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Corporate code of conduct

The Code of Conduct establishes the standard of conduct that Navantia wishes to observe throughout its business activity, and reflects in writing its commitment to its principles and values.

The Code of Conduct represents a major step forward in the process of improving corporate governance at the Company, and is an ideal instrument for the people comprising Navantia, and third parties connected with the company, to be able easily to ascertain the reality of the firmness of Navantia’s ethical commitment.

The Code of Conduct is aimed at individuals and entities who are direct recipients (recipients) and also those who have to be or may be familiar with it (informed parties).

In the first place, the Code of Conduct is intended for all individuals providing services at Navantia and acting in their capacity as directors, officers and workers, who must adjust their conduct to the standards established therein.

Likewise, this code of conduct is intended for the representatives, proxies, agents and mediators acting in Navantia’s interest, or in the name and on behalf of Navantia.

The Code of Conduct is intended mainly for clients, suppliers, advisors and other individuals or entities that interact with Navantia for professional or business reasons.

Crime Prevention Compliance System

Navantia has a robust and comprehensive crime prevention system in place in order to manage the criminal risks identified. Navantia’s Crime Prevention Compliance Manual sets out the crime prevention compliance system implemented by the Company from the perspective of the Spanish Criminal Code.

The Crime Prevention Compliance Manual applies to all employees, executives and persons employed by or accountable to NAVANTIA and its subsidiaries, and to their legal representatives and de facto or de jure directors.

This Manual is divided into two parts:

General part. The general part of the Manual defines the general control structure currently existing at Navantia on the basis of the essential elements established by Article 31bis of the Criminal Code. This Manual includes:

  • Structure and functional organisation of Navantia, along with its main lines of activity.
  • Legal context of the criminal liability regime of corporations.
  • Purpose and objectives of the Manual as a mechanism to accredit Navantia’s crime prevention compliance obligations in relation to Art. 31 bis.
  • Main general control elements of Navantia’s Crime Prevention Compliance Model.
  • Control and monitoring bodies.
  • Monitoring and supervision system of its Crime Prevention Compliance Model.
  • Reporting and notification system.
  • Brief reference to the penalty procedure in the event of breach.
  • Activity of Navantia with regard to dissemination and training tasks regarding compliance and the prevention of criminal risks.

Special part. As an annex to the general part of the Crime Prevention Compliance Manual, all criminal risks identified in Navantia are included, as well as the specific control system for each of them

Anti-Bribery System

One of the fundamental principles of Navantia’s community strategy is the condemnation of all practices connected with corruption, in accordance with the principles declared in the Code of Business Conduct and in all other internal ethical and business regulations.

The Anti-Corruption Manual applies to all employees, directors and persons employed by or accountable to NAVANTIA and its subsidiaries, as well as their legal representatives and de facto or de jure directors.

The Anti-Corruption Manual defines the procedures and guidelines to follow in relation to the prevention of corruption risks, thereby demonstrating the Company’s willingness and intention to comply with all anti-corruption laws.

This Manual includes:

• Control and monitoring bodies on anti-corruption.
• Risk assessment process (identification, analysis, evaluation, processing).
• Restrictions relating to the prevention of conflicts of interest.
• Due diligence system (due diligence for employees and third parties).
• Specific compliance monitoring activities for contractual engagements and marketing.
• Policy on donations, promotion, gifts, travel and payments.
• Corporate accounting and financial principles.
• Breach detection procedures on corruption.
• Communication and training activities

Compliance Committee

This Committee is the self-governing body of initiative and control, entrusted by the Board of Directors with promoting and coordinating implementation, supervision, monitoring and control of the Code of Conduct and the Crime Prevention Compliance and Anti-Corruption Systems of Navantia.

The Committee is made up of the Chief Compliance Officer and the heads of Human Resources (HR), Legal Affairs (LA) and Finance (FD).

The Chief Compliance Officer takes on the chairmanship of the Committee, the coordination of its functioning, and the definition of the annual working plans regarding supervision, monitoring and control of Navantia’s Code of Conduct and Crime Prevention Compliance and Anti-Corruption Systems.

The Compliance Committee, as a supervisory body, reports directly to the Board of Navantia.

Transparency

Transparency is a permanent policy, and Navantia complies with Law 19/2013, of 9 December 2013, on transparency, access to public information and good governance, the purpose of which is to expand and strengthen the transparency of public activity as a mechanism to facilitate control of public action.

Navantia promotes active transparency and fulfils its obligations by regularly and promptly publishing relevant information to ensure the transparency of its activities, making them known to citizens.

With regard to the right of access to public information, Navantia has made available to citizens, through the Transparency Portal, the possibility of exercising this right, within the limits established in law.

Whistleblowing channel

Navantia has a whistleblowing channel where it is possible to report, after proper identification, any suspected unlawful conduct or violations of the Code of Conduct. Any wrongful events or irregularities that are contrary to Navantia’s interests can also be reported.

All reports reported via this channel are evaluated by the Chief Compliance Officer and the Head of Integrity and Crime Prevention Compliance.

Navantia assures the confidentiality and anonymity of complaints and the anonymity of good-faith complainants.

Investigations of the alleged events shall be conducted in accordance with the presumption of innocence and other procedural guarantees for the respondent.

Compliance Channel

Navantia has in place a queries channel allowing Navantia employees and third parties connected with our Company (clients, suppliers, etc.) to have an open-door channel in place to express their doubts, concerns and, in short, to collaborate in the creation of an environment where good practice prevails.

These consultations are handled directly by Compliance Committee staff.