Disclosure 103-1: Explanation of the material topic and its Boundary
Sika’s approach to anti-competitive behavior is based on the Code of Conduct, which requires the company and all employees to act fairly in the market, both vis-à-vis customers and suppliers, and in accordance with the applicable cartel and anti-trust laws.
The Code of Conduct – Fair Competition – clearly states the following:
Act performance oriented and fair in the market both vis-à-vis customers and suppliers.
- Do not discuss, agree or cooperate in any form with competitors on strategies, prices, markets, customers, products, production, or other market-sensitive aspects.
- Do not agree with Sika’s customers on their resale prices.
- Pre-check any sensitive obligation (e.g. exclusivity, non-compete, joint ventures) with Corporate Legal or a local legal adviser.
- Do not abuse a market-dominant position.
We expect full compliance with applicable cartel and anti-trust laws. This especially regards any kind of discussion or agreement with competitors on price- or other market-sensitive aspects. Special attention must be given to informal gatherings, conferences, trade shows, and meetings of trade associations or in discussions involving possible acquisition opportunities. To the extent contacts with competitors are permitted, they must as a principle be managed by a member of Sika’s Senior Management.
Disclosure 103-2: The management approach and its components
To support GMs in fulfilling their compliance duties, a “Compliance Checklist” has been developed and is distributed regularly. The checklist sets out minimum requirements and best practices to minimize compliance risks. It is a tool that allows GMs to measure the compliance of their companies with Sika’s Code of Conduct and the identified minimum requirements, monitor identified risks, prevent and detect misconduct, and plan corrective actions. The checklist is regularly reviewed and improved by Corporate Compliance for alignment with any newly introduced minimum requirements and to make it as effective as possible. During 2019, the checklist was thoroughly reviewed with the support of external advisors, and complemented by a self-assessment questionnaire, as part of the risk assessment exercise that will lead to the scoping of the new Compliance Audit Program. The updated Compliance Checklist is scheduled to be rolled out in 2020, after approval by the Audit Committee of the Board of Directors.
Disclosure 103-3: Evaluation of the management approach
Sika evaluates its management approach through:
- Monitoring: Sika investigates reported cases of anti-competitive behavior and any corrective action to be taken according to a defined incident response process (see below). Confirmed cases and actions taken are followed up by the compliance function and reported annually to the Audit Committee of the Board of Directors. Management approaches are adapted accordingly.
- Evaluation of results from audits: Group Audit results are implemented in the management system and regular follow-up reports are presented to identify root causes and monitor improvements.
- Investigations: Internal Audit conducts audits on a regular basis and in case of suspected anti-competitive behavior. All reports of potential anti-competitive behavior within Sika are investigated and properly followed up according to the applicable laws. A standard incident reporting and response process has been developed to provide guidance for Sika’s management on the procedures to be followed in case of suspected criminal acts or material misconduct. Highly sensitive incidents and criminal acts, such as anti-competitive behavior cases, must be reported and escalated to the Group Compliance Officer irrespective of the source. Anti-trust reports generated via the Sika Trust Line are automatically forwarded to the Group Compliance Officer who conducts and/or supervise the investigation process. The Sika Trust Line (available in 35 languages) is an independent reporting platform available 24/7 and used as an anonymous whistleblower tool. Reports are made anonymously and handled confidentially. There is a strict non-retaliation policy in place.
- Overview of compliance cases: Sika’s Group Compliance Officer regularly reports to the Audit Committee of the Board of the Board of Directors about known compliance cases and the corrective actions taken.
- General Managers’ briefings: GMs are regularly instructed and briefed about anti-competitive behavior requirements in their companies. In addition to the Group-wide Awareness-Raising Campaign on Compliance, members of Corporate Legal and the Group Compliance Organization trained more than 450 managers on anti-trust and compliance matters in 2019.
Sika monitors and evaluates the effectiveness of its management approach according to target achievement. The management approach has been reviewed and adapted accordingly.