Global Citizen

Our Mission

Our Vision

Our Values

Code of Conduct

Compliance with Global CSR Initiatives

CSR Strategy

Stakeholder Dialogue

Social Action

Report of CSR

News and Events of CSR

Stakeholder Mailbox

Necesita el plugin de Flash para visualizar correctamente la página

AI.- Overriding philosophy

The honesty, integrity and good judgment of the employees, executives and directors of Abengoa is essential for the company’s reputation and success.

The present Code of Conduct governs the working acts and relationships of the employees, senior managers and directors of Abengoa with clients and potential clients, with colleagues, competitors, administration bodies, the media and all other persons and institutions with whom the company comes into contact. These relations are crucial to ensuring Abengoa’s ongoing success. When the present Code of Conduct refers to "Abengoa", Abengoa S.A. and each of its subsidiaries are included.

The present Code of Conduct:

• Demands the highest standards of honor and ethical conduct, including appropriate and ethical procedures for dealing with real or potential conflicts of interest in professional and staff relations;
• Requires communication to be full, fair, precise, timely and intelligible in the regular reports that Abengoa must submit to the bodies of the Administration, as well as in all other communications that are executed;
• Requires compliance with the applicable laws, standards and regulations;
• Addresses real or potential conflicts of interest and provides orientation for employees, executives and directors to communicate said conflicts to Abengoa;
• Addresses improper use or poor application of Abengoa’s business assets and opportunities;
• Demands maximum confidentiality and fair treatment inside and outside Abengoa; and
• Demands immediate internal communication of failure to comply with the present Code of Conduct, as well as appropriate communication of any llegal conduct.

II.- Corporate Culture and Common Management Systems

• For Abengoa its corporate culture and Common Management Systems are key assets. These define Abengoa’s way of doing business, establishing a series of Standards of Mandatory Compliance (SMC). Following them accordingly is considered a source of profitability and security in the development of Abengoa’s activities.
• Identification of non-compliance with the Common Management Systems is the responsibility of the board of directors, and by delegation, of its chairman, constituted committees, delegated commissions, and, where relevant, senior managers as empowered.
• In any event, non-compliance in those areas with a direct impact on the result of the activity concerned, or those causing uncontrolled risks to be assumed, shall be considered to be a very serious failing in professional performance.

Professional Rigor

• At Abengoa, the concept of professionalism is closely linked to a service vocation in the execution of activities and to commitment to the business project being developed.
• All actions undertaken in the execution of duties entrusted must adhere to a sense of professional responsibility and be guided by the principles set forth in the present Code.

Quality

• Abengoa has a commitment to quality in all its actions, both internal and external. This commitment is not the specific responsibility of senior management or of a set group of people; but rather it is something that governs the daily activity of all the organization’s members
• Abengoa has specific quality standards, which have issued from its knowledge, common sense, rigor, order and responsibility in its actions.

B. Conflicts of Interest

A "conflict of interest" occurs when private interests may clash in any way with those of Abengoa. It is expected that any person bound by the present Code will avoid situations that might lead to a substantial conflict, whether real or potential, between his/her own interests and his/her duties and responsibilities as an employee, executive or director of Abengoa. All employees, executives or directors with a query or doubt in regard to a potential conflict of interest must contact the secretary of the board of directors. Abengoa’s Internal Conduct Regulation with respect to the stock market specifically regulates issues of this nature.

C. Confidentiality

Non-public information pertaining to Abengoa, its businesses, employees, clients and suppliers is confidential, and employees, executives or directors are entrusted with such confidential information. They are obliged to employ said confidential information exclusively to achieve Abengoa’s business objectives. They must not share said confidential information with any person outside the company, including family and friends; nor with any employee who does not require said information in order to execute his/her duties. Their duty is to ensure that all strictly confidential information remains so, even when their term of employment with Abengoa comes to an end.

The following is a non-exhaustive list of confidential information:

• Substantial non-public financial information relating to Abengoa or to any of its subsidiaries;
• Trade secrets, including all commercial and technical information, such as programs, methods, techniques, compilations or information which may be of value because it is not in the public domain;
• All rights in regard to any invention or process developed by an employee using the facilities or trade secrets of Abengoa, issuing from any company work, or related to the businesses of the same, belonging to Abengoa, or which have been legally transferred to the latter;
• Exclusive information, such as a client list, for example.

All public communications and media communications affecting Abengoa must receive prior approval from the board of directors, or from the chairman of the board of directors, or the senior manager to whom responsibility in the matter has previously been delegated.

D. Gifts and Entertainment

Gifts and entertainment activities are common practices used in many sectors and countries to strengthen commercial relations. Abengoa’s position is clear throughout the world. No gifts or favors whatsoever must be accepted or granted, including any entertainment activity, if they compromise or would appear to compromise the receiver. Under no circumstances shall the receipt or awarding of cash sums or highly liquid assets as gifts be permitted.

