Grupo Planeta has a Code of Ethics, which is the most valuable regulatory instrument in its normative structure, which establishes the basic principles of action in compliance with the laws and the ethical values on which its activity is based.
The fight against fraud and corruption is an unavoidable commitment for Grupo Planeta. That is why this Anti-Corruption Policy together with the Prevention and Control Policy seek to implement and promote the principles and values contained in the Code of Ethics and prevent the commission of crimes in all the companies that are part of the Group.
The purpose of this document is to establish the basic principles and necessary measures to prevent, detect, investigate and remedy or correct unlawful acts motivated by any corrupt practice in the Group, in accordance with the standards and regulations in force. The purpose of this policy is to minimize the risks associated with corruption and fraud, safeguard the reputation and image of the company, and build trust among employees, managers, suppliers, customers and other interested parties.
To meet these objectives, Grupo Planeta is committed to maintaining the highest levels of ethical and professional standards in the performance of its activities and to maintaining a zero tolerance policy regarding fraud and corruption.
SCOPE OF APPLICATION
This policy applies directly and obligatorily to all the Group companies regardless of their geographical location and covers all activities carried out by the Group, as well as to investee companies over which effective control is exercised. It extends to all levels of the company, including management bodies, management positions, supervisory and control bodies and all personnel, as well as to third parties acting on behalf of the Group or intermediating, collaborating or participating in business on its behalf.
Compliance with this policy and the anti-corruption laws is mandatory and Grupo Planeta will not authorize, participate or tolerate any action that does not conform to the provisions herein.
All persons must ensure that the persons in their charge know, understand and comply with this policy, leading by example and being a conduct role model.
Suppliers must be aware of this Policy, as well as the Group Code of Ethics, prior to their acceptance as suppliers and must state that they comply with the General Conditions of Purchase of Goods and/or Services of the Group. Said process will ensure a strong and reliable business relationship between both parties.
This Policy has a general approach, it may be the case that some countries in which the Group operates may impose different requirements in this matter, for which, in case of doubt, between the provisions of the national standard and this policy, the most restrictive requirement must always be taken into account.
DECLARATION OF INTENT
The basic principles on which Grupo Planeta establishes the obligations of all its staff regarding to adapt their activities to all regulations and laws against fraud and corruption are the following:
- Not to make any kind of bribe offers or corrupt practices.
- Not to accept any kind of fraud, bribery or corrupt practices.
- Strictly apply measures to avoid entering into or maintaining business relationships with third parties that do not apply anti-corruption and bribery principles and standards equivalent to those of Grupo Planeta in their companies.
- Collaborate openly and transparently with authorities in investigations.
- Adopt an internal disciplinary regime that punishes conduct related to fraud, corruption and bribery.
- Act with due diligence in relation to potential suppliers or agents and their relationship with government entities.
- Maintain accounting records so that they accurately and precisely reflect the transactions of the Group’s operations.
PRINCIPLES OF ACTION
The Anti-Corruption Policy highlights the express prohibition of bribery in any of its forms, understanding this as any tangible or intangible element that has value and is offered, promised, paid, authorized or delivered to a third party, in order to influence in an unlawful manner a business decision or obtain an undue advantage in the development of the Group's activity.
Bribes can take various forms, through payments, gifts, travel, entertainment, job offers, award of contracts, debt cancellations, donations, etc.
With the fundamental objective of preventing corruption in all its facets, Grupo Planeta establishes the following definitions and principles regarding the following behaviours:
- Promoting Integrity: A culture of integrity is promoted within the Group, as well as with suppliers and collaborators, through training and dissemination of ethical conduct in order to prevent and avoid the performance of illegal conduct contrary to the guidelines established in the Code of Ethics.
- Business courtesies: The acceptance of gifts, invitations and other deference by third parties to employees of the Group are regulated in the internal regulations of the Group and in no case shall they have influence or decision-making power over products and/or services offered by the supplier. Additionally, the courtesies offered to third parties by the employees of the Group must always be within the limits of reasonableness and not aimed at obtaining undue advantages.
- Conflict of interest: Grupo Planeta bases the relationship with its employees on loyalty. Therefore, it respects the participation of its employees in activities outside the Group, provided that they conduct themselves within the applicable legal framework and do not enter into competition or confrontation with their duties as employees of the Group nor are they used as a means to carry out corrupt practices. It is the responsibility of each employee to identify and communicate any possible conflict of interest that may arise in the performance of their work functions, in order to prevent bias or favouritism situations in decision making. The Group is committed to manage and resolve these conflicts of interest in an effective and transparent manner, through the implementation of appropriate control and supervision measures.
