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We require all our employees to act in accordance with our corporate value system. We consolidate ethical standards and develop a culture of responsible actions in accordance with the Simple, Personal, Fair values.
We have defined the ethical standards adopted by Santander Bank Polska Group and also in Santander Bank Polska S.A. in the General Code of Conduct (the Code). It defines ethical principles in detail, informs about the consequences associated with non-compliance and presents examples of behaviours desirable in specific situations.
The provisions of the Code refer to, among other things:
conflict of interest,
relationships with suppliers,
acceptance of benefits,
maintaining confidentiality of information,
protection of personal data,
marketing and sales of financial services,
countering money laundering and terrorist financing,
conduct in securities markets,
accounting and financial information obligations,
relations with public officials,
intellectual property rights.
The compliance function is responsible for the development, implementation and application of the Code, which is supported in this regard by the human resources unit. Supervision of employee compliance with the Code is carried out by the Regulatory and Reputational Risk Committee, the Board of Directors and the Audit and Compliance Committee of the Supervisory Board.
The Code is subject to annual reviews. In 2022, changes were made to the provisions on TEAMS corporate behaviours, among others.
The bank’s training in the General Code of Conduct, Anti-Corruption and Prevention of Criminal Liability Risk covering the basic standards of conduct is mandatory for all employees. It is completed by all newly hired employees.
The provisions of the Code are supplemented by the following internal documents of the bank:
„Code of Conduct in Securities Markets”,
„Anti-Money Laundering Policy”,
„Conflict of Interest Policy”,
„Respect and Dignity Policy”.
The General Code of Conduct and the Whistleblowing Policy describe ways to report violations of the law and corporate standards. Employees can make reports in particular by:
regular mail to the address: Santander Bank Polska S.A., Pl. Wł. Andersa 5, 51-894 Poznań.
*Relational helpline existed as a channel for reporting violations until 30 November, 2022.
Reports can be made anonymously. Whistleblowers are guaranteed thorough investigation of the reported case and confidentiality. After clarification and verification of the collected information, disciplinary or other actions may be taken against the reported persons. It is forbidden to use repressive measures against the whistleblowers and to impose any sanctions against them for reporting misconduct. We also follow good industry practices compiled in the Code of Banking Ethics, developed by the Polish Bank Association.
It is also possible to discuss incidents in the area of employee relations by contacting the relational helpline.
Number of violations and/or matters of concern for investigation reported to the ethical mailbox and helpline Custom indicator
Number of violations and/or matters of concern for investigation reported to the ethical mailbox and helpline
In 2022, we received 131 reports through whistleblowing channels (including the ethical mailbox, the app and the helpline).
The bank’s Chief Compliance Officer is responsible for the operation of the Bank’s whistleblowing procedures, and designated employees of the Compliance function are authorized to receive reports and take follow-up action. The channels in question are also used at subsidiaries (Santander Factoring Sp. z o.o., Santander Leasing S.A., Santander Towarzystwo Funduszy Inwestycyjnych S.A.).
List of key activities and initiatives implemented in the bank during the year to increase employees' knowledge of the bank's ethics and corporate cultureCustom indicator
List of key activities and initiatives implemented in the bank during the year to increase employees' knowledge of the bank's ethics and corporate culture
In 2022, we continued our activities to encourage employees to engage in dialogue and report irregularities. These included:
communication campaigns e.g. „Whistleblowing As a Form of Speaking Up, News from Whistleblowing Channels,
education of employees about undesirable behaviour in the field of labour relations and how to react to it e.g. a series of articles on discrimination designed for managers, a series of meetings on bullying,
lessons learned sessions for managers based on investigations in 2021,
meetings of the Director of the Ethics and Relationships Office with members of the Management Board, sharing recommendations prepared on the basis of reported employee cases.
We monitor the effectiveness of these measures – starting in 2022 a survey has been addressed to a selected group of employees, where one of the topics is whistleblowing channels and their perception. Based on the results of the survey, a report on the performance of whistleblowing channels is prepared. It is the basis for the Supervisory Board’s evaluation of ethical matters in the bank.
Conflicts of interest
Conflict of interest2-15
Conflict of interest
It is the duty of our employees to prioritize the interests of the bank, customers and other stakeholders, which must not be subordinated to their private interests. These matters are governed by the Policy of Preventing Conflicts of Interest at Santander Bank Polska S.A.” which elaborates on the relevant provisions of the General Code of Conduct, including:
prohibition of special treatment or offering special terms of employment due to personal or family ties,
prohibition on deriving additional benefits from a position held in the Group, except in explicitly permissible cases,
prohibition from participating in the approval of transactions or influencing transactions with parties associated by economic or family ties acting as beneficiaries or guarantors.
