An ethical company with sound governance
Bribery and corruption:
Devro’s policy is to conduct all of our business in an honest and ethical manner. We take a zero tolerance approach to bribery and corruption and are committed to acting professionally, fairly and with integrity in all our business dealings and relationships wherever we operate, and implementing and enforcing effective systems to maintain this policy.
All our senior managers are required to complete an online training course on bribery and corruption. This training is reinforced by face-to-face training where appropriate. Employees of contractors may also be required to complete the training course, in circumstances where we have identified a potential risk.
Every year the main Board reviews the risks associated with bribery and corruption to ensure that our procedures remain appropriate and effective. The Board also reviews and approves an annual Global Business Conduct Statement which stresses the company’s commitment to trade in an ethical manner. This statement is then disseminated to all employees throughout the Group at the beginning of the year.
No Devro Group company has ever been prosecuted for any offence involving bribery or corruption, and no employees have been disciplined for non-compliance with the Business Conduct Policy.
Devro had a multi-language, externally-hosted whistleblowing system. This is primarily designed to offer employees a confidential way of raising issues which they do not feel confident to pursue through the usual channels, but third-party stakeholders are also welcome to use it. A Board-approved procedure for handling any issue raised through the hotline is in place.
Devro’s policy on Business Conduct, accessed via this link, sets out what clearly what we expect from our people. All business partners are expected to comply with every aspect of it. At the end of the year, each of our senior people must sign a certificate confirming full compliance with our internal Business Conduct Policy throughout the year. In 2019, 302 people affirmed compliance, and we had no instances of non-compliance.
The Devro group of companies (we, Devro, the Group) strives to comply with both the spirit and the letter of all relevant tax laws and regulations in the countries where it operates, and it is committed to a transparent and open approach to reporting on this topic.
Our policy is to file all tax returns on time, and to pay tax as it falls due. Devro does not undertake any aggressive or unreasonable tax planning schemes for the purpose of tax avoidance, and broadly aims to align tax payments to revenue generation. We do not knowingly help others avoid their tax obligations.
Devro’s approach is to develop open and straightforward relationships with the tax authorities in the jurisdictions in which it trades, including the HMRC in the UK.
The Group has a low risk tolerance for uncertain tax positions in the jurisdictions in which it operates. This and other tax compliance risks are managed through the Group’s risk management framework, overseen by its Risk Committee, and supported by its global Finance function.
Our commitments on taxation are enshrined in both our Global Business Conduct Statement and Business Conduct policy. Managers across the business are required to verify their compliance with the latter on an annual basis. Tax is a regular agenda item for the Audit Committee, which meets four times a year, and reports to the main Board.
This tax strategy has been prepared in accordance with the requirements of section 161 of the UK’s Finance Act 2016 and of subordinate legislation (collectively the Legislation). Our ultimate parent company, Devro plc, considers this strategy to meet its responsibilities under the Legislation for the financial year ending 31 December 2020.
Devro is proud of its track record on Corporate Governance, and a full report, approved by the Board, is published each year in our Annual Report. Follow this link to the 2019 report.
The Company’s risk management processes are fully described in the Corporate Governance Report and the table of principal risks in the 2019 Annual Report, accessed via this link.
An on-going process is in place to identify, evaluate and manage the significant risks the group faces, which accords with the UK Corporate Governance Code. A Risk Committee was formed in 2010. This Committee meets four times a year and is charged with reviewing risk throughout the group and reporting thereon to the Board. As part of the process, risk assessment procedures are applied across the group.
Each operating company in the group prepares a risk assessment for its business. This involves preparing a report identifying the relevant risks to both current operations and future strategy, the process for managing and mitigating these risks and the means by which management might be assured that the processes are effective. A similar exercise is also conducted at group level, taking account of any significant risks identified by each of the individual operating companies. The risk assessment reports are collated and considered by the Risk Committee, and then the Audit Committee, before being reviewed and finalised by the Board.
The Board and the Risk Committee also agree a number of key risks for in-depth review by the Committee in the course of the following year. The system is designed to manage, rather than eliminate, the risk of failure to achieve business objectives.
Business Continuity testing takes place throughout the Group on an on-going basis, with various scenarios covering hypothetical catastrophic events.