Abengoa employees may accept or grant gifts, favors and entertainment activities only where these comply with the all of the following criteria:

• Where they do not contravene the other party’s law or policy;
• Where they maintain coherence with normal commercial practices in the country or sector;
• Where they maintain a reasonable relationship with trade relations;
• Where they retain coherence with existing trade guidelines;
• Where they cannot be interpreted as bribery, blackmail or inappropriate influence; and
• Where they do not infringe Abengoa’s ethical trading values in any other way.

E. Financial Information

It is mandatory to regularly submit to the secretary of the board of directors of Abengoa all information in employees’ power which might be required to ensure that the financial reports and communications submitted by Abengoa to the National Stock Exchange Commission and other stock exchange regulatory bodies - including the Security Exchange Commission (SEC), or information included in other public communications, is complete, truthful and precise.

F. Trading in Privileged Information

It is against the present Code of Conduct, as well as illegal, to buy, sell, trade or participate in any other way in operations affecting Abengoa shares, where an individual possesses substantial information relating to Abengoa that has not been communicated to the general public, and which, if communicated, might have an impact on the market price of Abengoa shares. It is also against the present Code and illegal to buy, sell, trade or participate in any other way in operations affecting the shares of any other company where a person possesses similar substantial non-public information relating to said company. All doubts regarding the legality of undertaking an operation with Abengoa shares (or those of another company) must be addressed to the secretary of the board of directors or, failing this, to Abengoa’s Legal Director.

G. External Commercial Relations

Prior to undertaking to act as a director, executive, consultant or advisor of any other business organization, the person concerned must notify his/her immediate supervisor. Directors must communicate all new or potential directorships to the Chairman of the Appointments and Remunerations Committee.

H. Fair and Equitable Trading Practices

Every employee, executive and director must undertake to observe fair and equitable practices in regard to clients, suppliers, competitors and Abengoa employees.

I. Legality

Legal compliance is not only an external requirement, and therefore an obligation for the company and its personnel. The law provides us with security in our actions and reduces business risks. Any action implying breaking the law is expressly and specifically forbidden. Where doubts exist as to the legality of an action, advice must be sought from the legal advisory service before a commitment to said action is established.

J. Communication of Illegal or Immoral Conduct

Abengoa shall demand that its employees, executives and directors speak with their supervisors, directors and affected staff in order to communicate and treat any known or suspected criminal activity that may affect Abengoa or its employees. If, during his/her term of employment, an employee obtains knowledge of any suspicious activity or conduct, including a concern that matters relating to accounting or auditing may be questionable, he/she must communicate the aforementioned infractions of laws, standards or regulations of the present Code of Conduct to the secretary of the board of directors of Abengoa. Communication of any such activity shall not lead to any disciplinary action against said employee, unless the report provided is knowingly false. All reports shall be treated confidentially and fully investigated.

K. The United States Foreign Corrupt Practices Act / Political Contributions

Apart from the provisions of the present Code of Conduct and other Abengoa policies, employees working with any entity of the administration of any country shall be obliged to know, understand and observe the laws and regulations applicable to the development of businesses with administration entities. In cases where a body of the national, state or local administration has adopted a more restrictive policy than that of Abengoa in regard to gifts and gratifications, Abengoa employees and representatives must comply with said stricter policy.

In particular, the U.S. Foreign Corrupt Practices Act (FCPA) criminalizes acts by companies and their executives, directors, employees and representatives to pay, promise, offer or authorize payment of anything of value to any foreign manager, foreign political party, heads of foreign political parties, candidates to public office abroad, or heads of international public organizations, with the aim of achieving or maintaining business operations. There are similar laws which have been passed, or are in the process of being passed, in other countries. Payments of this type directly contravene Abengoa policy, even where refusal to make them might mean that Abengoa foregoes a business opportunity.

The FCPA also demands that companies keep precise books, files and accounts and that they design an internal accounts control system that is sufficient to reasonably guarantee that, among other things, the company’s books and files reasonably reflect the detail of operations and asset transfers.

Abengoa shall not issue, or encourage anyone else to issue, any type of incentive to any employee of the administration, or to any contracted or sub-contracted supplier, whether governmentally or non-governmentally, for the purpose of obtaining a contract or commercial advantage.

L. Administration of, Compliance with and Exceptions to the Code of Conduct

The present Code of Conduct shall be administered and supervised by the board of directors of Abengoa. Any doubts or requests for further information regarding the present Code of Conduct should be addressed to the secretary of the board of directors of Abengoa.

Abengoa employees, executives and directors are expected to adhere to the present Code of Conduct at all times. Under exceptional circumstances, situations may arise requiring agreement on a renunciation or an exception. The board of directors of Abengoa shall determine exceptions for directors and executives depending on the nature of each case. Consequently, any renunciation or exception for the aforementioned directors or executives shall be communicated to the General Stockholders’ Meeting, in accordance with applicable legislation and regulations.

Non-compliance with the present Code of Conduct may result in disciplinary measures being taken, including termination of employment, depending on the nature and seriousness of the same. Likewise, all supervisors, senior managers, managers or directors who lead, approve or pardon acts of non-compliance, or who possess knowledge of the same and fail to communicate it or correct it immediately, shall also be subject to disciplinary measures, including possible termination of employment.