ETHICS AND COMPLIANCE AT IBERDROLA ESPAÑA

Iberdrola España, at the forefront of international best practices in ethics and compliance

At Iberdrola España, we work continuously to remain at the forefront of international best practices in ethics and compliance.

Ethics, transparency and good governance
Iberdrola España has a compliance system in place to ensure that we act in accordance with the ethical principles and fundamental principles of governance and sustainability of the Iberdrola Group, the law, and our internal regulations − especially the Governance and Sustainability System. This system helps to fully comply with the Group's Purpose and Values and to protect the corporate interest, as well as to prevent, manage, and reduce the risk of breaches committed by managers, professionals, or suppliers within the organisation

The Code of Conduct for Directors, Professionals and Suppliers and other compliance regulations

The Code of Conduct for Directors, Professionals, and Suppliers of Iberdrola España outlines the company's commitment, along with its subsidiaries, to the business ethics and transparency in all areas of activity. This code is intended to ensure the ethical and responsible conduct of all professionals and suppliers of Iberdrola España and its subsidiary  companies’ − regardless of their hierarchical level, their geographic or functional location − and the company to which they provide their services or with which they have a contractual relationship. 

Iberdrola España’s compliance system is based on certain rules approved by the Board of Directors, which are part of the Governance and Sustainability System, including the Ethical and Basic Principles of Governance and Sustainability of the Iberdrola Group, the Code of Conduct for Directors, Professionals and Suppliers, Anti-Corruption and Anti-Fraud Policy, the Compliance Policy and the Internal Reporting and Whistleblower Protection System. Furthermore, the compliance units of each company of the Group develops and approves complementary and more specific regulations to proactively and autonomously ensure the implementation and effectiveness of the Compliance System of each Group company.

Iberdrola España compliance system

1 Risk assessment

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One of the main parts of the Compliance System is the existence of a process of regular and continuous identification and assessment of compliance risks in each of the corporate functions and in the group's businesses, including the risks of committing crime or irregular conduct associated with the activities carried out by the organisation. The assessment includes the evaluation of the likelihood of the materialisation of each risk and the impact that such materialisation would have, as well as the effectiveness of the controls aimed at mitigating them.

2 Policies and protocols

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The organisation has the necessary internal regulations and controls in place to prevent and mitigate the risks identified, as well as providing professionals with guidelines for appropriate and expected conduct.

The compliance systems of the companies of the Group are structured on the basis of: (i) regulations approved by the Board of Directors of Iberdrola, S.A. (as an integral part of its Governance and Sustainability System); (ii) regulations approved by its own management body; and (iii) supplementary regulations developed and approved by each compliance unit through the powers given to it by its respective Regulations.

The regulations are updated periodically and are monitored by the compliance units to assess their preventive potential.

3 Communication

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Dissemination and communication of ethical principles is another essential element of the Compliance System. The main objectives, as established in the Global Communication Plan, are as follows:

  • Ensure that professionals perceive the value that the compliance actions represent for them on a personal level.
  • Raise awareness among professionals of the most relevant risks associated with their professional activity and the regulations or recommendations to minimise them.
  • Promote the participation of professionals in the Compliance activities that require it.
  • Encourage the participation of executives and middle management in transmitting the compliance culture to their teams.

For communication, the different tools and channels available are used, selecting the most effective ones according to each case.

4 Training

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Training is one of the cornerstones of the compliance function and of the knowledge of and compliance with the Code of Conduct by all professionals in the Group's companies. The training strategy is based on global training initiatives for the professionals of the Group's companies on compliance issues of a general nature and applicable to the majority of the workforce. Additionally it develops specific training plans aimed at certain groups of professionals specific compliance risks have been identified for.

5 Monitoring

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The governing bodies of the Group companies are responsible for monitoring the effective implementation of the Compliance System in their respective companies.

The monitoring activities are aimed at establishing detection and control mechanisms to verify the effectiveness of the preventive measures implemented, as well as to enable continuous improvement of the compliance systems. The key to detecting irregular conduct is the internal reporting channels established at Iberdrola and its Group.

