Practices and procedures
The codes, policies and procedures Netcity Telecom works by: integrity, transparency and compliance.
Netcity Telecom S.A. (the “Company” and/or “Netcity”), as holder of the concession right granted by Bucharest City Hall, designs, builds, manages and operates the metropolitan telecommunications network, in order to meet users’ need to build modern electronic communications networks, while improving the visual appearance of the city by moving overhead cable networks underground.
The metropolitan infrastructure developed by Netcity is made available on an equal, transparent and non-discriminatory basis to all telecom companies and operators that operate, or wish to provide services, within the Municipality of Bucharest.
To achieve this goal, Netcity works with many suppliers of goods, products and services. As a responsible company, we want our suppliers and partners to share our values and to respect the fundamental principles of our company and of the Electrogrup Infrastructure S.A. group (“E-INFRA”) to which we belong, as set out in this document, and to implement them within each of their companies.
To this end, our reference practices and policies are summarised in this document:
- BUSINESS CODE OF CONDUCT
- CODE OF CONDUCT AND PROFESSIONAL ETHICS
- DECLARATION OF CONFLICTS OF INTEREST
- NETCITY POLICY ON RAISING CONCERNS
Business code of conduct
1. Prohibition of discrimination
Netcity Telecom S.A. (the “Company” or “Netcity”) regards respect for others as one of its fundamental ethical principles. To this end, particular attention is paid, in each of its areas of activity, to respecting the spirit and the letter of the Universal Declaration of Human Rights. Netcity disapproves of discrimination on grounds such as sex, age, morals, race, ethnicity or nationality, disability, or religious, political or trade union opinions or beliefs.
2. Compliance with the law
Working with our organisation implies strict compliance with the laws and regulations in force. Business partners undertake to comply with the provisions of Romanian legislation, as well as with European Union regulations/legislation.
3. Unfair competition
Netcity is committed to preventing, identifying and eliminating all situations that amount to anti-competitive practices. Our organisation does not tolerate or engage in anti-competitive practices. Business partners undertake to comply with the rules of fair and honest competition, as well as with the provisions of competition law (anti-trust legislation) in force.
4. Corruption
Our partners undertake to conduct their business within our commercial relationships without any acts of corruption or fraud. The negotiation and performance of contracts must leave no room for behaviour or acts that could be qualified as active or passive corruption, complicity or incitement.
5. Conflict of interest
Our company will not accept any proposal from any supplier, customer or competitor that is likely to give rise to a conflict of interest.
6. Confidentiality
All information obtained during contractual relationships with customers and suppliers will not be disclosed without our commercial consent, except in the situations regulated by law and expressly provided for in contracts.
7. Ensuring the safety of every partner
Ensuring occupational health and safety for our partners is our company’s first concern. Our company’s objective is zero accidents, both on construction sites and at work and travel locations, an objective that must be strictly observed by all partners working at our locations/sites.
8.Intellectual property:
Non-public business ideas, strategies and other business information developed by Netcity are the property of our company and are protected by intellectual property law.
9. Environmental protection
In the course of its activities, our company strives to achieve the highest environmental standards with regard to the conservation of natural resources, energy consumption, waste management and the protection of biodiversity, and we expect our partners to do the same within our business relationships.
10. Personal data protection
Netcity complies with the regulations on the processing of personal data and we expect our partners to do the same within our business relationships.
Code of conduct and professional ethics
The Code of Conduct and Ethics defines the ideals, values, principles and moral standards that NETCITY employees and partners agree to respect and apply in their work. Implementing the Code of Conduct and Ethics helps promote ethical professional conduct and avoid situations that could affect the company’s reputation.
This Code does not contain answers to every issue that concerns us in our field or that may arise. We will resolve ethical dilemmas by applying the principles laid down in this Code and by judging the facts fairly and objectively.
Having a Code of Conduct and Ethics protects NETCITY and its honest employees from dishonest or opportunistic behaviour.
