▸ Corporate Governance & Compliance

Corporate Governance & Compliance

Rosenbauer considers itself a partner. Our cooperation with customers is above all professional and conscientious, and follows internationally accepted guidelines and principles. The sustainable management of our business is built on good corporate governance.

RESPONSIBLE CORPORATE GOVERNANCE

Both the Executive Board and Supervisory Board base corporate governance and supervision on Austrian and internationally recognized principles, and are committed to upholding the Austrian Code of Corporate Governance (ÖCGK). The company satisfies the relevant provisions (see p. 27 et seq. of the 2019 Annual Report).

In accordance with the law, the Articles of Association and the Rules of Procedure approved by the Supervisory Board, the Executive Board of Rosenbauer International AG manages the company on its own responsibility. It performs its management duties as required for the good of the company, taking into account the interests of all internal and external stakeholders, in particular those of the owners and employees. At regular meetings it discusses current business performance and makes the necessary decisions and resolutions. A constant and open exchange of information between the members of the Executive Board, management and all employees is one of Rosenbauer‘s key management principles. The Executive Board reports to the Supervisory Board regularly and exhaustively on all relevant issues relating to business development, including risk exposure and risk management in the Group. Furthermore, the Chairman of the Supervisory Board maintains regular contact with the CEO, with whom he discusses strategy and ongoing business development

Working methods of the Supervisory Board
As well as monitoring the Executive Board, the Supervisory Board also sees it as its duty to support the Executive Board in its management of the company, particularly in decisions of fundamental significance. All members of the Supervisory Board attended more than half of the meetings of the Supervisory Board in the reporting period.

Further information on the composition and working methods of the Executive Board and Supervisory Board, and on Rosenbauer‘s diversity policy, can be found in the 2019 Annual Report.

trust

“Some people rely on contracts. We rely on the people that bring them to life.”

GUNDEL LABAK Head OF GROUP LEGAL & COMPLIANCE

OBEYING THE LAW
Statutory provisions and regulatory standards provide a clear framework for our conduct. By complying with these, we create trust and ensure our company’s sustained business success. We additionally set our own company standards, which are also mandatory for our suppliers, we provide training and implement monitoring activities.

RISK AND OPPORTUNITY MANAGEMENT

Comprehensive risk and opportunity management is a vital pillar of responsible corporate governance. Rosenbauer takes care to include all business units and corporate divisions in this system of management. Responsibility for risk policy is borne by the Executive Board. The ongoing identification, assessment and management of risks are an integral part of the management, planning, and controlling process.

During compilation of the Sustainability Report, social and environmental risks and opportunities are identified and their impact assessed. None of the sustainability risks were deemed to be of significance. Rosenbauer recently became a supporter of the Task Force on Climate-related Financial Disclosures (TCFD). In 2020, the company will therefore conduct a comprehensive risk analysis on the climate crisis and climate resilience.

Rosenbauer employees who attended a compliance training in 2019

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COMPLIANCE

Rosenbauer delivers the majority of its products to public institutions and authorities. This results in increased responsibility that is characterized by efforts to avoid corruption and bribery. The applicable laws and guidelines, as well as self-imposed standards, form the statutory framework here. These apply equally to in-house employees and external sales partners who are in contact with officials and state or local authority representatives.

To ensure lawful and ethically sound conduct, Rosenbauer established a compliance organization in the company, which addresses this responsibility and is subject to continuous improvements. The compliance organization includes a reporting system for suspected compliance infringements. A central component is the company‘s own Code of Conduct, which is binding for all employees of the Group – but also for suppliers and sales partners.

Compliance organization
It goes without saying that Rosenbauer complies with all legal provisions to combat corruption and with anti-trust and competition law. Illegal conduct and behavior that could negatively impact on the company‘s reputation are not tolerated. The Group Compliance Officer reports directly to the Executive Board and provides the Supervisory Board with information on compliance activities and any relevant incidents.

To enable any misconduct to be flagged and pursued, there has been its own whistle-blower system (compliance_issues@rosenbauer. com) since 2014. It can be used by employees and outsiders to the company alike – anonymously, if they wish. There are disciplinary consequences in place, depending on the severity of proven infringements; these range from a warning to immediate dismissal. In 2019, five compliance violation reports were submitted to Group Compliance. These were handled in accordance with internal procedures. Among other measures, we excluded one sales partner based on compliance-relevant information in 2019 and conducted one internal review as required, which found no material compliance violations.

