Ethics and values

At the Grupa Azoty Group, we operate to high ethical standards. Our commitment to fostering positive attitudes and relationships is encapsulated in the Code of Ethical Conduct, available from our corporate websites.

The Group has adopted a set of uniform principles of conduct and a value system, which extend beyond our employees to encompass all stakeholders, including customers, trading partners, shareholders, and others. The Code of Ethical Conduct Code is an integral component of our compliance management system, serving as a guide on how the Group should apply the precautionary principle. This integration facilitates effective supervision and control, ensuring compliance with the applicable laws, internal regulations, industry standards and best practice. The Code of Ethical Conduct outlines priorities for shaping employee attitudes and building relationships, and – by articulating corporate values – highlights the Group’s commitment to respecting human rights across all stakeholder groups. The Code is also referenced by pertinent provisions of the Grupa Azoty Group Strategy for 2021-2030.

The implementation and ongoing monitoring of this ethical framework fall under the purview of the compliance manager. Internal training sessions to instil an understanding of the principles outlined in the Code of Ethical Conduct are organised by the compliance teams at individual Group companies.

Code of Ethical Conduct: 

• delineates the ethical values and principles governing our dealings with stakeholders, suppliers and local communities,
• declares our commitment to ensuring equal employment, promotion and training opportunities for all employees,
• describes a procedure for reporting incidents involving ethics violations to a line manager or the compliance officer,
• defines measures to effectively manage conflicts of interest and corruption risk. 

All employees are acquainted with the Code and are obligated to adhere to its provisions. Starting from 2020, all new hires and suppliers are required to provide a written acknowledgement of having read the Code and related policies. Following policy updates in 2021, such acknowledgements were also required from persons hired before that date. The Grupa Azoty Group is guided by the following set of core values embedded in our Code of Ethical Conduct:

Good management – understood as responsible management of the Grupa Azoty Group’s tangible and intangible assets based on a cost-benefit analysis. All our assets are managed so as to maximise benefits for our shareholders and other stakeholder groups.

Professionalism – we ensure the proper design and effectiveness of the Group’s management methodologies, operating standards and control systems, supporting delivery of our strategic plans. Professionalism involves upholding the highest standards of due diligence and effectively leveraging the possessed knowledge, experience and expertise in everyday work.

Cooperation – understood as fostering relationships in a way that maximises benefits for the Group while respecting the interests of all parties involved, building mutual understanding, trust and achieving shared objectives.

Respect – refraining from any acts or decisions and from making any statements that could violate another person’s dignity. This entails a duty to respect any nationality, race, gender, age, disability, religion, political views, sexual orientation, as well as different beliefs and opinions. 

Transparency – direct and clear communication of information concerning any decisions, actions, rationale, expectations, and standards adopted by the Group. Transparency should be ensured in all areas of our activity, excluding those that must remain confidential by law or business requirements.

Responsibility – whatever we do, we are committed to the safety and well-being of our employees, customers and other people who may be affected by our activities, to protecting the natural environment and improving the quality of life of the local communities where we operate, and to safeguarding the tangible and intangible resources entrusted to our care.

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In 2022, there were no pending lawsuits regarding breaches of fair competition rules against any key company of our Group.

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In 2022, no instances of non-compliance with the laws or regulations were identified at Grupa Azoty S.A., Grupa Azoty Police or Grupa Azoty Puławy that would result in litigation outside the environmental area. Compensation of over PLN 45 thousand was awarded against Grupa Azoty Kędzierzyn for terminating an employment contract for cause despite a valid reason. The company did not appeal against the judgment. Instances of non-compliance with environmental laws or regulations are disclosed further on in this report.

