Corporate governance

OCI N.V. is committed to the principles of good corporate governance.

Corporate governance structure

We believe that a good corporate governance structure supports our business, meets the needs of our stakeholders, and aligns the interests of management and shareholders thereby maximizing the profitability and long-term value of the company for shareholders.

We have designed our corporate governance structure in compliance with the company’s Articles of Association, the requirements of the Dutch Civil Code, applicable securities laws, and the rules, regulations of NYSE Euronext Amsterdam and the Dutch Corporate Governance Code.

The Board sets the strategic mandate for the Company with operational and financial goals relayed to management. The Executive Directors supervise the achievement of these goals through regular reporting from the each subsidiary’s management team and report progress to the OCI N.V. Board. 

Articles & by-laws

Compliance framework

We strive to conduct all business activities responsibly, transparently, and with integrity and respect towards all stakeholders. These values underpin everything we do and form the framework which defines the day-to-day attitudes and behaviors of our employees.

Our approach

To make those values clear and provide clear ground rules for how we do business, our Compliance Framework consists of policies that describe in specific terms what we stand for as a company and the conduct required in the workplace, in how we deal with business partners, serve our customers, and the broader responsibilities we have to the communities in which we work and live. The Compliance Framework also sets out rules on important topics such as the prohibition of bribery, dealing with confidential information and conflicts of interest, competition law, third-party due diligence, the importance of accurate record keeping and reporting, and explains the possibility of disciplinary measures when in breach of the framework.

All employees are trained on the key principles and applications of the Compliance Framework through a group-wide e-learning platform and can raise any concerns and breaches through a safe and confidential whistleblowing and incident reporting procedure. An anonymous reporting procedure is also available, through which employees can report to a whistleblower hotline hosted by a third-party hotline provider. All reports are handled with the utmost care and confidentiality, regardless of if reported internally or via the anonymous reporting hotline.

The Chief Legal and Human Capital Officer (CLHCO) is the Executive Director responsible for ethics and compliance. The Group Compliance Officer, in close collaboration with the CLHCO and the rest of the Board of Directors, implements our group Compliance Program and ensures that our Compliance Framework remains in line with applicable regulations and is properly applied. The Integrity Committee, comprising of the CLHCO, the CFO and the Group Compliance Officer, handles incidents of a severe nature.

 

Policies and Procedures

Meet our Board

We have a one-tier, majority independent Board of Directors.

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