Anti-Corruption Policy

Anti-Corruption Policy

• Introduction

  In order to complement the principles set out in the Code of Conduct, this Anti-Corruption Policy ("Policy") consolidates Critical Software's organisational culture and reaffirms its unequivocal commitment to integrity, legality and transparency, as well as compliance with the highest standards of conduct. Critical Software maintains a zero tolerance stance towards any violation of anti-corruption legislation. 

  At Critical Software, the fight against corruption is a fundamental pillar for the success and integrity of our business and, ultimately, for long-term organisational sustainability. The implementation of robust and effective anti-corruption policies and programmes is imperative to prevent and detect corrupt practices in all aspects of business activity. At the same time, the adoption of rigorous anti-corruption policies and programmes is essential to ensure the prevention and detection of corrupt practices, thus safeguarding the organisation's reputation and integrity. 

  This policy aims to establish clear guidelines and structured procedures that promote an organisational culture of transparency, integrity and ethical behaviour in all the organisation's activities. 

  To ensure the effective implementation of the guidelines and procedures set out in this policy, Critical Software has set up a compliance programme aimed at preventing and detecting corrupt practices. The compliance programme will be overseen by the compliance officer, who will ensure that all employees receive regular training on the programme's procedures and requirements. 

• Risk assessment

  Critical Software carries out systematic risk assessments to identify areas where corruption risks have a high probability of occurring, as well as to determine appropriate measures to prevent or mitigate these risks. Risk assessments are updated regularly to ensure that new risks that are identified are properly addressed proactively. 

• Policies and procedures

  Critical Software must implement policies and procedures that address the specific corruption risks identified in the risk assessment. The policies and procedures must be made available to all employees who will receive regular training. 

• Due diligence

  Critical Software carries out rigorous due diligence processes on third parties, including suppliers, contractors and agents, to ensure that they fully comply with the organisation's anti-corruption policy. 

• Monitoring and reporting

  The compliance officer continuously monitors the effectiveness of the compliance programme and regularly reports to the Executive Committee and the Board of Directors on its performance and results. Any suspected cases of corruption will be immediately reported to the competent authorities, in accordance with the applicable legal requirements. 

• Training and sensitisation

  Training is essential to ensure that all employees understand the risks associated with corruption and the importance of maintaining high ethical standards. All company employees will receive regular training on good practices and measures to prevent corrupt practices.

• Code of conduct

  Critical Software strongly condemns any practice of corruption, bribery or related offences, whether active or passive, as well as any other forms of undue influence or illegal conduct. The company enforces strict compliance with these principles in all its relationships, internal and external, with private or public entities. 

  The organisation has established a comprehensive code of conduct that clearly defines the values, principles and behaviour expected of all employees. The code of conduct is based on international best practice, applicable legislation and relevant sector regulations. The code covers critical areas such as conflicts of interest, bribery practices, giving and receiving gifts, business entertainment and other potentially ethically compromising situations. It is expressly forbidden for all Employees to: 

  1. Accepting any advantages or offers in exchange for preferential treatment from third parties, with the aim of influencing an action or decision. 

  2. Offering or accepting, under any circumstances and regardless of value, cash, cheques or other goods subject to legal restrictions. 

  3. Influencing the decisions of business partners through any illegal means or actions that may appear contrary to applicable regulations. 

  4. Obtaining any benefit or advantage for the company, the employee or third parties through unethical practices or actions contrary to the duties of the position, including corruption, undue receipt of benefits or influence peddling. 

• Whistleblowing

  Whistleblowing is an important tool for preventing and detecting corruption. Employees should feel safe to report any suspected cases of corruption without fear of retaliation. To this end, Critical Software has established a whistleblowing system (WhistleB) that guarantees confidentiality, anonymity and protection for the whistleblower.

  All employees are aware of the whistleblowing policy and the process for reporting suspected cases of corruption. The whistleblowing system will be supervised by the Ombudsman, who will ensure that all complaints are properly investigated and that appropriate action is taken.

• Validity and revision

  This Policy comes into force on the date of its approval by the Board of Directors and must be reviewed every three (3) years or whenever there are changes, namely in the organisational or corporate structure of the Company, which justify its review.

  Any changes to this Policy must be approved by the Board of Directors.