Compliance with laws, regulations and the Steering Guidelines
You shall adhere to the Steering Guidelines and the complementary documents, as well as other internal regulations, in effect at any time. Furthermore, all employees and others acting on behalf of Norske Skog must act in compliance with applicable laws and regulations at all times, and shall refrain from any agreement or practice contrary thereto. Equally, you shall not assist others in any breach of internal or external guidelines, laws or regulations, regardless of whether such assistance strictly constitutes an illegal act for the company or yourself as an individual. It is important that each one of us make independent and responsible assessments of the actions we take or are asked to take. No one shall let themselves persuade or be forced to act in a non-compliant manner.
Business and value chain
Our policy is to ensure a legal and ethical business standard through mandatory and minimum requirements to all employees and others who act on Norske Skog’s behalf. All employees, agents, distributors, customers, suppliers, consultants, business partners and others who act for or with Norske Skog shall be aware that Norske Skog’s reputation must be preserved and promoted at any time.
It is important that we acknowledge that Norske Skog’s reputational standing can be adversely affected if we are involved in business with third parties that do not sufficiently comply with laws and regulations. We must therefore exercise care in our selection and strive to follow up our business associates. This means that affiliated companies, partners, agents, representatives, consultants, suppliers, contractors, customers and any other business associates should be made aware of our principles and, when appropriate, requested to comply accordingly. Where appropriate and/or possible, it is furthermore recommended that clauses on fundamental aspects of business behaviour, such as anti-corruption, anti-trust and human rights, are included in contracts with our business partners.
Corruption, bribery and money laundering
Norske Skog’s leaders and employees are obliged to continuously look out for indications of acts that may involve corruption or bribery, and to make such further enquires as may be appropriate in the relevant case if a suspicion of corruption or bribery arises. Norske Skog has a zero tolerance-policy for any form of corruption and bribery, whether direct or indirect. Any offer of or inducement to partake in any corruption or bribery related act shall be clearly rejected.
Transparency and accurate recording of all business related transactions are important to prevent and discover conflicts of interest of all kinds. All contact with, and activities or advantages provided by, business contacts are business related even if they take place outside of working hours. Transactions, gifts, donations and hospitality, whether given or received, must not expose Norske Skog to the risk of disturbed business decisions or reputational damage.
Corruption includes a wide variety of activities, including but not limited to money or favours, such as nepotism and favouring personal relations. Charitable donations, sponsorships, gifts and hospitality shall not be used as disguise for bribery.
You, or anyone you are affiliated with on a professional or personal basis, shall not request, accept or receive any improper advantage that may influence your decisions made in the conduct of your work for Norske Skog. In order to obtain or retain business or other advantage in the conduct of business for Norske Skog, you shall not offer, promise or give anything of value or an undue advantage to a public official or to any third party to influence such person to act or refrain from acting in relation to the performance of her/his duties. This applies regardless of whether the advantage is offered directly or through an intermediary.
Norske Skog is committed to comply with anti-money laundering and anti-terrorism laws in all its business relations. In doing so, it is crucial that Norske Skog comply with laws restricting us from doing business with persons and organizations that are associated with narcotics, trafficking, terrorism, or other criminal activities together with those involved in the proliferation of weapons of mass destruction. This also includes trade sanctions that either restrict certain types of activities, or prohibit trade or transactions involving certain parties, countries, or regions. If you are in doubt as to whether any business relations are or may be restricted under sanctions or by laws and regulations, you should consult with local management or the Corporate Legal Department prior to agreeing to any form of business with such business relations.
The term “fraud” comprises an array of irregularities, which have breach of integrity as a common denominator. A “red flag” – a fact or circumstance out of the ordinary – may be an indication of fraud and merit further investigation before proceeding with a transaction. A business relation with a needlessly complicated corporate structure, or who makes use of shell or holding companies or a blind trust, are examples of “red flags”. Fraud can also take simpler forms, and the frequency of attempts by fraudulent third parties to imitate our business relations or Norske Skog employees in e-mails or letters, requesting payments that may appear plausible, has increased significantly over the last years. Typical “red flags” to look out for are deviances in account numbers, letterheads, e-mail addresses etc.
“Facilitation payments” are payments made in order to expedite public officials’ services to which one is already entitled, typically faster or with less procedure than normally required. Facilitation payments normally constitute bribery, which is prohibited and unacceptable.
