CORPORATE GOVERNANCE RULES
In 2020, PKN ORLEN complied with all principles contained in the Code of Best Practice
As a company listed on the Warsaw Stock Exchange (“WSE”), PKN ORLEN is required to comply with the corporate governance principles set forth in the Code of Best Practice for WSE Listed Companies 2016 (“Code of Best Practice”) adopted by the WSE Supervisory Board (Resolution No. 26/1413/2015 of the WSE Supervisory Board of October 13th 2015) effective as of January 1st 2016. The Code of Best Practice is available on the WSE website https://www.gpw.pl/best-practice and on the PKN ORLEN corporate website www.orlen.pl in the section dedicated to the Company’s shareholders
In 2020, PKN ORLEN complied with all principles contained in the Code of Best Practice. Compliance with the individual recommendations contained in the Code of Best Practice is discussed in the relevant parts of this full-year Corporate Governance Statement (section headings correspond to the numbers of the recommendations described in each section).
Investor Communications (Recommendations I.R.3 and I.R.4 of the Code of Best Practice)
PKN ORLEN is committed to enabling effective communication with investors, analysts and other capital market participants through a transparent disclosure policy. The Company ensures easy and equal access to published information using various communication tools, including the following:
- The Investor Relations section of its corporate website, which provides financial and operating data relating to the Company’s business as well as information about the Company’s macro environment.
- The website of the ‘ORLEN in Your Portfolio’ programme containing details of the loyalty scheme for shareholders and a broad knowledge base of the capital market and investing.
- Expert’s blog written by PKN ORLEN’s Chief Economist at https://ffbk.orlen.com/, containing commentary on current market developments, expert publications, and coverage of industry conferences.
- Social media:
Corporate Twitter account;
President of the Management Board’s Twitter account;
Press Officer’s Twitter account;
Corporate Facebook page;
President of the Management Board’s Facebook account;
LinkedIn;
YouTube;
Instagram;
President of the Management Board’s Instagram account; - Closed one-on-one or group meetings, held both in Poland and abroad, also as teleconferences.
- Press conferences open to the general public, streamed live over the Internet and interpreted into English. The conferences follow all major corporate events such as the release of quarterly results or strategy announcement.
- Series of meetings with investors, held both in Poland and abroad (roadshows).
- Meetings of capital market participants with the Company’s key managers in the headquarters and places where PKN ORLEN conducts its operations (site visits).
- The Investor and Analyst Days organised from time to time – workshops concerning various areas of the Company’s activity, run by representatives of the Management Board, executive directors and selected managers.
During the frequent group and one-on-one meetings, teleconferences, roadshows and site visits, which for the most part of 2020 were held via remote means of communication due to the COVID-19 pandemic, PKN ORLEN provides clear explanations on any matter to its shareholders, investors, analysts and other capital market participants. Special presentation materials are prepared for the meetings to explain the complex operation of the refining, petrochemical and energy sectors where the Company is present.
Moreover, PKN ORLEN makes every effort to provide investors and analysts with financial information on its operations as soon as practicable. PKN ORLEN is among the companies that are the quickest to publish their financial results after the end of the reporting period. In 2020, the Company published its figures as soon as approximately a month after the closing of the reporting periods.
PKN ORLEN is also a dividend paying company. In 2020, for the seventh consecutive year it distributed its profits to shareholders by paying out a dividend of PLN 1 per share.
The Company is also developing the ‘ORLEN IN YOUR PORTFOLIO’ programme, including the Investment Academy. The programme, launched in 2018, is dedicated to retail investors. A sixth brokerage house joined the programme in 2020, which now brings together brokerages that, combined, operate 60% of investment accounts in Poland. At the end of the year, there were more than 9,500 investors registered in the programme. A second edition of the Investment Academy exams was administered, a new education module ‘Fundamentals of Investing’ was published, and the ‘Practically Investing’ series was continued (with 20 episodes published since the series was first launched). More than 130,000 people used the educational materials made available on the website. Company representatives participated in numerous educational campaigns for investors, with one of them awarded in the ‘Best Education Campaign’ category in the nationwide Invest Cuffs competition.
