system of risk-management, with special risk monitoring to ensure adherence to regulations, avoid corrupt actions and actions that violate the Corporate Credo, and secure the penal responsibility of legal persons.
- Establish criteria for the granting and reception of gifts and courtesy items.
- Transparency regarding contributions to political parties.
The Corporate Credo and the information and consultation channel
The Castillo de Canena Group has established an instrument that allows it to implement a complete top-down compliance policy, orienting employees by example in certain lines of conduct. This instrument is the Castillo de Canena Group Corporate Credo.
The Credo establishes and details five principles for ethical behavior. The first of these highlights “adherence to the rules, both external—such as laws and regulations—and internal, which take the form of policies, procedures and controls,” while the second highlights “combatting corruption.” The Credo, like the other rules of the Castillo de Canena Group, is binding and applies to all employees. It is founded upon the premise that what is important is not so much the existence of a Corporate Credo but rather employees’ awareness and observance of it. To this end the Castillo de Canena Group CSR Committee has been formed. One of the principle duties of this committee will be to ease the spread and the implementation of the Corporate Credo, making sure that it is understood, respected and observed, as well as implementing, evaluating and revising the crime-prevention programs and mechanisms for combatting corruption.
The Castillo de Canena Group has a corporation-wide channel for information and consultations regarding ethics (via email and a postal address) for the purpose of responding to doubts regarding the correct interpretation of the Credo and to analyze, investigate and respond to possible corrupt actions or failures to uphold the Credo.
Failures to uphold the Credo will be analyzed and handled by the CSR Committee according to its operating protocol, and will be resolved in accord with internal and external rules.
Crime-Prevention Model (CPM)
The companies of the Castillo de Canena Group shall establish a program for combatting fraud and corruption, which will serve to identify and evaluate the risk of corruption and fraud in each field of activity, and to identify and reinforce monitoring systems that prevent and detect corrupt or fraudulent practices. Through this program the Castillo de Canena Group will be able to use a matrix for analyzing the risk of fraud in terms of frequency and of impact, which shall be included in existing monitoring systems in order to avoid such conduct.
Process of adherence to the various regulations that affect the Castillo de Canena Group
The Castillo de Canena Group has the responsibility to identify, measure and minimize legal risks, always observing the relevant legal framework and reporting its fulfillment of legal requirements to those responsible for internal operations. To adequately identify the regulatory framework and monitor its fulfillment, the Castillo de Canena Group has established a set of rules on identification and monitoring. Each company within the Castillo de Canena Group has its own “regulatory map” in which all the different laws and regulations that apply to the Castillo de Canena Group are identified and detailed, with special attention to key legislation in the principle processes of the supply chain. To accomplish this, the Castillo de Canena Group has established a procedure for monitoring and updating these regulations. In light of the results, the resources, responsibilities and internal and external instruments necessary for accomplishing their fulfillment shall be provided, with the double objective of possessing an updated regulatory map and having an organization that is well informed of its legal obligations.
In the strategic and corporate operations in which any company of the Castillo de Canena Group takes part, the company is obliged to make a full review of the compliance status of the partner, legal or physical person with which the company intends to undertake a strategic or commercial joint venture, and/or of the company object of acquisition or merger. This review must be completed before the operation is formalized.
Monitoring and review
Among the principle duties of the CSR Committee is to facilitate the diffusion and implantation of the Corporate Credo, ensuring that it is understood, respected and observed, as well as establishing, evaluating and reviewing the crime-prevention and anti-corruption mechanisms.
The CSR Committee must maintain a register of all communications received through the ethics channel, including information on subsequent investigations and the results of these investigations.
An annual report shall be presented to the Compliance Auditing Board of the Shareholders’ Board, in which consolidated and detailed statistical information will be provided on the Group, reflecting the information received.
The CSR Committee shall control the implantation and development of the CPM in all the companies of the Group, while the Legal and Compliance Office shall coordinate and supervise the implantation and development of the Anti-Fraud and Anti-Corruption Programs in all the companies. It is the responsibility of the Legal and Compliance Office to revise this policy annually and propose to the Shareholders’ Board that it be modified or updated as necessary to optimize the processes of combatting corruption and preventing unethical conduct.