The GPW Group has for many years promoted high standards of corporate governance and communication. The aim is to implement a system of governance, rules and regulations which supports sustainable development objectives and builds up cooperation with the company’s stakeholders and business partners based on clear and transparent principles.

GPW’S CORPORATE GOVERNANCE RULES

GPW accepted the corporate governance rules laid down by the Warsaw Stock Exchange as trading organiser as of the date of admission of the Company’s shares to trading on the regulated market on 5 November 2010. In July 2021, GPW published disclosures on the status of the company’s compliance with the principles set out in the Code of Best Practice for GPW Listed Companies 2021.

Detailed information related to the Warsaw Stock Exchange’s statement of compliance with the corporate governance principles is available in the section About the Company/Corporate Governance.

RISK MANAGEMENT

The goal of GPW’s risk management is to ensure that all material risks of GPW’s activity are properly measured, reported and controlled and do not pose a threat to its operational stability and continuity. The risk management system includes a range of processes, organisational solutions, technology tools and documented rules for risk management.

The key assumptions and principles of the risk management system derive from the Warsaw Stock Exchange Risk Management Strategy, approved by the Exchange Management Board, which is regularly reviewed to align it with changes in GPW’s risk profile and its market environment.

The supervisory role in the risk management system is that of the Exchange Supervisory Board, which approves the Risk Management Strategy at the request of the Management Board. The Exchange Supervisory Board is supported by the Audit Committee in supervising the GPW risk management system. The Audit Committee monitors the effectiveness and status of implementation of risk management activities. Risk management is a responsibility of the Exchange Management Board supported by the Risk Management Committee. The Company’s Management Board establishes and implements GPW’s Risk Management Strategy and takes the key decisions affecting the risk levels.

GPW’s risk management process is monitored and co-ordinated by the Compliance and Risk Department. Business process owners and participants are responsible for the day-to-day management of risk, including identifying the risks that exist in their area of responsibility, monitoring, controlling and taking action to mitigate the level of risk.

Effective operation and assessment of the effectiveness of the risk management system as well as its adequacy for GPW’s risk profile is regularly reviewed by the Internal Audit Department. Detailed information related to the risk management process as well as a detailed description of risks are available in the Integrated Report section Risks and Opportunities.

GPW’S CODE OF ETHICS

The GPW Employee Code of Ethics sets out the fundamental values applicable to all aspects of the Company’s business. The document sets out the rules of conduct and the values which should guide every employee of GPW, promotes a culture of compliance with applicable laws and ethical decision-making in the areas of: relations with other employees, relations with clients and business partners, relations with competitors, communication, promotion and advertising, and defines sanctions for non-compliance with the Code. The document has been signed by all GPW employees.

The internal regulation “Code of Ethics” was updated in 2021. The amendments to the Code of Ethics added provisions on the protection of human rights and the establishment of the function of Ethics Ombudsman. The function of Ethics Ombudsman at GPW is performed by the Compliance Officer.

The Ethics Ombudsman has an independent advisory role in ethics-related matters within GPW, in particular by providing guidance and advice on ethical issues, promoting GPW’s ethical standards, and assisting in designing information campaigns on GPW’s ethical standards.

COMMUNICATION POLICY STANDARDS

As an organiser of trading and an institution of public trust, and as a public company, GPW pursues a transparent information policy ensuring effective access to consistent and reliable information to market participants. The Warsaw Stock Exchange Information Policy is a set of rules defining the standards of communication of the Exchange with third parties and the rules of dissemination of information by the Company.

GPW has implemented a set of guidelines defining the standards of communication of the Warsaw Stock Exchange as a public company with capital market participants and the rules of dissemination of investor relations information by GPW.

ANTI-CORRUPTION AND WHISTLEBLOWER PROTECTION STANDARDS

The Warsaw Stock Exchange has adopted the Recommended Standards for the Compliance Management System on Anti-corruption and Whistleblower Protection in Companies Listed on the Markets Organised by the Warsaw Stock Exchange.

GPW has adopted a dedicated internal document: The GPW Anti-Corruption and Anti-Fraud Policy. The purpose of the Policy is to establish a systemic framework to significantly reduce the risk of corruption. It also defines the competences of the compliance function in the area of the anti-corruption policy as well as the responsibilities of employees in counteracting corruption and fraud.

GPW follows a policy of zero tolerance for corruption and fraud in all areas of its business.

WHISTLEBLOWING POLICY STANDARDS

GPW is committed to ensuring high ethical standards and expects employees to act in accordance with these values, including reporting of any substantiated suspicions of violations of internal regulations and applicable standards. GPW has in place a Whistleblowing Procedure. The purpose of the Procedure is to set out the rules on confidential reporting of violations or reasonably justified suspicions of violations of specific rules breached by GPW employees. The Whistleblowing Procedure is designed to ensure that reports are handled confidentially and with due diligence.

Violations which are reported include in particular corruption and fraud, violations of employee obligations (subject to the rules of the Code of Ethics concerning the suspicion of the use of inside information or information constituting a professional secret, including the unlawful disclosure of such information and the manipulation of financial instruments), violations of obligations relating to the prevention of money laundering and terrorist financing.

The Procedure is also directly applicable to reporting under the GPW Anti-Corruption and Anti-Fraud Policy.

In addition, the Procedure defines means of protecting whistleblowers, ensuring at least protection against retaliation, discrimination or other unfair treatment of whistleblowers.

POLICY TOWARDS SUPPLIERS AND THE SUPPLY CHAIN IN PLACE REGARDING RESPECT FOR HUMAN RIGHTS, ETHICAL AND ENVIRONMENTAL ISSUES IN THE GPW GROUP

In 2021, the GPW Group companies adopted an internal document: the Policy towards suppliers and the supply chain in place regarding respect for human rights, ethical and environmental issues in the GPW Group.

The purpose of the Policy is to integrate the responsible business and sustainable development factors/criteria into the management of the GPW Group companies’ supply chains. The Policy confirms the fundamental principles of best practice followed by the GPW Group companies in their relations with suppliers. The Policy is part of ethical and transparent management of the GPW Group as a responsible group of companies which addresses the challenges of sustainable development.

The Policy sets out the GPW Group’s expectations of suppliers and subcontractors with respect to human rights, ethical behaviour and responsible management of environmental impact.

SELECTED OTHER REGULATORY STANDARDS

With regard to regulatory standards, GPW has implemented the following internal regulations to support our transparency and compliance with the requirements of laws, rules and standards in the economic environment:

• The Warsaw Stock Exchange Conflict of Interest Management Rules
• The Rules of Giving and Accepting Gifts by GPW Employees
• The Warsaw Stock Exchange Sponsorship Rules
• The Personal Data Protection Policy
• The GPW Group Companies’ Client Relations Policy