EDF / 2018 Reference document

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ENVIRONMENTAL AND SOCIETAL INFORMATION – HUMAN RESOURCES Ethics, compliance, tax transparency

3.5

ETHICS, COMPLIANCE, TAX TRANSPARENCY

The Board of Directors of EDF, through its Corporate Governance and Social Responsibility Committee, oversees the Company’s incorporation of ethical and compliance considerations into its works and management. An annual business report is also presented by the Group Ethics and Compliance Division (DECG). EDF is a member of several anti-corruption groups and non-profits. In 2016, it joined Transparency International France, in which it participates in the Forum of Engaged Companies (“Forum des Entreprises Engagées” or FEE), which gathers companies looking to adopt the highest standards of transparency and integrity. A Group ethics and compliance policy in place since 2016 In 2016, the EDF group Executive Committee adopted the Group Ethics & Compliance Policy (PECG), which comprises the Company's compliance programmes as well as the main rules that executive directors must know, observe and enforce within their entities, which are strictly aligned with the risks of these entities. This is a single document forming the overarching reference for the Group ethic Charter (launched in 2013) and code of conduct, Ethics and Compliance (published in 2017), updated as new applicable rules are published and subjected to audit. The PECG currently include nine compliance programmes: preventing the risk of corruption with a specific focus on integrity checks on ■ business relations, and limitations on gifts and entertainment; financial ethics (including prevention of the risk of money laundering and the ■ financing of terrorism, prevention of market abuse, and compliance with EMIR rules); preventing breaches of competition law; ■ preventing conflicts of interest; ■ protection of the security of personal data; ■ the fight against fraud; ■ the fight against harassment and discrimination; ■ compliance with sector regulations (including REMIT and dual-use goods); ■ and compliance with international sanctions programmes. ■ A Group Ethics Charter The Group Ethics Charter, based on the Group’s three values (respect, solidarity and responsibility) was first rolled out at the end of 2013. It sets out the rules and principles which must guide the actions and behaviour of Group employees on a daily basis. It includes the “United Nations Global Compact” component, which EDF joined in 2001. It is accessible in French and English on EDF’s website, and has been translated into ten other languages. It covers EDF’s human rights obligations. Work to update the Group Ethics Charter began in the second half of 2018, in order to take into account the Company's strategy, new Group policies and any changes in the regulatory environment. The EDF Executive Committee meeting in December 2018 approved the document’s content and the implementation procedures, including communication to be carried out in the first half of 2019.

ETHICS AND COMPLIANCE 3.5.1 In order to protect its reputation throughout the world, the EDF group promotes a culture of integrity and applies a zero tolerance policy towards fraud and corruption. Ethical conduct in accordance with the law is the absolute rule for all Group employees, at all levels of the organisation, and without exception. The EDF group’s commitment to ethics 3.5.1.1 and compliance A Group ethics and compliance programme and a dedicated governance body The Group Ethics and Compliance Division (DECG) director reports to the General Secretary, who is a member of the Group Executive Committee. The DECG manages and coordinates, in liaison with the divisions concerned, the implementation of the Group’s ethics and compliance programme, signed by the Chairman and CEO of EDF, in France and abroad. This programme is created to meet the requirements of national and international regulatory authorities and local practices. The programme places all EDF executive directors and, more generally, all employees at the heart of the compliance system. In 2016 the DECG set up a network of around 50 Ethics and Compliance Officer (ECOs) at the French entities and internationally. The Ethics and Compliance Officer report directly to the directors of the entities and take part in Management Committee meetings on ethics and compliance matters and on the associated action plans. They have the means and powers necessary to implement and ensure compliance with the requirements of the programme and related policies. The Group Ethics and Compliance Division has provided the Ethics and Compliance Officer with an “Ethics and Compliance” area on the VEOL Group intranet and information on www.edf.fr website, including Reference Documents and programme materials to enable all subsidiaries of the Group to access teaching content to support the roll-out of the programme. In addition to this information, the Ethics and Compliance Officer may also be provided periodic press reviews, depending on current events, thematic face-to-face meetings and a number of seminars throughout the year. Deployment via the ECO network drives skills development and the sharing of best practices. The Group Executive Committee, chaired by the EDF Chairman, is responsible for determining the orientations and priorities of the ethics and compliance programme, allocating the necessary resources and ensuring the monitoring and control of its implementation. The Group Ethics and Compliance Division speaks in the Group Executive Committee, in order to report on achievements via an annual business report and approve the action plan.

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EDF I Reference Document 2018