Trade unions

As the Group, we fully respect employees’ right to freedom of association and collective bargaining. Our commitment is to maintain positive, transparent and lawful relations with trade unions, fostering a constructive dialogue. No works council has been appointed at any of the Grupa Azoty Group’s plants.¹

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Number of trade unions and trade union membership

BEST practice

Labour dialogue and negotiations

At Grupa Azoty Puławy, any changes in the collective bargaining agreement are consulted with employees. The company has also established a collective bargaining agreement negotiation team, which deals with proposals put forward by the employer or by trade unions. Upon request from one of the parties, meetings are held with all trade unions active at the company as a platform to share essential information about Grupa Azoty Puławy’s operations and to discuss any proposals and initiatives intended to improve the workforce’s position.

The four key companies also have in place collective bargaining agreements, which outline fundamental principles related to employment, remuneration, employer and employee obligations, leave policies, occupational health and safety, healthcare and welfare, setting out mutual obligations of the parties.

Grupa Azoty S.A. has excluded a group of employees holding key management positions from the collective bargaining agreement, with individually concluded employment or managerial contracts specifying the terms of their employment and remuneration.

At Grupa Azoty Zakłady Chemiczne Police S.A., the collective bargaining agreement applies to all employees, except Management Board members, with whom managerial contracts or management services agreements are concluded for the duration of their service. For employees under management contracts, there are separate rules, appended to the collective bargaining agreement, defining the remuneration terms. 

In locations such as Kędzierzyn-Koźle and Puławy, the terms of work and employment of staff members not covered by collective bargaining agreements are determined based on agreements applicable to other employees at the respective companies or agreements in force at other companies.

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Employees covered by collective bargaining agreements

¹ The key Group companies have collective bargaining agreements in place, with specific exclusions, particularly for management personnel.
² At Grupa Azoty S.A., the collective bargaining agreement does not apply to persons employed under managerial contracts.
³ At Grupa Azoty Police, the collective bargaining agreement does not apply to the Management Board members, with whom managerial contracts or management services agreements are concluded for the duration of their service.
⁴ At Grupa Azoty Kędzierzyn, the collective bargaining agreement does not apply to the Management Board members and senior executives.

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We uphold the principle of ‘zero tolerance for corruption’. This commitment is enshrined in specific provisions of our Anti-Corruption Code, a document complementing the Grupa Azoty Group Code of Ethical Conduct. This Code serves as a robust framework to eradicate or minimise corruption risks across all our operational markets, aligning with the uncompromising principle of ‘zero tolerance for corruption’. Its provisions are applicable universally, spanning all employee levels within the organisational structure. They explicitly prohibit the offering, promising or authorising the provision of any material benefits, and conversely, the acceptance of such benefits in any form. Beyond addressing corruption, the Code also condemns nepotism, cronyism, and the provision of benefits to political parties or candidates for public offices. 

The document outlines the Group’s methodology for due diligence, including continuous monitoring, key risk indicators (KRIs), and a structured misconduct reporting system. While the Anti-Corruption Code does not directly address human rights, it references the Code of Ethical Conduct, which comprehensively defines the Group’s commitment to respecting human rights. The Anti-Corruption Code is also integrated with the Grupa Azoty Group Strategy for 2021-2030, as specific strategic provisions refer to obligations set down in the Code. 

Oversight and monitoring of the Anti-Corruption Code’s implementation fall under the purview of the compliance manager.

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The directors and heads of organisational units are required to acquaint their team members with the contents of the Anti-Corruption Code. In addition, employees can access the document via the company’s intranet, review the definition of misconduct and relevant regulations, and find out the location on the premises of our companies of dedicated red mailboxes for reporting any corruption-related concerns. All newly recruited employees are required to read and acknowledge these documents, by signing a relevant statement. Such acknowledgements are recorded on a monthly basis. We also make sure the Group’s senior management are familiar with the anti-corruption rules, which must be acknowledged by members of the companies’ management boards on taking office. In 2022, 75% of all employees were acquainted with our anti-corruption policies and procedures.

