GM’s Desk

Our Code of Conduct – A Pillar in Challenging Times GM’s Desk | July 18, 2014

Tom Kristian Larsen

Developing and managing a hydropower company in an emerging market like Nepal is challenging.The absence of proper regulatory regimes and non- transparent business cultures, are characteristics of the environment in which HPL employees and representatives need to function. Each employee and representative of HPL is likely to encounter a number of challenging situations from time to time. Being a subsidiary of the Statkraft Group, HPL has adapted the international recognized standards on business ethics and anti corruption as specified in our Code of Conduct. Our Code of Conduct is applicable to all staff, vendors, contractors and partners and is intended as a guide to help us navigate through challenges while still adhering to HPL’s Core Values and Business Principles.

Our Code of Conduct
The Code is based first and foremost on common sense. It also draws on various laws, and the OECD Convention on Combating Bribery of Foreign Public Officials in International Business Transactions. The Code also integrates recommendations from Transparency International and it reflects the UN Global Compact principles to which HPL is committed. The Code of Conduct does not provide detailed guidance on any given situation or give instructions on how to comply with local legal requirements. Rather, it is an expression of the behavior and actions that are expected of those working for or representing HPL.

The key principles are:
Apply common sense in our day to day actions. If what one is doing or planning to do is something one would not want to tell or share with a family member or colleague, it probably falls outside the boundaries of what is acceptable. Be open with regard to discussing dilemmas. Operating in a grey zone increases the risk of things going wrong. If one is in doubt about what to do when facing a challenging situation, one shall discuss the issue with a trusted colleague or raise the issue with one’s superior. Spend sufficient time on difficult decisions. Poor decisions are often made when things have not been discussed or thought through properly, and individuals allow themselves to be pressured into taking a rash decision. Make sure your actions fall comfortably within the law and the parameters outlined in this Code. Breaches of laws and ethical requirements would be a threat to our business and its reputation. If in doubt, one should consult with supervisor or company lawyer to be sure that what we are planning to do is legal and in line with HPL’s requirements.

Safety First
At HPL, we conduct our business with the highest regard for health and safety. We are committed to maintaining a safe working environment and a work force that is satisfactorily equipped, properly trained, and aware of health and safety requirements and guidelines. We also actively promote a safety culture in all work performed through contractors, vendors and service providers. Health and Safety is a top priority for HPL and will not be compromised.

Integrity and professionalism
HPL’s business and reputation depends on its employees behaving with integrity and professionalism at all times. HPL employees are required to read, understand and commit to the company’s Business Principles and Core Values before joining the company and will regularly be reviewed as to their compliance.

In order to create a strong culture of integrity and professionalism in HPL, employees shall:

• Conduct all duties with integrity and strive towards attaining a high standard of professional responsibility and achievement.
• Maintain an impeccable standard of integrity in all business relationships, both inside and outside HPL.
• Respect all people, taking into account their customs, habits, and religious beliefs.
• Recognize the richness of a diverse workplace and value the unique skills and perspectives of people with different cultural and educational backgrounds.
• Contribute to removing barriers to gender equality and ensure that HPL activities take the gender dimension into account.

Corruption and fraud
HPL employees shall never offer or accept a bribe, facilitation payment, kickback or other improper payment for any reason. The direct or indirect offer, payment, soliciting or acceptance of bribes in any form by employees, is unacceptable.

This applies to transactions with government officials, employees, or with any private company or person. This is irrespective of whether the payment is made or received directly or through a third party, such as an agent, representative, consultant, contractor or a joint venture partner.

Gift, meals and entertainment
HPL is committed to making business decisions objectively and solely on the basis of quality, service, price and similar competitive factors. Employees and members of their immediate families are prohibited from seeking or accepting cash, gifts, services or other things of value (Gifts) from a customer, supplier or contractor. HPL prohibits these practices as they could be viewed as having been done in order to gain an improper business advantage. Small gifts, unsolicited souvenirs which are associated with a legitimate business relationship or trinkets of nominal value are excluded from these restrictions. Receiving or giving food or beverage of a modest value is also excluded from these restrictions.

Public Officials and Government Relations
The OECD Convention on Combating Bribery of Foreign Public Officials in International Business Transactions and various international laws have provisions concerning public officials and corruption. Employees of HPL shall not give gifts or payments or offer anything of significant value to public officials who can give, or be perceived to be giving, HPL or the recipient an undue advantage.

Conflict of interest
Employees must act in the Company’s best interest at all times, are prohibited from taking advantage of their positions with the Company for personal gain or for the gain of family members, friends and acquaintances, and are required to avoid situations which:

• Interfere, or appear to interfere, with the independent exercise of judgment in the performance of their duties;
• Reflect unfavorably, or appear to reflect unfavorably on HPL’s good name and reputation;
• Divide, or appear to divide, their primary duty of loyalty to the Company versus an outside activity or personal interest or that of a family member or friend;
• Take advantage, or appear to take advantage, of Confidential Information, if the information has not been publicly announced; or
• Conflict or appear to conflict with HPL’s interests.

Political activity
HPL does not make contributions to political parties, individual politicians or organizations directly affiliated with political parties. HPL may participate in public debate when this is in the Company’s interest. The individual is free to participate in political activities on his/her own behalf, provided that a clear separation is made between these private opinions and those of HPL.

Current status in Nepal
Studies done on the impact of corruption have show that corruption drives away productive investment, lowers economic growth rate and creates extreme inequality. According to Transparency International’s Corruption Perception Index (CPI), Nepal has shown some improvement in reducing corruption. In 2013, Nepal ranked 116th where as in 2012 it ranked 139th position. With the peaceful election the second constituent assembly in November 2013, subsequent formation of the government, active anti corruption institutions such as Commission for Investigation of Abuse of Authority, increasing adoption of on-line interfaces with government offices and institutions, and other initiatives, Nepal is taking important steps in improving the situation. However, there is a long way to go and initiatives must continue to further improve the situation.

As a private company, we encourage all steps in the positive direction for the country. In order to create and maintain our internal standard, HPL arranges code of conduct refreshment training for all staff every year. It is the duty of every employee to report directly to management, or through the established integrity helpline, observed case which may be in violation with the code. We are proud of our business ethics and sees the Code of conduct not only as a rule for the company, but as a guide for our employees, outsourced personnel, contractors or other representatives of HPL on how to deal with delicate situations when they appear.