It is the policy of the CIÉ Group to maintain its high reputation for ethical behaviour and fair dealing in the conduct of its business.
In many cases decisions as to what is ethical or fair are clear cut and will be obvious to any reasonable person. In some situations, however, there may be circumstances where an element of doubt or ambiguity arises. To help in those circumstances and to protect and guide individual employees of the CIÉ Group, it is necessary to have a written Code of Conduct and also to comply with the Code of Practice for the Governance of State Bodies.
It is not possible to provide for every situation in the Code of Conduct. If there is doubt about the probity of any particular situation, one’s superior must be consulted about that situation by the individual concerned.
In addition to the requirement for each staff member to behave in an ethical manner, there is also a requirement for staff to comply with the requirements of the Companies Act 2014 and other relevant legislative requirements and in the case of each person holding a designated position of employment within a state body, to comply with relevant provisions of the Ethics in Public Office Act, 1995 and the Standards in Public Office Act, 2001.
Objectives of the Code of Conduct
The objectives of the Code of Conduct are:
The Code of Conduct applies to all employees of the Group. Those who are engaged in the purchasing of goods or services, the placement of contracts or the approval of payments to or by the CIÉ Group must have particular regard to the terms of the Code.
Principles of the Code of Conduct
The guiding principles of the Code of Conduct can be summarised under seven headings:
Each employee of the CIÉ Group is expected to observe the highest standards of honesty and integrity in all his/her business dealings.
To this end, as an employee, one must:
(b) Confidentiality of Information
Certain parts of the Group are now obliged to disclose information under the Freedom of Information Act, 1997. Any requests for information pursuant to this Act from third parties, (including the Department of Transport) must be referred to the relevant Freedom of Information Officer if they fall within the ambit of the Act. Otherwise they should be referred to the Group Secretary or the company secretary of any of the subsidiaries who will, in turn, pass the request to the Group Secretary. Employees should also be mindful of the Group’s obligations under the Data Protection Act 1988 and the Data Protection (Amendment) 2003 (the Acts) and any requests for or regarding information held by the Group which is subject to the provisions of these Acts should also be referred, in the first instance, to the Group Secretary.
Employees of the Group must, however, support the provision of access by the Group to general information relating to the Group’s activities in a way that is open and that enhances its accountability to the general public. In an effort to put this into effect, the Group publishes information on its activities and performance on its web site which is regularly updated.
Every employee in the CIÉ Group owes a duty of confidentiality to the Group in respect of sensitive information held by the Group. Sensitive information would include, for example:
Employees are required to ensure that any sensitive information which they obtain by reason of their employment is not miss-used, whether by suppliers, their competitors or competitors of the CIÉ Group. In order to protect such information employees are required to:
Employees are reminded that the Transport (Re-Organisation of Coras Iompair Eireann) Act, 1986, includes a specific duty not to disclose confidential information unless authorised by the Board or the relevant company or by some person authorised in that behalf by the Board or the company. Confidential Information is defined in the Act as that which is expressed to be confidential either as regards particular information or as regards information of a particular class or description. Breach of this statutory duty is an offence which attracts a fine on summary conviction.
In order to ensure through one’s business dealings compliance by CIÉ with all applicable Government Guidelines, Irish and EU legislation, employees are required, to the extent that it is within their power and remit, to :
(d) Disclosure of Interests
Management and employees are not allowed to be involved in outside employment/business interests in conflict or in potential conflict with the businesses of the CIÉ Group. Therefore it is important that all employees of the CIÉ Group disclose in writing to the Company/Group Secretary, through their superiors, details of any conflict of interest which might affect their impartiality in carrying out their duties as soon as they become apparent, including:
Where a conflict of interest situation could arise for an employee, he/she must desist from dealing with the contract or situation giving rise to the conflict or potential conflict of interest, and may not attempt in any way to influence decisions on the matter.
(g) Consideration for Work/External Environment
This Code of Conduct which incorporates the policy on disclosure of interests is circulated to all management and employees who acknowledge receipt.
This Code of Conduct will be reviewed at least every two years.
Guidelines regarding Gifts or Hospitality
It is customary for many suppliers to offer gifts, hospitality or entertainment to named employees with whom they have contact as a result of business dealings. However employees should, subject to the procedures outlined below, avoid the giving or receiving of corporate gifts, hospitality, preferential treatment or benefits which might affect or appear to affect the ability of the donor or the recipient to make an independent judgment on business transactions.
The acceptance of cash or gift vouchers by employees is specifically prohibited. Employees may accept gifts from suppliers to or contractors who have worked for the CIÉ Group, provided:
In all other cases, the gift should be returned to the sender, with a note advising that acceptance would be contrary to Group policy. Details of returned gifts must be notified at once to the recipient’s superior in writing.
In addition to the above disclosure requirements, any employee involved in purchasing decisions are required to submit to that employee’s immediate superior, on an annual basis, a list of all gifts received. In the event that no gifts have been received a “Nil” disclosure is required.
Clubs or societies within the CIÉ Group are prohibited from approaching suppliers or contractors to the CIÉ Group for sponsorship.
Invitations to lunches and dinners which are in the normal course of business are acceptable.
Modest hospitality (including sporting events and golf outings) may be accepted, provided:
Note: Breaches of this Code of Conduct will be regarded as a breach of discipline and will be dealt with in accordance with the Group’s disciplinary code by the Chief Executive of the subsidiary in question or by the Chief Executive / Chief Operating Officer in the case of CIÉ. Any breach of this Code by the Chief Executive of a subsidiary company will be dealt with by the Chairman of that company. Any breach of this Code by the Chief Executive / Chief Operating Officer of CIÉ will be dealt with by the Chairman of CIÉ.
Code of Conduct for Board Members and Directors
At its meeting on 3rd July 2002 the CIÉ Board gave its approval for a Code of Conduct for Board Members and Directors. It was amended by the Board on 2nd November 2005, 3rd September 2008, 2nd September 2009, 30th June 2010, 6th October 2010, 3rd October 2013, 10th December 2014, 1st July 2015 and 5th April 2017 and the amendments are incorporated below:
Code of Conduct for Employees
At its meeting on 3rd July 2002 the CIÉ Board gave its approval for a Code of Conduct for Employees. It was amended by the CIÉ Board on 2nd November 2005, 3rd September 2008, 21st January 2009, 3rd March 2010, 30th June 2010, 6th October 2010 and 3rd October 2013, 10th December 2014, 1st July 2015 and 5th April 2017 and the amendments are incorporated below:
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