You shall never initiate or encourage facilitation payments on behalf of Norske Skog. Facilitation payments can only be made in exceptional circumstances, such as in cases of extortion where demands for facilitation payments are associated with expressed or perceived threats to life, safety or health. If you have been requested to pay, or have made a facilitation payment, you must immediately report it to your superior or to the Corporate Legal Department and ensure documentation and proper recording of the transaction.
Gifts & hospitality
Gifts are goods, assistance, discounts or disposal given or received in connection with an employee’s role as a representative of Norske Skog. Gifts, both given and received, should be limited to a minimum in frequency and must be of a symbolic value. Such gifts, should always be transparent and must never be given in expectancy of any advantage or value in return. Gifts or other favours to public officials or business associates shall comply with locally accepted good business practice.
Hospitality includes entertaining, meals, receptions, tickets to entertainment, social or sports events. Hospitality must always be adequately connected with Norske Skog’s business and should only be given or received with the aim of initiating or developing a proper relationship with proper business partners. All such hospitality must be kept to a moderate level and expensive arrangements require prior approval by a member of the Corporate Management. In no event can the purpose of any gift, hospitality or other expenditure be to cause the recipient to improperly perform his or her duties.
If you are offered or have received gifts, hospitality etc. you shall, without delay, notify your immediate superior or local management, who will determine whether your integrity or independence may be perceived to be affected. The Corporate Legal Department may be consulted in such determinations.
Charitable donations, sponsorships and community investments
Donations and sponsorships are monetary or practical support of a purpose or cause outside of the Norske Skog Group. Any Norske Skog business unit offering or accepting donations or sponsorships must ensure that the support is based on proper reasons and not used to disguise support of political parties, or particular political or controversial causes, or promote interests in conflict with those of Norske Skog in the relevant local community. Financial or other contributions to political parties, officials thereof or candidates for public office shall never be made on behalf of Norske Skog. This does not preclude Norske Skog from supporting political views in the interest of the group or prevent employees from participating in political activities as private citizens.
Each business unit offering a monetary or practical contribution must establish formal records describing the purpose of and criteria for that contribution.
Charitable donations, sponsorships and community investments shall be based on a business case and should aim at benefitting both the society and Norske Skog.
Norske Skog is a significant participant in the international publication paper market, and it is important that we respect common regulations for our markets. You shall comply with all antitrust and competition laws and regulations in all aspects of Norske Skog’s business and operations.
No employee or others who act on behalf of Norske Skog shall make any agreement or arrangement contrary to applicable competition laws. Breach of competition laws exposes Norske Skog to immense risks of investigations, public fines, claims for damages and severe reputational damage. In some jurisdictions, it also exposes companies within the Norske Skog Group, as well as the directly involved individuals, to severe criminal sanctions, including imprisonment.
If you are in doubt as to whether specific arrangements are permissible, you shall consult with a member of the local management team, the SVP Commercial or the Corporate Legal Department.
Data protection and privacy
Every business unit that is processing personal data shall do so in a manner compliant with relevant privacy legislation at all time. This includes ensuring that all use of personal data, such as collection, registration, comparison, storage and deletion, or a combination of these, takes place in a proper way and in accordance with applicable laws and regulations.
Reporting and accounting
Norske Skog strive to balance transparency and accuracy on one side, while respecting confidentiality and other applicable obligations on the other. Norske Skog makes every effort to provide a full, fair, accurate and understandable disclosure in its periodic financial reports, other documents filed with applicable regulatory authorities as well as in its other public communications. We are dependent on trust from our owners, authorities, the financial markets in general and our financial partners in particular, and we aim to ensure transparent and equal financial information to the financial markets.
Joint Venture partners
When Norske Skog has a controlling interest or the operating responsibility in a joint venture, the principles in the Steering Guidelines related to anti-corruption and human rights shall apply. In situations where Norske Skog has a minority interest, Norske Skog shall endeavour to influence the joint venture to apply the Steering Guidelines (or equivalent principles) in the governance of the joint venture, in particular in respect of fundamental areas such as anti-corruption and human rights. When Norske Skog is dealing with unacquainted partners in a new or existing joint venture through possible acquisitions of assets or companies, efforts shall be made to make it possible to perform an appropriate due diligence investigation to identify possible non-compliant issues, in particular within fundamental areas such as anti-corruption and human rights.