Compliance
The system that Siemens uses to verify adherence to the Compliance Program is based on business-related controls, audits, handling of complaints, and reporting obligations. To supplement existing procedures, Siemens has established new processes for handling employee and third-party complaints via an external ombudsman and a Compliance HelpDesk.
Managers are required to continuously conduct ongoing checks in their own areas of responsibility, in addition to carrying out their business activities. These controls include random checks of specific projects to ensure compliance with antitrust and anti-corruption laws.
At Siemens, our company auditors regularly check whether the Compliance Program is being correctly implemented worldwide in the Groups and Regions, and whether there are any indications of infractions.
To uncover infractions in accounting and auditing, Siemens has established a special process for handling complaints related to accounting practices. This process is based on the requirements of the Sarbanes-Oxley Act. Under Section 301 of the Sarbanes-Oxley Act, a company’s Audit Committee must establish a process that enables employees and third parties to submit accounting related complaints anonymously if they so choose, and to ensure that such complaints are correctly processed. According to the current rules of procedure, which are published company-wide, all accounting-related complaints are submitted to the Chief Compliance Officer, who initiates an investigation by the company’s financial auditors and reports to Siemens’ Audit Committee.
Any employee may lodge a personal complaint with his/her supervisor, the Personnel Manager, or some other person/unit designated for this purpose or with an existing internal works council, or indicate circumstances which point to a violation of the Business Conduct Guidelines. The matter will be investigated thoroughly. The corresponding measures will be implemented if appropriate. All documentation will be kept confidential. No reprisal of any kind will be tolerated. Employees should exhaust the internal possibilities of mediation.
Since December 7, 2006, employees and third parties may contact the Ombudsman anonymously and in confidence if they have become aware of any irregular business practices in the company. Siemens has entrusted Hans-Otto Jordan – a lawyer practicing in Nuremberg.
If, following a plausibility check, there is any suspicion that violations of the criminal law or the Business Conduct Guidelines have occurred, the Ombudsman will forward this information to the Corporate Compliance Office. In so doing, the Ombudsman will, due to the confidentiality ensured under attorney-client privilege, guarantee the anonymity – also vis-à-vis the company – of the individual providing the information. The Corporate Compliance Office will initiate an investigation of the facts provided by the Ombudsman. All units in the company must support the Corporate Compliance Office in the performance of its tasks. The Corporate Compliance Office will report to the Ombudsman and to the Chief Compliance Officer (CCO) on the progress and results of investigations.
With the introduction of the HelpDesk Siemens offers employees and third-parties a worldwide, round-the-clock outlet for complaints relating to violations of the Business Conduct Guidelines.
The fourth component of the company’s control system relates to reporting obligations within Siemens.
The Chief Compliance Officer reports on a regular and ad-hoc basis to the Managing Board and the Audit Committee on legal developments in the sphere of compliance, the implementation of the Compliance Program, and important compliance procedures within the company.
The Chief Compliance Officer is a member of the company’s Disclosure Committee, which was established as part of the implementation of the Sarbanes-Oxley Act. In addition to the Chief Compliance Officer, this committee also includes the heads of other staff departments. The function of the Disclosure Committee is to examine all documents submitted to the U.S. Securities and Exchange Commission (SEC) to ensure that they are complete and correct. The presence of the CCO in the Disclosure Committee ensures that compliance procedures of relevance to the financial statements are properly reflected in the financial reports. The Disclosure Committee ultimately reports to the CEO and the CFO.
At the same time, corporate units with reporting obligations are also responsible for the completeness and correctness of the financial data they report to the CEO and the CFO.
At quarterly intervals, the Disclosure Committee also reports to the CEO and the CFO any criminal offenses found to have been committed against corporate assets. A company-wide reporting system (“TreuInfo”) has been implemented to facilitate this reporting process. The fiduciary cases disclosed are investigated by the Corporate Audit Department. In such cases, legal advice is also given by the Corporate Compliance Office’s lawyers.
