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Commitments and policies

Solvay’s goal is to conduct business ethically and not to enter into any business arrangements that eliminate or distort competition. Solvay is committed to developing and maintaining a culture of compliance to keep Solvay and its people on the right side of the law. To achieve this goal, Solvay has put in place a Competition Compliance Program which propagates a zero tolerance approach towards competition law infringements. It is based on a formal Competition Law policy and supported by yearly Action Plans.

Competition Law policy

Solvay has a formal Competition Law policy which stresses the importance of strict adherence to all competition laws. This formal Competition Law policy was approved by Solvay’s Executive Committee and is published on the intranet, to which all Solvay’s employees have access. Any violation of this policy may result in disciplinary action, subject to and in conformity with applicable laws.

Solvay has dedicated resources within the Legal Function responsible for the implementation of the Competition Law Compliance Program. They are dedicated to providing competition law advice and guidance, as well as deploying effective and recurrent communication and training on competition law related subjects.

As part of its Compliance Program, Solvay provides a Competition Law Tool-Kit on its intranet that includes up-to-date guidelines on specific areas of competition law, inter alia on dealing with competitors, information exchange in M&A transactions, swaps, price announcements, volume allocation in case of shortage, vertical agreements, rebates and discounts under European law, agency and distribution agreements, etc.

To minimize cartel risks, Solvay has put in place a computer-based system that tracks all contacts of relevant employees with competitors through a managerial approval procedure (CCTS).

Monitoring and evaluation mechanism

To complete the Competition Law Compliance Program, Solvay has a concrete Action Plan designed to mitigate the specific risks identified, that has been in force since 2003 and which is updated on a yearly basis. In 2016, this action plan included an intense training campaign with the deployment of a group-wide antitrust E-learning course, successfully followed by 3800 participants as well as face to face trainings sessions for 280 high-risk individuals.

Internal Audits are carried out on a yearly basis to check effective implementation of the Action Plan.

Legal actions for anti-competitive behavior, anti-trust and monopoly practices and their outcomes

In 2006, the European Commission imposed fines against Solvay (including Ausimont SpA, acquired by Solvay in 2002) for alleged breaches of competition rules in the peroxygens market. After appeal, the fines amounted to € 139.5 million for Solvay SA and € 12.8 million for Solvay Specialty Polymers Italy SpA. Joint civil lawsuits were filed before the Court of Dortmund (Germany) in 2009 against Solvay and other producers based on the alleged antitrust violation, claiming damages from the producers on a joint and several basis. The value of the claims against all six defendants is approximately € 240 million (excluding interest). Several questions on the jurisdiction of the Court of Dortmund were raised with the European Court of Justice, and proceedings before the Court of Dortmund are pending.

In Brazil, Solvay is facing administrative claims related to alleged cartel activities in various markets. CADE (the Brazilian antitrust authority) issued fines against Solvay and others in May 2012 related to H2O2 activity and in February 2016 related to perborate activity (Solvay’s share of the fines is € 29.6 million and € 3.99 million, respectively). Solvay has filed a claim contesting these administrative fines before the Brazilian Federal Court.

Grievance mechanisms for impacts on society

There were no reports made through the Speak Up program that claimed or identified a negative or otherwise unwanted impact on society by Solvay or its representatives.

Grievance mechanisms for all aspects of corporate governance

Solvay’s Code of Conduct emphasizes Solvay’s commitment to ethics and integrity in the communities in which it operates and stresses the importance for its employees to Speak Up when they suspect unethical conduct in any aspect of Solvay’s operations. The following chart shows the types of claims submitted in 2016 through Solvay’s Speak Up program.

Speak Up Data for 2016 Cases

Type of Grievance

 

2016

Misconduct or Inappropriate Behavior

 

18

Discrimination/Harassment

 

16

Conflict of Interest

 

12

Environmental, Health or Safety Law

 

6

Other

 

6

Accounting or Auditing

 

3

Confidentiality/Misappropriation

 

2

International Trade Compliance

 

1

Theft

 

1

Total

 

65