PEAB Årsredovisning 2024 – Governance documents

Governance documents

The Board of Directors annually reviews and approves the Code of Conduct, the Supplier Code of Conduct, and a number of key corporate policies, which combined comprise a crucial part of our corporate governance structure and contribute to promoting a sustainable and ethical business. The process of updating governance documents follows an annual calendar that ensures that these governance documents are updated based on identified risks and new legislation. Decisions regarding codes and policies are made by the Board of Directors, while specialist functions develop the detailed guidelines that are reviewed through consultation and adopted by members of executive management.

The following are Peab’s most critical corporate governance policies, detailing how they contribute to Peab’s ethical business culture:

Code of Conduct and policies decided by the Board of Directors

Code of Conduct and Suppliers Code of Conduct

Peab’s Code of Conduct is a concretization of Peab’s core values: Down-to-earth, Developing, Personal and Reliable. The Code emphasizes the importance of good business ethics, zero tolerance for corruption, transparency and long-term stakeholder relationships while contributing to sustainable societal development and social responsibility. The Code of Conduct provides guidance for employees to make the right decisions, and it is linked to other governance documents such as the Environment Policy, guidelines on whistleblowing, anti-corruption, sanctions, information security, competition law and the process of due diligence. Peab promotes ethical and legal behavior by having employees follow the Code and its references to other policies and guidelines. Responsibility for making sure the Code is followed is delegated to executive management where the CEO is ultimately responsible for the operative work. Managers at all levels are responsible for ensuring that the demands in the Code of Conduct are applied and complied with in their departments or functions. All Peab employees undergo Code of Conduct training every other year. Employees exposed to higher compliance risks receive tailored annual training on specific aspects of the Code.

Issues regarding compliance, particularly when it comes to areas like human rights, anti-corruption, and value chains, are a regular occurrence in the operative work of members of executive management.

Peab’s Supplier Code of Conduct, which is an extension of the Code of Conduct, is designed to ensure that suppliers respect human rights and the environment in their own business and value chains. The Code focuses on suppliers identifying, preventing, limiting, and remedying any negative consequences on human rights and the environment in their value chain. Suppliers are expected to not only follow the Code but communicate and apply corresponding demands across their supply chain.

Policy for Internal Governance and Control

The purpose of the Policy for Internal Governance and Control is to ensure an effective organization and management of operations, reliable reporting and compliance with laws and regulations. The goal of the policy is to help Peab run the business efficiently, achieve its targets and maintain confidence in the business where undesirable events are in the first place prevented and in the second place discovered and managed. The process for internal governance and control consists of meeting targets, risk management and control activities. Decision forums and specific councils handle aspects such as tenders, investments, sustainability and ethics.

Information Policy

The Information Policy guides employees on how to communicate in a uniform and transparent manner to ensure a correct image of Peab. It concerns all employees and Board members and covers all communication including press releases and financial reports. The policy is built on principles of transparency, accessibility, and ethics, with the goal of ensuring that all stakeholders receive equal and timely information. Information that concerns the capital market is mainly communicated from Group level, unless the CEO decides otherwise. The Board of Directors is responsible for financial reports. The policy contains strict guidelines on managing and publicizing insider information and establishes restrictions for trade based on this information.

Related Party Transactions Policy

The purpose of the Related Party Transactions Policy is to minimize the risk that transactions are not based on market terms and to ensure compliance of valid laws and regulations. The Board of Directors has the ultimate responsibility for monitoring and ensuring correct implementation of related party transactions while executive management identifies such transactions, draws up a detailed register of them and ensures that they are on market terms. The definition of related parties includes both physical persons and legal entities according to the Annual Accounts Act. Related party transactions between Peab’s Swedish companies and related parties that are material and are not part of regular operations nor on market terms require approval from the AGM in advance. Material related party transactions are defined as transactions that are worth at least one million Swedish kronor or one percent of Peab’s market value over the last twelve months. All transactions must be on market terms, which means that terms are equivalent to those which an independent company under the same circumstances would have agreed to. Such material transactions must be documented and followed up continuously to ensure correct handling.

Finance Policy

The Finance Policy comprises the regulations and guidelines for Peab’s financial operations. Group risk-taking is regulated by the risk mandate set by the Board of Directors for the organization. The purpose of the Finance Policy is to establish guidelines and allocate responsibility for financial transactions in order to achieve and maintain good risk control.