Company’s response to publicly voiced opinions and information injuring its reputation (Recommendation I.R.1 of the Code of Best Practice)
PKN ORLEN immediately responds to any untrue publications or comments that might have an adverse impact on its reputation. The ORLEN Group has in place internal guidelines that streamline the rules of external communication, covering contacts with the media, participation of the Company’s representatives in debates, conferences and discussion panels, as well as activities in the social media. These guidelines require a multi-stage, while also highly intuitive and consistent, verification of any information about the Company and its representatives before it is made public. In the case of communication activities relating to the Company’s image, a strong focus is placed on quick response to any adverse media coverage that may threaten its reputation. The rules relating to the response are strictly defined in the guidelines, which guarantees that the Company’s activities in this area are highly effective.
Any such response is coordinated by the Executive Director for Corporate Communication.
Corporate social responsibility activities of PKN ORLEN (Recommendation I.R.2 of the Code of Best Practice)
PKN ORLEN’s priority in each area of its operations is sustainable development, which we understand as care for future generations. In building the ORLEN Group’s position, social objectives are for us as important as business ones. People and respect for human rights are the centre of our attention. We use natural resources so as not to disturb environmental balance. Because we feel responsible for other members of the communities where we operate, we engage in dialogue and support them in various areas of activity. This broad approach to responsibility requires the implementation of CSR activities across all business areas. CSR activities involve educating stakeholders and inspiring in them a sense of social responsibility, protecting health and safety of employees, commitment to employee development, optimisation of environmental impacts, promoting ethical values, anti-corruption measures, respect for human rights, customer focus and responsiveness to customer needs, and building partnership-based relations with business partners. A particular focus is placed on Płock and the Płock region, where the company continued to engage in active and open dialogue with the local community via its OrlenInfo system for another consecutive year. The Company is engaged there in a number of social, educational, environmental and other projects.
In 2020, PKN ORLEN moved forward with the implementation of the ORLEN Group CSR Strategy until 2022, which builds on the Company’s business strategy, the Core Values and Standards of Conduct of PKN ORLEN, and Agenda 2030 – the UN resolution on sustainable development.
The CSR strategy was implemented within five key areas of responsibility: Society, Environment, Employees, Customers, and Business Partners. A particular focus was placed on projects dedicated to health promotion (a number of measures were taken to help with the battle against the COVID-19 pandemic, and the Comprehensive Cancer Prevention, Diagnostic and Treatment Programme was implemented), environmental protection (initiatives related to environmental awareness, biodiversity protection and optimisation of adverse environmental impacts), and promotion of road safety and safety in general. In pursuit of the ORLEN Charitable Giving Policy under the CSR Strategy, in 2020 the Company actively supported the foundations it sponsors.
The body that plays crucial role in pursuing the Company’s CSR objectives is the ORLEN Foundation, established in 2001 to fulfil the social responsibility mission of PKN ORLEN. Apart from its regular philanthropic activities (various grant and scholarship programmes, a year-round donation programme), PKN ORLEN and the ORLEN Foundation actively engaged in the fight against the COVID-19 epidemic by providing in-kind and financial support to medical and uniformed services and hospitals tasked with saving the life and health of infected persons, as well as to staff and residents of nursing homes. Customers of ORLEN service stations could conveniently pay at the pump.
In connection with PKN ORLEN’s new Business Strategy unveiled in late 2020, which provides for building a multi-utility company and expansion into new business areas, work commenced on a new CSR and Sustainable Development Strategy that would be closely linked to new business objectives and that would set ambitious sustainability and CSR goals. The new strategy is being developed in consultation with internal stakeholders, including employees, business units and foundation of the ORLEN Group, as well as external stakeholders, including local community members in Płock. The new strategy will also serve to meet growing investor expectations with regard to ESG rankings and reports, which show companies’ true commitment to sustainable development.
PKN ORLEN is the largest patron of professional and amateur sports in Poland. The Company is involved in the most prestigious motorsport Formula One, and since 2020 it has been the title sponsor of Alfa Romeo Racing ORLEN, having Robert Kubica as its test driver. PKN ORLEN supports national teams, sport clubs and associations and individual athletes in various sport disciplines, with a focus on motorsports and athletics. As a national company, PKN ORLEN engages in patriotic and national heritage initiatives and acts as a patron of Poland’s most important cultural institutions, including the National Museum in Warsaw, Grand Theatre – National Opera and Fryderyk Chopin National Institute. PKN ORLEN actively promotes Poland and its economy abroad, and engages in the promotion of knowledge and education. PKN ORLEN is engaged in the life of local communities, especially in Płock. An important category of activities are social sponsorship events, aimed to improve the quality of local residents’ lives, chiefly in small communities, and to build strong relations with all stakeholders. PKN ORLEN implemented a total of 318 sponsorship projects in 2020.