The Code of Conduct and Ethics must be observed by Directors, Executives, Managers, staff and, in general, by all partners, in order to prevent situations that favour illegal actions.
This policy identifies, by way of example, the obligations and prohibitions in terms of behaviour, with particular reference to relations with public authorities and partners and to NETCITY’s activities and obligations, setting out the principles of this Code in operational terms.
Our responsibilities
– Towards customers: We communicate information and experience openly to our customers and ensure confidentiality and discretion.
– Towards employees: We support the personal development of our employees, striving to provide all the information requested as well as appropriate working conditions.
– Towards shareholders: We rely on a transparent information policy and professional, responsible management.
– Towards suppliers: We rely on the experience and capabilities of carefully selected suppliers.
– Towards business partners: We conduct contractual relationships using honest and lawful business practices, promoting open and fair competition and, not least, always respecting the rights of our business partners. All business partners are treated fairly and equally.
– Towards the community: We develop a culture of social responsibility based on business ethics, environmentally friendly technologies, fairness in employment relations, transparency towards public authorities, integrity and investment in the community.
Netcity’s core values concern its employees, their conduct within the organisation, in operational activities and in relations with public authorities and business partners.
The Company’s employees carry out their professional activity in line with a set of moral and professional values.
Moral values cover integrity, impartiality, openness and reasonableness in every action and behaviour.
Professional values cover customer satisfaction, making the most of each employee’s experience and competence, loyalty and responsibility in achieving the objectives undertaken, objectivity, non-discrimination and fair competition in relations with partners and competitors, so that professional behaviour is not influenced by conflicts of interest or other factors of influence.
Recruitment and promotion of employees is carried out in compliance with Romanian laws, regulations and normative acts.
Recruitment, selection and promotion criteria are strictly professional and in line with the legislation in force. Recruitment and promotion within the Company ensure respect for the rights of all persons taking part in the selection process, based exclusively on objective criteria relevant to each position, avoiding any form of direct or indirect discrimination based on sex, sexual orientation, genetic characteristics, age, nationality, race, colour, ethnicity, religion, political choice or social origin. Abuse, threats, intimidation or physical or verbal harassment are not tolerated. The Company ensures the protection of personal data in accordance with EU Regulation no. 679/2016.
In its relations with public authorities, when taking part in tenders and, in general, in any negotiation with them, Netcity acts in accordance with the applicable laws and regulations, with integrity and professionalism.
In internal and operational relations and in relations with third parties, the laws and regulations in force in Romania will be observed, as well as the principles of ethical behaviour adopted by the Company. All partners (consultants, suppliers and, in general, any third party acting on behalf of and/or in the interest of the Company) are identified and selected in a completely impartial, autonomous and independent manner. When selecting them, the Company will assess their competence, reputation, independence, organisational skills and ability to fulfil their contractual obligations and assigned tasks properly and on time.
All partners must always act, without exception, with integrity and diligence, in full compliance with all the principles of fairness and lawfulness set out in any code of ethics they have adopted.
With regard to competition, Netcity undertakes not to take part in:
- Concerted practices such as cartels or agreements with competitors;
- Agreements that restrict relations with suppliers or customers;
Netcity will not take part, through its representatives, in any form of contact (direct/indirect) between organisations whose object or effect is either to influence the market behaviour of an actual or potential competitor, or to disclose to such a competitor the behaviour the organisation has decided or intends to adopt on a market. If a Netcity representative finds during a business meeting that its subject relates to establishing such practices, they will point out the nature of the meeting to the participants and ask for the reason for leaving the meeting to be recorded in writing.
With regard to confidentiality, Netcity, its employees and its partners will respect the confidentiality of all information obtained in the course of their professional activity and business relationships that could be used to affect fair competition. This obligation continues even after the end of the professional and/or business relationship with Netcity, in accordance with the legislation in force and the applicable contractual provisions, where relevant.
