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The Code of Conduct forms part of

the

Atresmedia

Good Governance and

Corporate Responsibility policies. The

Regulatory Compliance Committee

is responsible for directing and

supervising all matters relating to its

effective compliance, as well as the

obligation to adopt and implement the

measures required for the necessary

coordination of the Code with other

regulatory and procedural elements of

corporate governance.

The Code of Conduct mainly

regulates the following aspects:

Regulatory compliance and respect

for ethical values.

Relationship with and between

employees.

Respect between people.

Professional development, equal

opportunities and nondiscrimination.

Teamwork, collaboration and

dedication.

The health and safety of people.

The processing of information.

Use and protection of assets.

Corruption and bribery.

Money laundering and irregularities

in payment.

Respecting free competition.

Conflict of interest and loyalty to

Atresmedia

.

Relationships with customers,

contractors and suppliers.

Corporate image and reputation.

Respect for the environment.

Social commitment.

Complaints channel

: This allows all

employees to communicate, simply

and confidentially, anything that

constitutes inappropriate conduct or

actions in light of the Code of Conduct

or any other applicable regulation.

In 2015 there were no enquiries or

complaints.

Regulatory Compliance Committee

(RCC)

: This is a collegiate body, which

answers to the Audit and Control

Committee and has its own powers

of initiative and control. It is the body

responsible for interpretation and

application of the Company’s Code

of Conduct and for establishing the

measures targeted at compliance with

this Code and other rules, in particular

those targeted at the prevention of

criminal offences.

Head of Criminal Compliance

: The

person responsible for providing

the necessary advice to managers

and directors of

Atresmedia

when

making decisions that could have

criminal consequences. They are

also responsible for the operational

coordination of the measures

necessary to apply the Code of

Conduct and execute the decisions

adopted by the RCC. Finally, they are

responsible for implementing a crime

prevention policy within

Atresmedia

.

Most significant

advances in 2015

Aware that the good governance and

corporate responsibility of businesses are

essential for their good reputation, public

acknowledgement and valuation by the

financial markets, in 2015 the Board of

Directors and Senior Management of

Atresmedia

have continued the process

that started some years ago with

regard to

constant improvement of its

Corporate Governance System

.

In 2015, the Board of Directors of

Atresmedia

and its Ordinary General

Meeting of Shareholders adopted the

resolutions to modify the Company

Bylaws and all of their Regulations

for the purpose of adapting them to

legislative reform and including many

of the recommendations of the new

Code. In 2016, the resolutions required to

adapt them to the modifications referred

to in the previous section will need to

ATRESMEDIA

| ANNUAL AND CORPORATE RESPONSIBILITY REPORT 2015 |

ATRESMEDIA

|

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