Code of Conduct
The Code of Conduct governs the internal ethical guidelines for doing business. Its cornerstones are compliance with the law, fair competition, and the rejection of corruption and bribery. All rules governing international trade and the capital market must always be complied with and conflicts of interest avoided. Furthermore, Rosenbauer‘s intellectual property, material assets and employees‘ and customers‘ personal data must be protected at all times, and people and the environment protected from danger. The Code of Conduct was updated at the start of 2020. It applies to all employees and partners worldwide.

Combating bribery and corruption
The main task and feature of Rosenbauer‘s compliance organization is the continuous effort to ensure the correct and lawful action of all parties involved. With the goal of preventing corruption in the first place, the focus is on identifying risks early on and taking suitable action to eliminate them.

All sales partners are subject to a specific risk-oriented integrity review to identify potential corruption risks. This is done webbased using an online tool specializing in integrity checking. In addition, the compliance organization carries out a case-specific plausibility check. Existing partners are subject to reviews at regular intervals and potential new partners before the start of collaboration. In addition, the Internal Audit department and Compliance conduct regular „on-site inspections“ and audits at sales partners at locations with an increased risk. A total of 124 business partners were assessed in our integrity reviews; two business partners were rejected as a result. There were no known cases of corruption in 2019.

Respect for human rights
As an international company operating in countries with very different human rights situations, respect for human rights is a matter of particular importance to Rosenbauer. Treating employees and all partners with fairness and appreciation is a core element of our corporate culture. Rosenbauer is committed to not discriminating against anyone due to ethnic origin, skin color, religion, gender, sexual orientation, or any other traits. The principles of the Charter of the United Nations and the European Convention for the Protection of Human Rights and Fundamental Freedom are respected and regarded as fundamental values.

Two employees of the Elster Workshops producing metal sheets for Rosenbauer fire trucks.

COMMITMENT TO PRODUCTION LOCATIONS

Rosenbauer takes sponsorships in areas closely relating to its business, such as for firefighting, sports and youth training. For many years, the company has also been supporting children and youth facilities. In cases of natural disasters or other emergencies, Rosenbauer donates products to fire services. Rosenbauer above all supports social projects near its production locations. In South Africa, the company has been working for years with an NGO to improve living conditions in a slum area in Cape Town. This year, our employees made small-scale Rosenbauer vehicles out of cardboard with local children.

Another example of social commitment includes the cooperation with SOS Children‘s Village. For years now, Rosenbauer has sponsored two programs at the Altmünster Children‘s Village in Upper Austria. We also support the Caritas-operated St. Isidor Children‘s Village near our Group headquarters every year.

At the Nebraska location in the United States, employees can donate to the United Way directly from their paychecks. This effort supports projects in local communities there. In Slovenia, we provide assistance to the “Mirno Morje” sailing camp for children with disabilities each year. Donating to cancer foundations is the focus of our locations in Wyoming, MN (USA). Firefighters are frequently deployed in situations where they are exposed to hazardous substances and therefore suffer from an increased cancer risk. Rosenbauer America has therefore also developed a product to counteract this impact.

Moreover, all locations support local fire services with donations of products and money. In this context, the company concentrates on regions particularly exposed to natural disasters, such as the location in Australia.

ELSTER WORKSHOPS

One of the principal suppliers at Rosenbauer’s location in Luckenwalde, Germany, is a sheltered workshop. As an immediate neighbor, the workshop supplies the production site with aluminum parts and panels for the construction of the AT municipal vehicle. The Elster workshops has 160 employees in Luckenwalde, 100 of which have a disability. Around half of them work directly for Rosenbauer’s parts production. The aluminum panels are cut, sanded and trimmed there by CNC machines. The disabled employees receive lengthy, extensive training in order to work with these machines and materials.

Thanks to digitalization, it is possible to allow them to work very independently. “We have developed our own program that makes the workflow simple and easy to comprehend, even for people who cannot read. At the same time, ample quality controls ensure excellent products that are in no way inferior to those from other manufacturers”, explains André Fischer, Head of Industrial Production. This example demonstrates that automation offers significant potential for inclusion.

The working day at the Elster workshops is aligned to the employees’ needs. Additional breaks, a daily routine and constant supervision ensure fair participation in working life. The employees also receive support with regard to handling money and social skills and take excursions together. There is also a lively dialog with employees from Rosenbauer. The concept is a major success, as the two companies have been working together for over 20 years.

The text on this page is an excerpt from the Rosenbauer Sustainability Report 2019. The complete chapter can be found in the Download Center as a PDF file.