Declaration of conflicts of interest
Any natural or legal person (“Supplier”) who sells, leases or supplies in any capacity products, services or any goods to Netcity or to any of its affiliates within E-Infra, or who enters into any kind of business relationship with Netcity and/or E-Infra, must be aware of and comply with the provisions of the Netcity Business Code of Conduct.
The Code of Conduct, as updated from time to time, can be accessed and consulted on the Netcity website.
Throughout, and in connection with all aspects of, any commercial and business relationship of any kind with Netcity, the Supplier must ensure that any and all of its employees, directors, consultants, contractors and any other representatives or agents (the “Supplier’s Representatives”) are aware of and comply with the provisions of the Code of Conduct.
In accordance with the provisions of the Code of Conduct, any conflict of interest or potential conflict of interest, as described in the Code of Conduct (“Conflict of interest”), must be properly declared by the Supplier both at the beginning of the relationship with Netcity and during it, as soon as such a Conflict of interest arises. A conflict of interest is deemed to exist with regard to the Supplier whenever there is a Significant Relationship between the Supplier or a Supplier’s Representative and any Netcity-related Person.
Any Conflict of interest must be declared by the Supplier by completing the Conflict of Interest Declaration Form. The Shareholding Structure (the structure of shareholdings in the Supplier’s business – shareholders or holders of company shares) also forms part of the Declaration Form.
Conflicts of interest that are not properly declared by the Supplier or by any Supplier’s Representative constitute prohibited conduct under the provisions of the Code of Conduct and a material breach of the document underlying the contractual relationship between the Supplier and Netcity, with all the resulting sanctions and consequences.
Supplier’s declarations regarding conflicts of interest
I hereby declare on behalf of [Supplier name], being aware of the legal provisions on false statements:
- I, the undersigned, [name of Supplier’s Representative], hold [position within / relationship with the Supplier] and am authorised to make this declaration;
- I have carefully read and understood the content of this declaration and of the Code of Conduct;
- The Supplier undertakes, and will ensure that all Supplier’s Representatives are informed of and comply with, all the provisions of the Code of Conduct;
- To the best of my knowledge, following reasonable enquiries, Annex 1 to this declaration contains (i) all Significant Relationships between the Supplier or any Supplier’s Representative and any E-Infra-related Person and (ii) the correct and complete Shareholding Structure at the date of this declaration;
- I understand that failure by the Supplier or by any Supplier’s Representative to comply with the provisions of the Code of Conduct, as well as failure to declare a Conflict of interest, may lead to the termination of any and all contractual and business relationships between the Supplier and Netcity and may also cause damage to both Netcity and E-Infra, in which case Netcity is entitled to report the non-compliant conduct to the relevant authorities, as appropriate;
- The Supplier undertakes to notify Netcity of any change in the Significant Relationships and/or the Shareholding Structure. The Supplier understands that failure to comply with this obligation may lead to the termination of any and all contractual and business relationships between the Supplier and E-Infra and may also cause damage to E-Infra, in which case E-Infra is entitled to report the non-compliant conduct to the relevant authorities, as appropriate.
Signed by _________________________ on behalf of the Supplier, on _______________ in Bucharest / at the E-Infra office in Bucharest.
Netcity policy on raising concerns
Netcity, as part of E-INFRA, is committed to maintaining high standards of ethical and professional conduct and full compliance with all applicable laws, rules and government regulations relating to corporate reporting and disclosure, accounting practices, financial controls, auditing practices and other processes for the prevention of fraud, bribery and corruption (collectively, “Administrative matters”). Likewise, Netcity expects its partners and all staff involved in the Company’s activity to maintain high standards in conducting business, with honesty and integrity
These rules apply to Concerns about administration (as defined below) that any individual working at any level of the Company or of the E-INFRA Group may have, including directors, officers, employees, consultants, contractors, part-time and full-time workers, and casual or agency staff (each a “Relevant person”)
The Company has implemented a procedure through which any person can report any concern about the administration of the Company and/or E-INFRA. To this end, a procedure for the anonymous reporting of concerns (the “Procedure”) has been adopted
In this Procedure, the expression “Concerns about administration” is intended to be general and comprehensive, including any matter which, in the reasonable and honest opinion of the Relevant person, constitutes a breach of duty, is illegal, unethical, irregular or an offence, is contrary to the policies adopted by Netcity and/or the E-INFRA Group, or is otherwise incorrect or inappropriate.
