World Energy Forum (hereafter “WEF” or “Organization”) maintains policies and procedures (hereafter “Code”) for trustees, officers, and employees. The Code consists of Ethics Policy, Conflicts of Interest Policy, Organizational Assets Policy, Directorships Policy, and Procedures and Open Door Communication.
I. ETHICS POLICY
While WEF’s Ethics Policy is to comply with all governmental laws, rules, and regulations applicable to its international operations, it goes over and beyond. Even where the letter of law is permissive, WEF wants to abide by the spirit of the law and pursues the course of highest integrity and ethical conduct. WEF recognizes that local customs, traditions, and mores can be different from country to country and culture to culture but there are some fundamental human values such as honesty transcend any culture or local context; shades of dishonesty invite demoralizing and reprehensible judgments; a well-founded reputation for ethical dealing is itself a priceless organizational asset.
WEF not only cares about achieving results but also cares about how results are obtained. Trustees, officers, and employees should deal fairly with each other and with organization’s various constituencies including governments, inter-governmental organizations, civil society, and corporations. WEF expects compliance with its standard of integrity throughout the organization and will not tolerate employees who achieve results at the cost of violation of law or who deal unethically. WEF trustees and officers support, and expect its employees to support, any employee who passes up an opportunity or advantage that would sacrifice high ethical standards.
It is WEF’s policy that all transactions should be accurately reflected in its books and records. This, of course, means that falsification of books and records and the creation or maintenance of any off-the-record bank accounts are strictly prohibited. Employees are expected to record all transactions accurately in the organization’s books and records, and to be honest and forthcoming with the organization’s internal and independent auditors.
WEF expects transparency from employees at all levels and adherence to its policies and internal controls; when employees conceal information from higher management or the auditors, other employees may think they are being given a signal that the organization’s policies and internal controls can be ignored when they are inconvenient. That can result in corruption and demoralization of an organization. WEF’s system of administration will not work without honesty, including honest bookkeeping, honest budget proposals, and honest economic evaluation of projects. It is the organization’s policy to make full, fair, accurate, timely, and understandable disclosure in reports and documents that the organization files with the government of the United States, and in other public communications. All employees are responsible for reporting material information known to them to higher management so that the information will be available to senior executives responsible for making disclosure decisions.
II. CONFLICTS OF INTEREST POLICY
It is the policy of WEF that trustees, officers, and employees are expected to avoid any actual or apparent conflict between their own personal interests and the interests of the organization. A conflict of interest can arise when a trustee, officer, or employee takes actions or has personal interests that may interfere with his or her objective and effective performance of work for the organization. For example, trustees, officers, and employees are expected to avoid actual or apparent conflict in dealings with various constituencies including governments, inter-governmental organizations, civil society, and corporations; trustees, officers, and employees are expected to refrain from taking for themselves opportunities discovered through their use of corporate assets or through their positions with the organization; trustees, officers, and employees are expected to avoid personal gains from WEF’s constituencies using their positions with the organization; trustees, officers, and employees are expected to refrain from competing with the organization.
III. ORGANIZATIONAL ASSETS POLICY
It is the policy of WEF that trustees, officers, and employees are expected to protect the assets of the organization and use them efficiently to advance the interests of the organization. Those assets include tangible assets and intangible assets, such as confidential information of the organization. No trustees, officer, or employee should use or disclose at any time during or subsequent to employment or other service to the organization, without proper authority or mandate, confidential information obtained from any source in the course of the organization’s business. Examples of confidential information include nonpublic information about the organization’s plans, earnings, financial forecasts, business forecasts, discoveries, competitive bids, technologies, and personnel.
IV. DIRECTORSHIPS POLICY
It is the policy of WEF to restrict the holding by officers and employees of directorships in nonaffiliated, for-profit organizations, and to prohibit the acceptance by any officer or employee of such directorships that would involve a conflict of interest with, or interfere with, the discharge of the officer’s or employee’s duties to the organization. Any officer or employee may hold directorships in nonaffiliated, not-for-profit organizations, unless such directorships would involve a conflict of interest with, or interfere with, the discharge of the officer’s or employee’s duties to the organization, or obligate the organization to provide support to the nonaffiliated, not-for-profit organizations. Officers and employees may serve as directors of affiliated subsidiaries and such service may be part of their normal work assignments. All directorships in public companies held by the trustees of the organization are subject to review and approval by the Board of Trustees of the organization. In all other cases, directorships in nonaffiliated, for-profit organizations are subject to review and approval by the management of the organization, as directed by the Chairman.
V. PROCEDURES AND OPEN DOOR COMMUNICATION
WEF encourages employees to ask questions, voice concerns, and make appropriate suggestions regarding the business practices of the organization. Employees are expected to report promptly to management suspected violations of law, the organization’s policies, and organization’s internal controls, so that management can take appropriate corrective action. The organization promptly investigates reports of suspected violations of law, policies, and internal control procedures.
Administration is ultimately responsible for the investigation of and appropriate response to reports of suspected violations of law, policies, and internal control procedures. Internal Audit has primary responsibility for investigating violations of the organization’s internal controls, with assistance from others, depending on the subject matter of the inquiry. The persons who investigate suspected violations are expected to exercise independent and objective judgment. Normally, an employee should discuss such matters with the employee’s immediate supervisor. Each supervisor is expected to be available to subordinates for that purpose. If an employee is dissatisfied following review with the employee’s immediate supervisor, that employee is encouraged to request further reviews, in the presence of the supervisor or otherwise. Reviews should continue to the level of management appropriate to resolve the issue.
Depending on the subject matter of the question, concern, or suggestion, each employee has access to alternative channels of communication. Suspected violations of law or the organization’s policies involving a trustee or executive officer, as well as any concern regarding questionable accounting or auditing matters, should be referred directly to the president of the organization. The Board of Trustees of the organization will initially review all issues involving trustees or executive officers, and will then refer all such issues to the Board of Trustees of the organization.
All persons responding to employees’ questions, concerns, complaints, and suggestions are expected to use appropriate discretion regarding anonymity and confidentiality, although the preservation of anonymity and confidentiality may or may not be practical, depending on the circumstances. For example, investigations of significant complaints typically necessitate revealing to others information about the complaint and complainant. Similarly, disclosure can result from government investigations and litigation. No action may be taken or threatened against any employee for asking questions, voicing concerns, or making complaints or suggestions in conformity with the procedures described above, unless the employee acts with willful disregard of the truth.
No one in the organization has the authority to make exceptions or grant waivers to the organization’s foundation policies. It is recognized that there will be questions about the application of the policies to specific activities and situations. In cases of doubt, trustees, officers, and employees are expected to seek clarification and guidance. In those instances where the organization, after review, approves an activity or situation, the organization is not granting an exception or waiver but is determining that there is no policy violation. If the organization determines that there is or would be a policy violation, appropriate action is taken.