In an increasingly complex legislative and regulatory context and a changing professional environment, compliance plays an ever-important role in the business world.
We commit to conduct our activities and pursue our commercial objectives in accordance with the law and the highest ethical standards. To this end, the Proximus Group has adopted a Code of Conduct and established a compliance policy.
The Code of Conduct is dedicated to the values and identity of the Proximus Group. It aims to inspire the attitudes and behavior of Proximus Group employees in their daily activities. The general principles defined in the Code of Conduct – which are therefore not exhaustive – are set out in detail in several specific regulations which form a supplement to the Code of Conduct on specific issues and which must be observed by all Proximus Group employees.
Besides the Code of Conduct, the Proximus Group has a compliance policy which aims to promote, at all levels, ethical conduct, respect for values, and compliance with laws and internal and external regulations; to prevent illegal or unethical behavior; and to ensure an appropriate response in case such behavior should occur.
The Compliance Office is responsible for coordinating compliance activities within the Group (explaining the current rules, providing the necessary tools to encourage compliance, and ensuring a coherent approach to compliance).
Proximus Code of conduct
The new revised version of the Code of Conduct is available here. It replaces the Proximus Code of Conduct dated December 2009. It is applicable to all operations and employees of the Proximus Group.
The Proximus Code of Conduct reflects the fundamental principles and rules which form the basis of our commitment to being a socially responsible company. We believe that strong results have to be accompanied by integrity if we want to contribute to the economic, social and environmental development of our society. Ethical conduct does not limit itself to the compliance with the text of this Code of Conduct. It is a summary of the most important principles, and is thus non exhaustive. The principles and rules it contains are developed in greater detail in several internal policies and procedures.
Here are a few examples, chosen for their importance and general field of application.
The Dealing Code
This regulation aims to prevent insider dealing and market manipulation. It sets out the specific rules to be respected by Proximus Group directors and employees who wish to carry out stock-exchange transactions involving Proximus shares or shares of other telecom companies.
The regulation on Chinese Walls and competition law
This regulation aims to ensure compliance within the Proximus Group with the rules that seek to maintain healthy competition between telecom operators. Firstly, it insulates wholesale activities from retail activities. Indeed, given its historical position on the telecom market, Proximus is required to provide access to its network to other operators wanting to offer telecom products and services in Belgium. We have therefore concluded interconnection agreements with other operators and offer wholesale products and services. This inevitably gives us access to information on the traffic routed via our network and on the products and services offered by the other operators. This information, obtained in the framework of our wholesale activity, cannot of course be used to boost our retail activities in any way. This is why a Chinese wall exists between the wholesale information and the retail units. The regulation describes how this Chinese wall is organized. Secondly, the regulation aims to ensure compliance with the general rules of competition law, both at a Belgian and European level. This part of the regulation concerns all employees with decision-making powers who maintain relations with the competition, customers, or suppliers, or who come into contact with them.
The regulation on Proximus’ regulatory framework
As an autonomous public-sector company in the telecom sector, we are subject to many laws, notably the Law of 30 June 2005 transposing the European framework relating to electronic communication. The regulation dedicated to this regulatory framework sets out the rights and obligations of the Proximus Group in this area. It is of crucial importance that these rules be complied with by all Proximus Group employees.
The regulation on conflicts of interest
In the exercise of their jobs or in their private lives, Proximus Group employees may face situations in which their personal interests are in conflict with those of the Proximus Group. The regulation on conflicts of interest gives an overview of such situations, provides guidelines on how to recognize and avoid them, and defines the rules which should be followed in case such a conflict arises. The basic principle is that employees must always act in the interests of the Proximus Group. It is especially important that this principle be observed in the relationships with our suppliers. It is essential that suppliers who compete with each other to enter into a commercial relationship with the Proximus Group, can rely on the integrity of the selection process.
The regulation on the protection of privacy
The respect of the secrecy of telecommunications and the privacy of our customers is not just a legal obligation, it is also the determining factor for earning and keeping their trust. The regulation on the protection of privacy contains instructions intended to protect the secrecy of telecommunications and to ensure that personal data included in databases are processed in accordance with the legal requirements.
The regulation on the environment
Proximus has opted to act as a corporate citizen and to adopt a responsible attitude in relation to environmental issues. We have defined an environmental policy and translated it into a regulation.
Our Code of Conduct and values & behaviors are in fact inspired by fundamental principles such as those of the Universal Declaration of Human Rights adopted by the United Nations, the European Convention on Human Rights, and the United Nations Convention on the Rights of the Child.
As mentioned in our Code of Conduct, the Proximus Group bans any kind of corruption. Many internal regulations deal with these problems, in particular our regulations regarding the Proximus Group’s relations with public or political authorities, our regulations regarding conflicts of interest which, moreover, include compliance with certain rules concerning presents and hospitality, and finally our regulations on purchasing which cover our relations with suppliers. We also developed an ethical charter which has to be accepted by all our suppliers.
Compliance Office’s mission
The Compliance Office's mission is to give concrete shape to the Proximus Group's compliance policy. This aims to promote, at all levels, ethical conduct, respect of values and compliance with laws and internal and external regulations, prevent unlawful or unethical behavior and ensure an appropriate response in case such behavior does manifest itself.
To increase the visibility of the compliance strategy, the Compliance Office focuses its efforts on the following:
Clarity, accessibility and coherence of the rules
The Compliance Office aims to continuously improve the wording of the rules that apply within the Proximus Group in order to make them clearer, simpler and more understandable. It endeavors to make it easier to access the various regulations and to ensure that the different internal regulations form a coherent whole.
Knowledge of the rules
The Compliance Office organizes communication and training initiatives (manuals, e-learnings, posters, etc.) to ensure that the players in the field know the internal and external rules that apply to their activity and to help them translate these rules into appropriate procedures and behaviors. The Compliance Office updates these rules and procedures every year.
Management of the risk of non-compliance
On the basis of a periodical, systematic assessment of the risks of non-compliance in the whole Proximus Group, the Compliance Office works out prevention strategies in collaboration with the entities concerned.
Intervention in case of non-compliance
Finally, the Compliance Office intervenes if a situation of non-compliance arises (see below: alarm bell procedure).
Compliance Office’s governance
The Compliance Office is headed by the Director Legal & Compliance, who reports directly to the Chief Corporate Affairs Officer and is directly accountable to the Chairman of the Audit and Compliance Committee. This committee assists and advises the Board of Directors within the framework of monitoring the company’s compliance with the legal and regulatory requirements and the Code of Conduct.
The Proximus Group has set up an "alarm bell" procedure which enables its employees or external parties to report to the Compliance Office any breach of the Code of Conduct, the law or the internal and external regulations.