The Policy of Preventing Conflicts of Interest at Santander Bank Polska S.A. also regulates cases of conflict of interest:
between the bank and its customers,
resulting from the relationship between a subsidiary and the bank acting as the parent company,
between Group entities and members of their governing bodies,
with significant shareholders of subsidiaries,
between the bank and its suppliers, third parties or major business partners,
between the bank’s functions and/or business units,
between two subsidiaries,
between members of the Bank’s Supervisory Board or Management Board, or between members of these bodies and other employees (arising, among other things, from non-business relationships, kinship or affinity),
between the bank and related parties other than the ones mentioned above.
The assessment of potential conflicts of interest involving our employees is carried out by experts from the Compliance Area. They have the right to request certain data or information on personal or professional circumstances that may affect the performance of employees’ duties and their decisions.
Members of the Management Board and Supervisory Board prevent conflicts of interest firstly by avoiding professional activities that may lead to such conflicts. They also must not take part in the resolution of cases where a conflict of interest involving them has arisen or may arise, and are required to inform the bank of any such situations. Issues of possible conflicts of interest of members of the Management Board and Supervisory Board are examined before their appointment to these bodies and as part of regular follow-up suitability assessments.
In our periodic financial statements, we disclose to stakeholders information about:
membership in management boards/ supervisory boards of other organizations,
ownership of shares in supplier companies and other stakeholders,
existence of majority shareholders in the company,
related parties, relationships and transactions with them, as well as maturing receivables.
We provide information on the assessment of the suitability of members of the bank’s Management Board and Supervisory Board to the Polish Financial Supervision Authority (in accordance with our policies on the suitability of members of the bank’s authorities), we re-assess whether a member of the Management Board or Supervisory Board devotes sufficient time to his/her duties when the member takes on an additional executive role or begins to carry out other relevant activities, including political activities. The assessment of the suitability of Supervisory Board members is made at the General Meeting of shareholders and the documents are published on the dedicated website).
In addition, the bank fulfils its disclosure obligations related to the information about significant shareholdings in cases specified in the Public Offering Act. The topic of disclosure of conflicts of interest is also addressed in the Regulations on Investing by or for the account of Related Persons in Financial Instruments at Santander Bank Poland. Pursuant to its provisions:
”Persons acting in a managerial capacity and […] persons closely related to them shall be obliged to report to the:
Polish Financial Supervision Authority (KNF), and
information about any transaction entered into for their account with respect to the bank’s shares, the bank’s debt instruments, derivatives or other related financial instruments.”
Communication and training on anti-corruption policies and procedures (indicator reported partially)205-2
Communication and training on anti-corruption policies and procedures (indicator reported partially)
Confirmed cases of corruption and actions taken in response to them205-3
Confirmed cases of corruption and actions taken in response to them
We operate under the principle of Zero Tolerance for Corruption. Anti-corruption matters are governed by the General Code of Conduct, and further specified by the Anti-Corruption Program, which addresses such topics as:
gifts and invitations given to public officials,
gifts and invitations given to employees,
relations with third parties,
application of additional control mechanisms,
channels for reporting violations of rules.
In 2022, we have not recorded any instances of corruption. Also, there have been no legal proceedings regarding corrupt practices against the bank or its employees.
As in the previous year, employees and Board members receive:
communication on anti-corruption policies and procedures as part of the standard internal regulation communication process,
access to e-learning training on issues related to the General Code of Conduct and the Anti-Corruption Program and Corporate Defense.
training in numbers
Number of employees offered training by employment category
Number of employees to whom anticorruption policies and procedures have been communicated
% of employees to whom anticorruption policies and procedures have been communicated
Number of employees who have received anticorruption training
% of employees who have received anticorruption training
Members of the bank’s Management Board
Representatives of the bank’s senior management*
Representatives of the bank’s middle management**
Other employees of the bank
Total for the bank***
* Employees excluding members of the Management Board and middle management of Santander Bank Polska S.A. ** Other managers of Santander Bank Polska S.A. *** The numberr does not include employees on long-term absences
We do not have data on the Supervisory Board’s anti-corruption training. We also do not collect data on communication of anti-corruption procedures to our business partners.