Policy on avoiding and combating corruption
I. Scope
This policy applies to all employees and governance bodies of TAG Immobilien AG and its group companies based in Germany (hereinafter referred to as “TAG Group” or “TAG”). Companies belonging to the TAG Group that have their registered offices in other European countries have undertaken to adopt this policy subject to any specific requirements under national law.
II. Objectives
TAG conducts its business in accordance with applicable law and competes fairly, transparently, and reliably. It does not tolerate any corruption on the part of its employees or business partners. TAG’s business principles define the principles and rules of conduct for preventing and combating corruption in order to avoid any suspicion of corruption from the outset, and form part of the central elements of corruption prevention along with this anti-corruption policy as well as the authority and signing policy (dual-control principle), the purchasing policy and the donation policy.
This anti-corruption policy specifies the rules of conduct in greater detail and defines the responsibilities and material processes for preventing any conduct that could give rise to the impression of improper influence or coercion (“zero tolerance principle”) from the outset.
III. Preventing and combating corruption
1. Definition of corruption
In the legal sense and in the context of TAG’s business operations, corruption or bribery means offering, promising or granting (active corruption) or accepting (passive corruption) incentives, favours, preferential treatment and other material and immaterial benefits that are intended to influence fair, objective and appropriate business decisions in order to favour the provider of the benefit or a third party resulting in a breach of duty or a violation of competition law.
Corruption is not a trivial matter. Rather, it is a separate criminal offence in business dealings, both for the party providing the benefit (Section 299 (2) of the German Penal Code) and for the party receiving it (Section 299 (1) of the German Penal Code), with potentially drastic consequences, including up to 3 years’ imprisonment. Other offences associated with corruption may include fraud, embezzlement, collusion to avoid competition in tenders or money laundering.
It is not only the acceptance or grant of financial or other benefits that is unlawful and punishable but also any act to offer them or, conversely, a request for or the solicitation of a benefit, even if it is ultimately not granted. Benefits include all inducements that are liable to encourage an employee or authorised representative of the company purchasing the goods or services to allow themselves to be guided by improper considerations when choosing between competing suppliers. These are benefits of a material or immaterial nature that objectively improve the economic, legal or personal situation of the recipient and to which they are otherwise not entitled, such as direct or indirect monetary payments, gifts, invitations, hospitality, discounts or an item of financial value, including services.
As corruption cannot always be readily and unambiguously detected in daily business life, this policy aims to provide everyone in the company with a framework and assistance.
2. Gifts and invitations
2.1 Ban on promising and granting gifts or invitations
Gifts or invitations to business partners by TAG employees are only permissible if they are appropriate, non-cash and of a low value and comply with local law and local customs.
If there are any doubts as to whether a gift or invitation granted or promised to a business partner is permissible under the above criteria, the employee concerned must obtain the approval of their supervisor and the TAG Compliance Department.
2.2 Ban on soliciting and accepting gifts and invitations
No TAG employee may solicit gifts or invitations from business partners. TAG employees may only accept gifts from a business partner if they are appropriate, non-cash and of a low value, and comply with local law and local customs.
In the case of any doubt, the supervisor and the TAG Compliance Department should also be contacted and approval obtained.
If a TAG Group employee receives a gift from a business partner, acceptance of which is not permitted under these rules, he must return it, explaining the reasons for this by referring to the TAG business principles and the anti-corruption policy.
3. Conflicts of interest
Employees must avoid any action that could lead to a conflict between company and personal interests. Such conflicts of interest can arise, for example, from family relationships, marriage or partnerships, business relationships or investments. A conflict of interest may occur if, for example, an employee is in a business relationship with a person close to them as a tenant, customer, or business partner in the course of their official duties.
Every employee who, as part of their official duties for TAG, maintains or intends to maintain business relationships with a business partner must immediately notify their supervisor and the Compliance Department in writing of any conflict of interest that could arise for them or a person close to them as a result of the business relationship.
The following matters in particular must be submitted to the supervisor and the Compliance Department for review and approval: a) any intended rental of a residential or commercial property to an employee or a person close to an employee, and b) any intended private engagement of a business partner of TAG, e.g. a construction company, by an employee or a person close to an employee.
4. Donations and sponsorships
TAG supports charitable and non-profit organizations in performing their duties for society, especially social and cultural associations as well as educational associations, in the form of financial or non-financial support, either without consideration (donations) or in return for contractually agreed consideration, such as jersey or banner advertising (sponsoring).
Donations or sponsorships also include services or products that in some cases are similar to donations because they do not fully entail the provision of consideration (e.g. providing a product to a social institution at a discounted price). The aforementioned rules apply accordingly.
All donations and sponsorships must be transparent and clearly traceable. It must be clear who the beneficiary of the donation or sponsorship is, who the ultimate recipient of the payment is, and how the recipient uses it.
The following are not allowed: a) donations and sponsorship and other benefits for politicians, political parties or political organizations, b) donations to profit-oriented organizations, and c) donations or sponsorship that are not consistent with TAG’s goals and/or could harm TAG.
Further details on donations and sponsorships can be found in TAG’s donation policy.
5. Business partner code
TAG does not tolerate any form of corruption or practices on the part of its business partners that could give rise to the impression of undue influence or coercion (“zero tolerance principle”). Every business partner must behave in accordance with these principles and adhere to the standards set out in the business partner code of conduct. Additionally, every partner receives the anti-corruption information sheet at the inception of the partnership.
6. Procurement management and contract-award processes
TAG is working constantly to optimise the procurement of corporate and operating materials and services on a sustainable basis. Overarching competence-based procurement management ensures that purchasing activities are structured and executed in accordance with defined fundamental principles and conditions. Procurement management oversees supplier relationships to ensure risk-free, cost-optimised and long-term supplies of materials and services and selects, audits and assesses suppliers by entering into framework agreements. Furthermore, the processes for awarding contracts, especially for central purchasing, central technology, and real estate management, have been defined in process descriptions. The process descriptions are embedded in a work instruction.
IV. Reports/ legal consequences
Everyone at TAG is responsible for ensuring compliance with this policy. If the management of a TAG company or an employee becomes aware of or suspects any violation of this policy, this should be reported to the relevant supervisor and the Compliance Department. This can also be done via the TAG whistleblower system.
Every employee should contact their supervisor or the Compliance Department in the case of difficult individual cases or conflicts and if they have any questions regarding the application of this policy in individual cases.
Any proven violation of this anti-corruption policy will not be tolerated and will result in appropriate sanctions, including measures under employment law as well as other legal remedies, including the recovery of damages or criminal prosecution.
V. Training/revision of the policy
The anti-corruption measures and rules form part of TAG compliance training, which is mandatory for all employees.
The policy has been approved by the Management Board of TAG Immobilien AG and is reviewed at regular intervals.