The activity of PrJSC "VF UKRAINE" (hereinafter referred to as "VF") is built exclusively on the basis of the applicable current legislation in accordance with the principles of good business operations, high standards of business ethics and professional conduct adopted in our Company.
The Code of Conduct
The Code of Conduct is a fundamental document that sets out the rules for internal corporate conduct, the rules for the interaction of the VF employees with the clients, business partners, government bodies and external audiences. The Code of Conduct is binding for all VF employees regardless of their positions, as well as for any third party acting on behalf of or in the interest of VF, subject to signing relevant obligations.
The Code, particularly, guarantees the following:
- Freedom and protection from discrimination. Employment, professional development, career promotion, disciplinary measures are carried out regardless of gender, race, nationality, language, origin, age, location, religion, political opinions, membership or non-membership to public associations, social and official status of an employee.
- Safe working environment.
- The Company’s intention to reduce the impact of its activities on the environment.
- Compliance with all government regulations in the employer – employee relations.
- Fair and impartial resolution of disputable issues by the Company’s management.
The Code, particularly, prohibits the following:
- Child and forced labour
- Usage of official position for personal gain
- Actions non-complying with the Foreign Corrupt Practices Act, 1977, the UK Bribery Act, as well as the internal Anticorruption Laws Compliance Policy of PrJSC “VF Ukraine”.
- Actions contradicting to the customs and tax laws
To ensure the compliance of VF activities with the requirements of the applicable anticorruption laws, detection, evaluation, analysis and minimization of the corruption risks, the Company develops a compliance system. The Anticorruption Laws Compliance Policy has been approved and every VF employee shall act in accordance with it, as well as any third party acting on behalf of or in the interest of VF, subject to signing relevant obligations.
In the event that there is the information on violations of the Code of Conduct or manifestations of corruption involving the VF representatives, both employees and our partners can contact the Single Hotline of our Company – email@example.com. More details are on the website in the section "Illegal Activities Prevention Program".
Program for prevention of illegal conduct
Program of measures to deal with reports of possible or known abuses or violations in PrJSC "VF UKRAINE" (hereinafter – the Program):
Goals and objectives of the Program
The Program is created within the framework of initiatives, measures and actions taken by the Company's management and the Internal Control and Audit Group to further enhance the effectiveness of the process for prevention and detection of possible frauds, abuses and other violations in the following areas:
- non-compliance with legislation (including violations of labor and applicable anti-corruption laws);
- cases of possible conflict of interest;
- non-compliance with the Code of Conduct of PrJSC "VF UKRAINE";
- any fraud or intentional mistake in keeping the financial and accounting records of the Company, as well as deliberate misuse of generally accepted accounting principles;
- significant violations of the requirements for the maintenance of accounting, tax accounting and the preparation of relevant reports;
- cases of falsification of financial or accounting statements involving the Company;
- or any other unlawful actions.
The Sarbanes-Oxley Act and the existing regulations impose increased requirements for effective corporate governance in PrJSC "VF UKRAINE", as to a subsidiary of the company, whose securities are registered by the US Securities and Exchange Commission.
In particular, the Company shall implement a program of measures to enable all employees of the Company and counterparties to report known facts or suspicions about frauds, abuses and other unlawful actions in the above areas, leading to misrepresentation, violations of laws and requirements, non-targeted or unauthorized use of the Company's assets and property, violation of the requirements for internal control, performance of other actions that inflict or bring the significant damages to the Company.
Available channels for reporting such facts should provide the confidentiality of the sender's identity. The management of the Company does not have the right to interfere with the operation of such channels or attempt to establish the identity of anonymous senders, unless there are grounds for doing so at the request of the law.
The indicated message channels should not be used for:
- Distribution of deliberately false and discrediting information (and other signs of defamation, as defined by laws).
- Other purposes of senders that do not coincide with the Company's objectives in the field of preventing and combating the risks and facts of frauds, abuses and other unlawful actions.
- Responsible persons, based on the results of the primary audit, reserve the right not to take into account the messages and information not related to the goals and objectives of this Program, and to take measures applicable within the limits of legislation to messages and information transmitted with clearly unfair and unlawful intentions.
- Information about personal accounts, achievement of personal goals or benefits through communication of messages within the program of measures.
Whom is this Program for?
This program of measures is intended for all employees of the Company, as well as for third parties who have, directly or indirectly, the relevant information and wish to inform it.
Message and information channels
To give an opportunity for anyone wishing to send a message in any of the ways available to different groups of senders, the Company management has provided the relevant information channels.
Channels and methods for sending messages to protect your privacy (if desired):
- To the electronic mailbox at firstname.lastname@example.org.
Please use any public mailbox on publicly available e-mail servers via an Internet cafe or from any other places that do not require the mandatory registration of users or do not use the algorithms of the personal identity; please do not sign your message.
- By the letter addressed directly to:
The Head of Internal Control and Audit of PrJSC “VF Ukraine” to the following postal address: 15 Leiptsigska, Kyiv, 01601, Ukraine with a postmark “Message Program - hand-delivered”.
The representative of the Company’s management to the following postal address: 15 Leiptsigska, Kyiv, 01601, Ukraine with a postmark “Message Program - hand-delivered”.
Please do no sign the letter with your name; do not indicate the details that can help determine your identity; do not send the letter via the e-mail at work, if this can lead to the sender’s identification, please use public places and mail box to send the correspondence.