Best practice

In 2022, a requirement was introduced at Grupa Azoty Puławy to compile lists of employees who have acknowledged familiarity with the internal regulation on compliance management documents, including the Anti-Corruption Code.

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The Anti-Corruption Code provides a clear process for reporting suspected breaches, instructing employees to report them to the compliance manager within a week. Misconduct can also be reported through dedicated channels described in the Whistleblowing Policy. The home page of our intranet features the ‘Report misconduct’ section: clicking the button opens a page with an address to which any suspected misconduct can be reported, and a link to the Whistleblowing Policy.

We also extend our commitment to anti-corruption measures to trading partners. Entry into any contractual relationship with the Grupa Azoty Group is conditional on the partner’s acceptance of our rigorous anti-corruption rules. This requirement follows from the Trading Partners Code of Conduct. Our trading partners must confirm in writing that they are not involved in fraudulent tax practices and that the products they offer are not derived from criminal activity and are not traded in carousel fraud.

Best practice

In 2022, Grupa Azoty Kędzierzyn conducted a total of 15 anti-corruption training sessions, involving 200 participants.

At Grupa Azoty Puławy, compliance management training was held to educate employees representing the human resources function and all employees having access to company mail. An information brochure was developed for blue-collar workers to be used as part of quarterly training. In addition, all holders of managerial positions and employees in senior roles were required to undergo remote training on how to prevent corruption, facilitated through the Central Anti-Corruption Office platform.

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In 2022, there were no instances of corruption or fraud at Grupa Azoty Group companies.

Investigation into alleged fraudulent acts to the detriment of Grupa Azoty Police

In 2022, the investigation conducted by the Regional Prosecutor’s Office in Szczecin into allegations of fraud committed to the detriment of Grupa Azoty Zakłady Chemiczne Police S.A. was closed. In December 2022, the Prosecutor filed charges against the accused, including former members of the Management Board of Grupa Azoty Zakłady Chemiczne Police S.A., to the Regional Court in Szczecin. The closed investigation focused mainly on activities undertaken between 2011 and 2016, alleged to have caused financial damage of significant size to ZCH Police S.A., involving the execution and performance by the company of an agreement to purchase shares in African Investment Group S.A. of Senegal. The indictment covered a number of other counts, including misappropriation of funds of the Grupa Azoty Group’s corporate foundation designated for the development of women’s volleyball, breaches committed in executing purchase contracts for Kenyan ilmenite, financial damage caused to ZCH Police in connection with transport services, and obstruction of the investigation. The indictment filing consisted of more than 1,300 pages, and the total count of charges was 59 against 26 accused individuals.

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Number of employees who are acquainted with the organisation’s anti-corruption policies and procedures, by employee category

⁵ In 2021, 1,970 (87%) employees of Grupa Azoty S.A. were acquainted with the organisation’s anti-corruption policies and procedures. The company does not aggregate such data by employee category.
⁶ In 2022, 87 (98%) new hires of Grupa Azoty S.A. were acquainted with the organisation’s anti-corruption policies and procedures. Other employees were acquainted with those policies and procedures at the start of employment. The company does not aggregate such data by employee category.

Percentage of employees who are acquainted with the organisation’s anti-corruption policies and procedures, by employee category

⁷ In 2021, 1,970 (87%) employees of Grupa Azoty S.A. were acquainted with the organisation’s anti-corruption policies and procedures. The Company does not aggregate such data by employee category.
⁸ In 2022, 87 (98%) new hires of Grupa Azoty S.A. were acquainted with the organisation’s anti-corruption policies and procedures. Other employees were acquainted with those policies and procedures at the start of employment. The company does not aggregate such data by employee category.

Number of Management Board members who are acquainted with the organisation’s anti-corruption policies and procedures

Number of Supervisory Board members who are acquainted with the organisation’s anti-corruption policies and procedures

Percentage of Supervisory Board members who are acquainted with the organisation’s anti-corruption policies and procedures

⁹ In 2022, the Supervisory Board members were not acquainted with the organisation's anti-corruption policies and procedures.

