Fighting Corruption
“Wherever we operate, throughout the world, we are firmly against all and any form of corruption, irrespective of the organizations and bodies concerned, whether public or private …We refuse all and any remuneration to third parties if such remuneration does not correspond to an actual service, for a justified amount, duly posted in our accounts."
Michelin Performance and Responsibility Charter (2002), Implementing our Values, Exercising our Responsibilities
The Group intends to preserve and develop its reputation for honesty and integrity. Corruption and influence peddling destroy trust in an organization. Without this trust, the Group's Core Values cannot be respected.
Scope
As a company whose ultimate parent is traded on the French stock exchange, the Group's activities throughout the world are subject to French law on corruption and influence peddling, in particular its requirement that the company adopt certain measures to fight corruption.
This Code as well is applicable to Michelin's activities in France and in all of its countries of operation. The local law in force in these countries of activity may be stricter than this Code. If so, the country's anti-corruption laws will prevail in such country.
It is the responsibility of the employee, in collaboration with the Legal Department, to fully understand the scope of such exceptions.
Definitions
Public corruption refers to the offering of a gift or any benefit to a governmental actor for themselves or for others, directly or indirectly, to induce them to do or refrain from doing an act falling within the scope of their function or mandate. This illegal practice is an act of active corruption.
The acceptance or solicitation by a governmental actor of such a proposal or offer is an act of passive corruption.
Private corruption refers to the offering of a gift or any benefit to a private actor for themselves or for others, directly or indirectly, to induce them to do or refrain from doing an act falling within the scope of their function. This illegal practice is an act of active corruption.
The acceptance or solicitation by a private actor of such a proposal or offer is an act of passive corruption.
Active influence peddling refers to the fact of offering, directly or indirectly, to a governmental or private actor that has (real or supposed) influence, a gift or any benefit in return for the abuse by such person of their influence to obtain a favorable decision from a public authority or administration (such as distinctions, jobs, or contracts).
The acceptance or solicitation by a public or private person of such a proposal is an act of passive influence peddling.
Guiding Principles
The Group has zero tolerance for corruption and influence peddling, whether public or private, active or passive, direct or indirect. Any act or attempted act of corruption or influence peddling could expose the employee to disciplinary sanctions, could expose the employee and the Group to fines and civil or criminal proceedings, and could damage the Group’s reputation for integrity.
Michelin opposes any payment of bribes (money or gifts paid illegally) or other illicit payment, directly or indirectly by an intermediary, to officials, members of government or any other public official, as well as to any individual or any private sector entity, whatever it may be.
An employee will not be penalized for the consequences of refusing to pay a bribe by Michelin.
Third parties acting on behalf of Michelin
Employees should exercise caution when using third parties that represent or act on behalf of a Group entity, such as agents, intermediaries, external consultants, or customers who perform this type of service.
Contracts with third parties acting in the name or on behalf of Michelin, or persons in contact on Michelin's behalf with administrative or government bodies, must be written and must contain anti-corruption clauses. The duration of these contracts must be limited in order that the corruption risk posed by the relationship can be re-evaluated and that the contract can be submitted to bidding.
Remuneration for the services of these third parties must:
- Correspond to reasonable amounts, proportionate to the assigned task, be identifiable, and comparable to market standards.
- Be correctly accounted for, paid in consideration for actual services rendered, and in accordance with Michelin's practices in terms of authorized expenditures and its accounting rules.
Employees should check with the Legal Department about allowable compensation in accordance with the Group's anti-corruption practices and applicable law.
Do: I must
- Reject any request or offer for a bribe or kickback. Report it immediately to the Legal Department and to the Ethics Line.
- Abide by the applicable gifts and invitations policy.
- Participate in all required anticorruption training.
Don't: I must not
Personally, or through a third party
- Give or receive, nor propose or request, bribes or other illegal payments, nor agree to such a demand or request.
- Give a gift or benefit to a government or private actor, for their personal benefit, with a view to:
- influencing an administrative or professional decision
- obtaining or maintaining contracts, business partnerships or
- obtaining any benefit for the Group.
- Propose, or agree to a request for, offers, promises, gifts, presents or benefits of any kind to an individual in exchange for the latter’s abuse of their real or supposed influence over a public official or employee.
Practical case 1
You are a sales representative. A customer contacts you to negotiate a refund for a product under warranty (refund for unresolved warranty claims). The customer informs you that they are ready to share with you the benefits of this refund "as usual according to the practice of your predecessor". Is this practice allowed?
No. First, you must courteously decline the offer. Then, you should contact the Legal Department or report the fact through the Ethics Line. An investigation into the current and past events is thus assured.
Practical case 2
During a meeting with the representative of a government customer in a country recognized for its elevated corruption risks, the customer’s representative asks you to pay them cash “to assure that the purchase contract will be renewed.” You answer that you are not authorized to do this. The customer’s representative gets angry and threatens you. Do you have to comply with the demand?
No. First, you should try to defuse the situation in order to ensure your safety. Don't put yourself in danger! Then you report the situation to your supervisor or to the Legal Department. You also report the fact on the Ethics Line.
For any meeting organized with local authorities, it is recommended to always have two representatives of the Group present.
Practical case 3
You are a buyer in charge of a request for proposal. A potential supplier offers their services to you personally in exchange for the contract award. Can you accept?
No. You courteously decline the offer. You immediately inform your Legal Department. You report the fact to the Ethics Line.
Practical case 4
You are a sales representative. A former government official in the country contacts you and offers their services “to make sure that Michelin will win” a tender that was just announced by the country. It concerns a large contact that would be a big win for the Group and would ensure that you would reach your growth objectives in this market. What should you do?
You must decline to meet with this former official and immediately contact your manager and the Legal Department. The fact that the former official claims to be able to guarantee that Michelin will be selected for the contract is a “red flag” that could indicate that the official will abuse their influence with their former colleagues. You make an alert about this possible influence peddling offer on the Ethics Line.