To send the messages to the Company's management, you can use the Corporate Phone Book or contact information available on the Company's website www.vodafone.ua
Channels and methods for message delivery without ensuring your anonymity.
You can use any of the below mentioned channels for message delivery but with indication of your name or any other personal identification (as chosen):
- Sending a message either by e-mail at work or by Internet e-mail with the sender's name and signature, etc.
- Sending the information personally or on your behalf.
Processing of messages receiving via channels that protect the anonymity of senders is performed by a Company employee trictly authorized by the Company or by external party with mandatory observance of the provisions of this Program. In accordance with the requirements of the Sarbanes-Oxley Act, the Company’s management has no right to take measures aimed at disclosing the nonymity of the initiators of messages sent within the goals and objectives of this Program and not violating the law, and also to impose sanctions and measures against senders in revenge for sending the messages. The control over compliance with these requirements is maintained directly by the Company's management.
For the most effective processing of incoming messages, information and ensuring the effectiveness of investigations, the following format and structure of messages are recommended regardless of the delivery method:
- Question type - please, if possible, indicate the subject of the question.
- Short name - please indicate the short question name of your message for easy processing.
- The author (if desired) – the source of this information can be indicated as "Employee of XXX unit of the Company" or "Employee".
- The unit of the Company as the topic of the message.
- To explain the question in an understandable form and set out the known, important facts.
- Contacts for sender feedback (if requested).
In the example below, you can see how the information can be presented, preferably in the light of the recommendations above on the types of parameters of your information that is required to ensure the effectiveness of the investigation.
(These sections of messages can be stated in any convenient order and sequence).
... Hello, I’m writing to you from ...
(1) if possible, it is desirable to specify at least the city or the unit of the Company; you can introduce yourself simply as "employee ......... of ......."; We should understand who is the sender of the message - the employees or third parties.
... I want to draw your attention to the fact that, according to my information (indicated more detailed info or the person who commits / is engaged / participated / ...) in ...
(2) the essence of the message should clearly show the specific facts known to the sender but not the naked suspicions and assumptions; Also, we expect the assistance and information, above all, about the actions already taken, on the basis of which an official or other investigation can be conducted
... to the best of my knowledge (a person or unit as a whole) does not comply/violates (the requirements, provisions on, the law on ... (please indicate what exactly) ...
(3) it is advisable to report what you think has been violated and triggered the sending the request, so that it is easier to understand the problem and to direct the investigation in the right direction; please indicate other material facts and circumstances where possible
... according to my estimates (it seems to me) and, based on the information known to me in this area, the amount of the question (please indicate the amount, if known) is within the range of ____ (thousand/million/billion UAH_USD_other currency) ...
(4) it is very important for us to understand the damage, if possible, in monetary terms, if the question entails the financial aspects
... these facts, in my opinion, cause / may cause damage to the Company (in the field of reputation, image in the eyes of customers, risk ______, loss ____, financial losses, deterioration of discipline, etc., consequences) ...
(5) Also, we will be grateful if you indicate what, in your opinion, are affected by violations and abuses, other than a monetary assessment of the problem
... I would like to ask you to contact me (by phone ____, send me an email to _________, or in any other way), if the facts I have indicated are confirmed; And also, if possible, please inform me about the results of the investigation conducted, or let me know if my message helped to solve the problem or what is planned to be done to solve it ...
(6) indication of the contact information is entirely at the discretion of the sender; an authorized representative of the Company, if there is such possibility and request of the management, will contact you and inform you about the information of interest to the sender of the message.
Why do we need and who requires the Program, why are the existing rules and measures insufficient?
The requirements of the Sarbanes-Oxley Act (or the Sarbanes-Oxley Act of 2002, adopted by the US Congress in 2002 following the numerous corporate scandals that uncovered the fraud, abuses and violations that led to the largest US bankruptcies in large companies) also apply to our Company, as to a subsidiary of the company, whose securities are registered by the US Securities and Exchange Commission.
These requirements bind the Company's management to take measures to provide opportunities for all employees of the Company and other interested persons to send (if desired, anonymously) messages. Thus, the existing mechanism should ensure that the top management bodies of the Company are informed of the facts or suspicions of fraud, abuses and other unlawful actions that could threaten the Company's strategic goals, reputation and image before it becomes impossible to prevent. As the corporate practice and the experience of countries with developing economy show, this mechanism is an effective add-on aspect to the usual ways of the management combating against illegal actions and not all of them can prevent the serious risks.
If you are a Company employee or its counterparty (supplier, client, partner, shareholder ...), you are probably hoping and entitled to expect the fair, mutually beneficial cooperation and attitude to you, compliance of the Company and its employees with all requirements of the laws, regulations, rules and obligations.
The management of the Company use best endeavors to ensure this, however, in the real life of large and dynamically developing companies there are objectively certain conditions, prerequisites and circumstances leading, at least, to the risks of fraud, abuses and other unlawful actions.
Not all of these factors and circumstances can be effectively influenced by the existing protection measures of the Company within the processes where such facts are possible. These measures serve to additionally guarantee their detection and prevention. The more Company is protected from such risks (including, with your help) - the more protected are your interests.
How will the anonymity of senders be protected?
The proposed methods of sending messages through these confidential channels and possible measures to preserve anonymity (as desired by senders) provide a reasonable guarantee of anonymity.
In addition, the Company's management undertakes not to take measures aimed at violating the anonymity of senders.