Examples include, among others:
- breaches of applicable law, of Netcity’s statutory documents, and of the rules or regulations relating to the reporting or disclosure of information concerning Netcity;
- breaches of Netcity’s Code of Ethical and Professional Conduct, its Anti-Bribery and Anti-Corruption Policy, and any other Netcity documents, policies and procedures;
- fraud or deliberate error in the preparation, evaluation, review or audit of any Netcity financial statement;
- fraud or deliberate error in the preparation, evaluation, review or audit of any Netcity financial statement;
- fraud or deliberate error in the contracting process in the course of business and/or in any way related to Netcity;
- deficiencies in, or non-compliance with, Netcity’s internal policies and controls;
- misrepresentation or false statements by a Netcity director, officer, employee or contractor regarding a matter in the accounting records, reports, audit reports or contracting;
- deviation from full and honest reporting of Netcity’s financial position;
- failure to report any conflicts of interest;
- deliberate concealment of any of the above; etc.
Reporting Concerns about administration – A Relevant person should report a Concern about administration as soon as they have a reasonable suspicion or unease about a Concern about administration. A Relevant person does not need to investigate the matter personally before reporting it.
Netcity encourages Relevant persons to raise Concerns about administration internally rather than outside the organisation. A Relevant person will very rarely need to make such disclosures externally, but it is accepted that there may be situations in which the Relevant person needs to contact outside authorities, namely the relevant regulatory agencies.
Netcity is aware that a Relevant person may worry about the consequences of reporting a Concern about administration and therefore keeps all data and information about the Relevant person confidential as far as possible. Through this Policy, Netcity aims to encourage Relevant persons to raise concerns in good faith. Netcity Telecom will help Relevant persons to do so.
Netcity encourages all Relevant persons to report Concerns about administration openly. If a Relevant person wishes to report a Concern about administration confidentially, Netcity will make every effort to keep the Relevant person’s identity confidential. However, it is not always possible for Netcity to guarantee the Relevant person’s confidentiality. Where such situations arise, Netcity will first discuss the situation with the Relevant person.
Netcity will implement, and will ensure that all entities that may assist the company in implementing this Policy implement, all the security measures necessary to ensure the security of the personal information processed under this Policy.
A Relevant person may report a Concern about administration without fear of dismissal, other disciplinary action, retaliation or discrimination of any kind as a result of raising a Concern about administration in good faith.
Netcity will make every necessary effort to investigate a Concern about administration as quickly as possible. The investigation may require the cooperation of the Relevant person involved.
Netcity will, as far as possible, keep the Relevant person informed of the progress of the investigation and will communicate the outcome if requested, although there are situations where this is not possible. A Relevant person shall treat and keep confidential all information relating to, or received as a result of, an investigation.
To ensure that all directors, officers and employees of the Company, together with consultants and contractors providing substantial services to the Company, are aware of its content, a copy of this policy will be provided to each of them when they are contracted and every year thereafter, or they will be notified that this policy is available for consultation on the Netcity website. Each of these persons (i) will agree to abide by this Policy upon receipt of its provisions or of the notification; (ii) will be informed when significant changes are made to this policy; and (iii) where appropriate, will be trained on its importance. Where possible, other Responsible persons will also be notified.
Compliance policies
Netcity Telecom’s internal policies, available for download.