The Group's internal reporting channels are tools made available to all shareholders, directors, professionals, suppliers, and other third parties as determined by law to report conduct that may involve the commission of any irregularity or any unlawful act or act contrary to law or to the Governance and Sustainability System.

In all cases, the Group is firmly and expressly committed to prohibiting retaliation against those who make use of those internal channels, except in cases of bad faith.

In addition, compliance systems are subject to regular audits and reviews by Internal Audit and independent third parties, and action plans are put into place to adopt the proposed recommendations.

6 Response and remediation plan

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Internal reporting channels are an essential source of information for identifying improvements in compliance systems and additional prevention and control mechanisms.

In addition, as a result of audits and periodic reviews of compliance systems, action plans are established to adopt the proposed recommendations.

More detailed information is available in the 2024 Transparency Report of the Compliance systems of Iberdrola España, S.A.U. and its Subsidiary Companies 2024

Iberdrola España compliance units

In order to proactively and autonomously monitor the application and effectiveness of the Compliance System of each company of the Group, compliance units have been set up as internal and permanent collegiate bodies. These units are set up in accordance with the highest standards of independence and transparency and are linked to the boards of directors. The composition, powers and operation of the Iberdrola España’s unit are regulated in the Regulations of the Compliance Unit.

The functions of the compliance units include fostering an ethical culture and "zero tolerance" towards illicit acts or acts contrary to the law or to the System of Governance and Sustainability. They also monitor the application and effectiveness of the Compliance Systems of their companies in a proactive and autonomous manner, without prejudging the appropriate coordination carried out at the Group level.

Whistle-blower channel of Iberdrola España

Iberdrola España has implemented an internal reporting system in accordance with the provisions of applicable law and based on the principles settled in the Compliance Policy and in the Internal Reporting and Whistleblower Protection System.

The management of Iberdrola España’s internal complaint channel corresponds to their respective compliance units. This reporting channel is configured as a tool made available to all administrators, professionals, suppliers and other third parties to report conduct that may involve the commission of some irregularity or any illegal act or act contrary to the law or the Governance and Sustainability System with significance in the scope of the Company, in its contractual relationship with its suppliers or in the interests and image of the companies of the Iberdrola Group.


All communications received through this channel are considered confidential information and may, in the case of complaints, be anonymous. In all cases, Iberdrola España is firmly committed to the prohibition of any form of retaliation against those who make use of the above-mentioned reporting channel, except in cases of bad faith.

Supply Chain

One of the key elements of the Compliance System of Iberdrola España is the dissemination of our ethical culture to the third parties with whom they interact. Through the Suppliers’ Code of Conduct, we require supply chain members to assume certain obligations and follow specific guidelines, and we carry out periodic evaluations of all our suppliers (due diligence). 

We also develop communication and awareness-raising initiatives to promote compliance systems and supply chain’s sustainability.

Incompatible activities in Spain

According to the current sectoral regulations in Spain, a single company cannot carry out both regulated and liberalized activities. However, different companies within the same group may do so, provided that certain criteria of independence in the management of regulated activities are met, as is the case with the group formed by Iberdrola España and its subsidiary companies.


To ensure compliance with these independence criteria and the specific obligations of employees in this area, the group formed by Iberdrola España and its subsidiary companies has established the Code of Incompatible Activities of Iberdrola Group Spain Companies with Regulated Activities


One of the functions of the Compliance Unit of Iberdrola España is to supervise and ensure compliance with the provisions of this Code, for which it prepares an annual report on the fulfillment of the measures set out in the aforementioned Code.

Iberdrola España's transparency report

Iberdrola España approves and publishes an annual report that collects the main actions, initiatives, and measures carried out, promoted, and adopted by its compliance unit and the corresponding of its subsidiary companies. They showcase how the Compliance System operates in the Group’s companies and demonstrate its effectiveness.

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Certifications of Iberdrola España

Certification ISO 37001 "Anti-bribery management system" and UNE 19601 "Criminal compliance management system"

AENOR has certified Iberdrola España's Compliance System in accordance with the standard UNE 19601 on criminal compliance management systems; and the standard UNE-ISO 37001 on anti-bribery management system.
 

These certifications were obtained by the Company for the first time in 2018. 

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