- Facilitation and commissions payments Employees may not receive, offer, or deliver directly or indirectly cash payments, in kind or any other benefit, to persons in the service of entities, public or private, political parties or public officials, with the intent to obtain or maintain, unlawfully, business or other advantages.
- Financing of political parties: Contributions, donations or any other action that could involve illegal financing to political parties and related entities, either on behalf or for the benefit of the Group, are prohibited. In the event of being any kind of relationship between the Group and political parties, it must always act within the legal framework established by the legal system of each country in which the company operates, strictly complying with national laws regulating the financing of political parties.
- Competence: Grupo Planeta seeks to comply with competition laws and regulations, promoting a fair and equitable business environment, fostering a culture of ethics and protecting the company’s reputation. Practices such as the use of competitors' confidential information and illegal pricing are prohibited. Prevention, detection and investigation measures are established and sanctions are imposed in case of non-compliance. The aim is to ensure a fair and balanced competition in the market and to protect the interests of all parties involved.
- Treatment of Confidential Information: Grupo Planeta treats the information of customers, business partners, shareholders, investors and employees with the utmost discretion and privacy. Said information shall be kept in the strictest confidence and shall not be used inappropriately by employees or administrators for the benefit of themselves or third parties.
- Donations, financing and sponsorships.: Grupo Planeta has implemented a set of controls in case of participating in any social, cultural, scientific, charitable or sports activity, such as donations to NGOs, collective or individual funding projects, sponsorships and events, among others.
These should never be used to cover up acts of corruption or bribery. These controls consist of a series of phases that include the evaluation, approval, delivery of funds and follow-up of their implementation, and are based on transparency and traceability criteria. In the case of collaborations with non-profit associations, NGOs, foundations or other public or private organizations, a prior verification of their activities shall be carried out.
- Money laundering: Grupo Planeta does not facilitate money laundering or the financing of terrorist activities. For this reason, it collaborates with the competent authorities of each country in the fight against money laundering and the financing of terrorist activities, providing all the information they may request in accordance with the standards and laws in force in the matter, as well as reporting suspicious transactions.
- Accounting and financial control in the operations register: Grupo Planeta promotes clarity and accuracy in financial and accounting activities, through the implementation of specific internal principles and criteria. Internal control processes are established that allow the supervision of the management team, ensuring that transactions are carried out ethically and in accordance with the Group’s policies. The company’s commitment is strong regarding integrity and responsibility in financial and accounting management, in order to accurately register all its operations.
- Transparency assurance: With the aim of obtaining maximum trust from customers, suppliers, business partners, investors, regulatory bodies and other interested parties, Grupo Planeta has the duty to provide truthful and complete information that adequately reflects the faithful image of the economic, financial and assets situation of the Group.
Grupo Planeta has an Internal Information System (Confidential mailbox) managed by the Ethics Committee to which reports may be sent to warn of the existence of a risk or non-compliance of the law, the Code of Ethics or the regulations that develop it. Reports made through the Confidential Mailbox shall be protected with the utmost confidentiality.
In this regard, at all levels of the Group there will be an obligation to report any risk or illicit situations that may occur within or outside the same, which may cause damage or harm to any natural or legal person.
Failure to comply with the provisions contained in this Policy shall be considered as a serious or very serious offence, for which a penalty regime shall be applied according to the severity of the non-compliance and within the applicable legal framework.
The Ethics Committee, in collaboration with the Human Resources Department, will determine the necessary measures to be taken regarding the Group’s staff. The principle of proportionality shall be respected at all times and the right to defence of the concerned person shall be guaranteed.
The consequence of the non-compliance of this policy shall not only affect the offender but also any person who, being aware of said breach, has allowed it by action or omission
UPDATE AND IMPROVEMENT
The Ethics Committee will be in charge of constantly supervising the implementation of this policy and the Prevention and Control Model. In addition, it will propose the necessary modifications in the event that significant violations of the anti-corruption policy are detected, if there are significant changes in the control structure of Grupo Planeta or in its activity, or there are relevant legal or jurisprudential changes.
Grupo Planeta guarantees to maintain this anti-corruption policy, its updating and adaptation to changing circumstances of the business and legal environment, and the assurance of its compliance at all levels of the company.