Number of employees who received anti-corruption training in the year stated, by employee category

¹⁰ In 2022, Grupa Azoty S.A. did not conduct any training on how to prevent corruption.

Percentage of employees who received anti-corruption training in the year stated, by employee category (%)

Number of governing body members who received anti-corruption training in the year stated¹¹

¹¹ All governing body members and employees acknowledged at the time when the regulation was introduced that they were acquainted with the anti-corruption procedures.

Percentage of governing body members who received anti-corruption training in the year stated (%)

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The Grupa Azoty Group’s Gift Policy is a comprehensive set of guidelines governing the giving and accepting of gifts within the organisation, as a supplement to the Code of Ethical Conduct, the Conflicts of Interest Policy, and the Anti-Corruption Code. Accessible to employees in both physical and digital formats (on the intranet and corporate website), the Policy aims to provide clear directives on acceptable practices regarding gifts that may be presented or accepted on behalf of the Group. This minimises the risk of suspected corrupt behaviour. To ensure transparency, the Policy also includes provisions for maintaining a register of both accepted and presented gifts. The document does not explicitly address human rights or international standards. 

Rules for the giving and accepting of gifts, as prescribed by the Gift Policy: 

• gift exchanges must be justified by business circumstances, ensuring relevance to professional engagements, 
• the monetary value of a gift may not exceed PLN 200, 
• gifts should be given with explicit intent, 
• gifts should not influence the recipient’s objectivity or impartial judgment, 
• regular presentation of gifts to the same individual, with a monetary value exceeding PLN 400 in a year, is prohibited, 
• gifts to individuals holding public functions are also generally prohibited¹²

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We place a strong emphasis on ensuring that professional decisions are not influenced by family ties, personal relationships or financial interests. To uphold this commitment, the organisation has implemented the Conflicts of Interest Policy, describing potential conflict of interest situations and relevant procedures to address them. Employees are encouraged to proactively disclose any situations where their decisions might involve a conflict of interest. Such disclosure is to be made to the supervisor at least seven days before the decision is taken. 

The Conflicts of Interest Policy contains specific provisions supplementing our Code of Ethical Conduct and Anti-Corruption Code, providing employees with a comprehensive understanding of potential conflicts of interest, their manifestations, and the resolution process. The document requires the directors and heads of organisational units to acquaint their team members with the contents of the Conflicts of Interest Policy.

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Based on the prescribed procedures, employees are well-versed in identifying, disclosing, and addressing conflicts of interest. Members of the Management Board and Supervisory Board make a formal declaration of refraining from any activities, whether in the professional or private spheres, that could lead to a conflict of interest. If a conflict nevertheless arises, the affected board member must notify the Management Board or the Supervisory Board, as the case may be, and abstain from voting on related resolutions insofar as the conflict concerns that member. The company maintains transparency by publishing information about material related-party transactions on its website. In 2022, there were no reported instances of conflicts of interest.

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We have created an effective system for reporting any suspected misconduct related to the operation of the Group companies. The Whistleblowing Policy provides a clear definition of misconduct and outlines procedures for reporting any concerns, whether anonymously or on an open basis, depending on the whistleblower’s preferences, and for conducting internal investigations to prevent, detect and identify the causes of any misconduct taking place at the Group companies. The Policy also specifies the conditions for becoming a whistleblower and related rights. This reporting mechanism is applicable to all employees and trading partners across the entire Group.

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To ensure effective implementation of the Whistleblowing Policy, a dedicated team has been set up, including the compliance manager, the procurement officer, and the HR officer. There is also an Anti-Workplace Bullying and Anti-Discrimination Committee at Grupa Azoty Police, appointed for each reported incident by the President of the company’s Management Board, chaired by the Head of the Human Resources and Management Department.

