Compliance management system
ETHICS AND COMPLIANCE
The area of ethics and compliance forms an integral part of the management of CEZ Group companies. CEZ Group has a Compliance Management System (CMS) implemented. This system is designed in accordance with international compliance standards, in particular ISO 37001:2016 - Anti-Corruption Management System and ISO 19600:2014 – Compliance Management System. The CMS is an effective tool for managing the risks of violations of legal obligations, ethical, and internal rules of conduct.
CEZ Group's CMS mainly covers the following agenda:
- Corporate Ethics Agenda
Enforcing CEZ Group's corporate commitment that its conduct in business and related relationships (both external and internal) is in full compliance with relevant ethical and legal rules.
- Corruption Prevention Agenda
Enforcing corruption prevention through a set of measures to ensure that the behavior of CEZ Group employees and business partners complies with legal and ethical requirements to prevent corrupt behavior.
- Criminal Agenda
Protecting CEZ Group's legitimate interests by minimizing the occurrence and/or impact of criminal risks, including the management of the criminal agenda.
- Administrative Agenda
Minimizing the risk of procedural failure in the administrative and regulatory area and managing communication with administrative and regulatory authorities in designated cases.
- Competition Compliance Agenda
Ensuring compliance of CEZ Group's conduct in business relations with competition rules, preventing anti-competitive behavior.
- Financial Regulation Agenda
Ensuring compliance of CEZ Group's activities with relevant financial regulation, preventing systemic deficiencies, and violations of financial regulation rules.
The management and development of CEZ Group's CMS is the responsibility of the central compliance unit, which together with the internal audit department ensures the independent performance of these assurance functions in CEZ Group. Together, these departments form the Audit and Compliance Department, whose head is appointed and removed by the Board of Directors of ČEZ after discussion at the Audit Committee. The Head of Audit and Compliance has direct access to the Company's management, attends all meetings of the Board of Directors of ČEZ and management meetings as a guest.
The Board of Directors of ČEZ has established the Corporate Compliance Committee as its advisory body, to which it has delegated operational management in the area of corporate compliance. The members of the Committee are the heads of the Security department and Legal department and the chairman is the Head of ČEZ Audit and Compliance department. The Committee evaluates current and potential compliance risks, assesses their impact, evaluates the level of their management, and regularly informs the Board of Directors about the results of its activities and about the main events, performance, and results of CEZ Group's CMS. The focus of compliance activities is regularly revised based on a compliance risk analysis, which is also approved by the Board of Directors of ČEZ. In this way, the Board of Directors of ČEZ can exercise its supervisory authority in the area of ethics and compliance.
PREVENTION AND COMMUNICATION
Strong emphasis is placed on education in the areas of ethics and compliance. All CEZ Group employees undergo regular training at least once every two years. The two-year period for the mandatory training is adequate given the extent of the training, which comprehensively covers the entire ethical conduct area (focusing on prevention of corruption and conflicts of interests). There are areas of activities of CEZ Group that are assessed by the management as riskier. In such areas, retraining is required on an annual basis. This is the case of e.g. the preparation of the construction of a new nuclear facility in Dukovany.
In addition to these regular trainings, specialized trainings are organized focused on specific topics (e.g. in the area of corruption prevention, all employees of the ČEZ, a. s., purchasing department are trained on an annual basis).
Compliance issues are also the subject of a regular column in the Company’s magazine Proud. In this way, the Audit and Compliance department introduces key topics and explains to all employees why they are important to CEZ Group and what role they or our business partners play in the entire Compliance Management System. Last but not least, we are dedicated to ongoing communication on current compliance issues that come from within CEZ Group (e.g., information on how the Company's ethics line works and how whistleblower protection is ensured) as well as from the external environment (e.g., the development of new compliance legislation and its impact on our business).