Ethics & Compliance

Telenor’s Code of Conduct is a vital part of the Telenor Way framework and describes how we shall conduct our business.

The Code of Conduct

The Code of Conduct presents overarching guidelines for employees to follow. It provides a basis for proper decision making and requires that the employees put standards into everyday practice. The Code also reaffirms that the organisation upholds and supports proper compliance conduct.

The Code of Conduct requires a group wide emphasis on compliance with all applicable laws and regulations.

It includes internal and external regulations and expectations for employee actions with internal affairs and other employees as well as external affairs and contractors and clients. The vision and corporate values are included in the Code of Conduct.

The Code of Conduct and guidelines for disciplinary actions state that noncompliance and failure to report noncompliance may lead to disciplinary actions.

The Code of Conduct is consistent with company policies and procedures and includes management’s responsibility to explain and enforce the Code of Conduct.

It also contains method for anonymous or confidential reporting and non-retaliation for reporting through the Hotline to Compliance.

Understood and followed by the employees

The Code of Conduct is written plainly and consistently to make all employees understand the standards. It is also translated into other languages as appropriate.

All employees in the Telenor Group shall receive, read and understand the standards. The line management supported by the People Department and Ethics & Compliance function explains the standards and answers any questions. Employees attest in writing that they have received, read and understood the standards.

The employee’s compliance with the standards is enforced through appropriate monitoring and reporting requirements which may lead to disciplinary actions for breaches.

Board commitment

Code of Conduct is owned and approved by the Board of Directors and is an integral part of the formal governance regime in Telenor.

The Code of Conduct is to be implemented identical with the same standards in all Business Units.

No adaption can lower the standard set by the Board of Directors although the highest standard consistent with applicable local law shall be applied.

The key roles and responsibilities related to the Code of Conduct

All of us

First and foremost, all employees and others acting on behalf of Telenor are obliged to comply with the standards in the Code of Conduct.

Telenor ASA Board of Directors

The Code of Conduct is owned and approved by the Board of Directors.

The Ethics & Sustainability Committee of the Telenor ASA Board of Directors shall oversee, assess and follow up that the organisations leadership is creating an ethical atmosphere in the workplace according to the Code of Conduct and accompanying governing documents (also referred to as “tone of the top”).

The Committee reviews processes for making the Code of Conduct and related issues properly understood, firmly anchored and effective throughout the Group. The Committee also oversees procedures for handling of alleged non-compliance with the Code of Conduct, governing documents and laws and regulations.

The Committee reviews periodically compliance issues reported by the Group Ethics & Compliance Officer and shall be informed on all material breaches of Code of Conduct. Some material breaches will also be reported to the Audit Committee of the Telenor ASA Board of Directors.

Line management

It is the responsibility of the line management to implement the Code of Conduct. Line Management, supported by the Ethics & Compliance function, is responsible for enforcement of any breaches of the Code of Conduct, Telenor’s Governing Documents and relevant laws and regulations.

People Department

It is the responsibility of the People Department to support the line management implementation of the Code of Conduct.

Ethics & Compliance function

The Ethics & Compliance function shall support the CEO and the Board of Directors in ensuring that the Code of Conduct sets the appropriate standards and are implemented and enforced.

The Ethics & Compliance Officers monitors the implementation of the Code of Conduct and shall handle any possible breaches of the Code of Conduct, Telenor’s Governing Documents and relevant laws and regulations.

The Ethics & Compliance system managed by the Ethics & Compliance function

During 2012 Telenor strengthened the mission and mandate of the Ethics & Compliance function across our business units.

The aim of this effort has been to harmonise further the process of anchoring the Code and other business ethics activities throughout the Group. This includes more detailed requirements with respect to the role and responsibility of our Ethics & Compliance Officers.

We have also detailed how compliance incidents, including but not limited to conduct of investigations and guidelines for disciplinary actions, are to be handled in a uniform, high-quality manner.

Local Ethics & Compliance Officers & Group Ethics & Compliance Officer

With a few exceptions, all Business Units have an Ethics & Compliance function headed by an Ethics & Compliance Officer reporting to local Management and Board / Board Committee.

The Group Ethics & Compliance Officer sets the directions and coordinates the activities of the Ethics & Compliance network.

The Group Ethics & Compliance Officer reports to the Group General Counsel with a dotted line to the Group President and CEO and the Ethics & Sustainability Committee of the Telenor ASA Board of Directors.

Reporting and investigation of breaches

The Group Manual Ethics & Compliance contains clear investigation procedures and an outline of disciplinary procedures, the parties responsible for appropriate action and a promise that the disciplinary actions will be fair and proportionate. In this way we ensure that incidents of non-compliance are met with equal measures across the Group.

For the year 2012 there were 506 incidents reported and investigated. The three categories with the highest number of reported incidents were theft and embezzlement (135), working environment (70) and confidentiality and improper use of personal data (40).