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Employees are encouraged to promptly report any suspected misconduct, and stakeholders beyond the organisation are also urged to do so. Thanks to the implementation and strict adherence to the Whistleblowing Policy, it is possible to quickly and securely report any suspicions of unacceptable behaviour around the clock. The Group maintains its own whistleblowing channels, without involving third parties in the process. Concerns can be reported: 

• personally to a superior or permanent member of the Management Board,
• by telephone to the compliance manager,
• by email on a 24/7 basis to: sygnalista@grupaazoty.com,      
• by letter sent through traditional post or put in one of the red mailboxes located on the premises of the Grupa Azoty Group companies. 

In 2022, we received 25 reports of suspected misconduct through the established whistleblowing channels.

All such reports are treated as confidential, with the anonymity of whistleblowers guaranteed. Their identities may only be disclosed if required by generally applicable laws. We do not seek to establish the identities of individuals who did not provide their personal details when submitting a report. Good-faith whistleblowers are protected from retaliatory action even if their reported concerns are not ultimately confirmed. They are protected primarily from all forms of discrimination, intimidation, ostracism, and other unfair treatment. All reports made by whistleblowers are investigated through an internal procedure involving several stages, as detailed in the Whistleblowing Policy available online. 

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In 2022, we received three reports regarding various forms of discrimination, including suspicions of workplace bullying – two at Grupa Azoty Kędzierzyn and one at Grupa Azoty Police. Investigations initiated following those reports in accordance with the Whistleblowing Policy did not confirm that such discriminatory practices had actually taken place.

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In line with the internal regulations, the process of communicating concerns to the Management Board is overseen by the compliance manager. For a description of the entire process, refer to the Whistleblowing Policy.

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We have proactively implemented procedures to minimise and mitigate the negative impact of the Grupa Azoty Group’s business operations on the environment. In accordance with our Strategy for 2021-2030, the Group, as an entity aware of its environmental impact, is committed to eliminating the adverse effects of its business in accordance with the relevant environmental conditions stipulated by law and the principles of corporate social responsibility, as comprehensively outlined in the Group’s Environmental Policy. Related documents include the Guidance for Responding to Nuisance Reports, the Industrial Accident Preparedness and Response Procedure, and the Industrial Accident Prevention Guidance (which have already been implemented), as well as the Internal Emergency Plan and the Safety Report (which have been developed and approved for implementation). 

We operate in compliance with the Act on the Provision of Information on the Environment and its Protection, Participation of the Public in Environmental Protection, and Environmental Impact Assessments. This involves obtaining opinions, positions and proposals from various institutional and non-institutional stakeholders, including local communities, who may be affected by the Group’s activities. During public consultations, the Group transparently presents its planned capital projects, engaging with residents in line with resolutions of relevant administrative units. We maintain a register of grievances and nuisance reports, which allows us to monitor the Group’s adverse impacts on the environment. In 2022, the Grupa Azoty Group received one anonymous nuisance report, but subsequent measurements did not corroborate that any standards were exceeded. 

We place a strong emphasis on responsible, transparent, legally compliant and ethically sound business practices, not only within our own operations but also among trading partners. This commitment is underscored by our Trading Partners Code of Conduct, a document that outlines the expectations and obligations for all entities seeking to collaborate with our organisation. Business partners are required to uphold human rights and labour rights, counteract corruption and money laundering, engage in fair competition and avoid conflicts of interest. Furthermore, the Code precisely defines environmental criteria expected to be met by our trading partners, emphasising the need for a rational environmental management system, possession of all required permits, efficient use of natural resources, and measures to minimise emissions of pollutants into the air, water and soil. In addition, we encourage our suppliers to actively promote the Grupa Azoty Group’s Trading Partners Code of Conduct among their own business partners. 

The Code also provides specific channels for reporting any violations or concerns, which can be submitted via email or telephone to the compliance manager. 

The Trading Partners Code of Conduct is available from our website.