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Corporate Governance

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General operating principles

Internal and external regulations binding upon the Institution

CaixaBI is subject to European and domestic legislation on its activity, especially, concerning Portuguese law, to the General Credit Institutions and Financial Companies Regime (RGICSF) approved by Decree-Law 298/92 of 31 December and republished in Decree-Law 01/2008 of 3 January and the successive amendments thereto, the Securities Market Code approved by Decree-Law 486/99 of 13 November, republished in Decree-Law 357-A/2007 of 31 October and the successive amendments thereto and all regulatory standards issued by the Bank of Portugal and the Securities Exchange Commission. And, regarding Community law, Regulation (EU) 468/2014 of the ECB of 16 April 2014, which establishes the cooperation framework, under the Single Supervisory Mechanism (SSM), between the ECB and the relevant national authorities and with the appointed national authorities (SSM Framework Regulation) and European Parliament and Council Regulation (EU) 575/2013, of 26 June 2013, regarding prudential requirements for credit institutions and investment companies.

CaixaBI is also governed by its Articles of Association and by a series of internal standards and procedures (Standards and Procedures System) which have been adapted both to the evolution of domestic and European legislation on its activity and to the regulatory standards issued by supervisors, i.e. the Bank of Portugal and the Securities Exchange Commission. This System of Standards and Procedures, which covers the most relevant aspects of the operation and performance of the Bank’s activity, is set out on its Intranet and is accessible to all employees.

Code of conduct

Among the standards that are included in CaixaBI’s Standards and Procedures System, reference should be made to its Code of Conduct, which sets out the principles of impartiality and transparency which should govern banking activity and the standards of professional behaviour to be complied with by all employees in the performance of their duties. CaixaBI’s Code of Conduct includes internal standards on professional deontology, and establishes directives on this matter, being known by all employees and available to all the Bank’s stakeholders at its website (www.caixabi.pt).

Reference should also be made, in the ethical and deontological sphere, to the internal standards relating to Privileged Information and Professional Secrecy.

Equality of treatment

CaixaBI’s activities follow strict compliance with equal treatment for all customers and suppliers and other legitimate stakeholders, namely employees, other creditors other than suppliers or, in general, any entity with which a legal relationship exists.

Prevention of money laundering and terrorist financing

The anti-money laundering and combat to the financing of terrorism (AML/CFT) policy is one of CaixaBI’s concerns, within the policy adopted by the CGD Group.

Under the compliance risk model adopted by CaixaBI, its Compliance Office is responsible for guaranteeing compliance with obligations in terms of AML/CFT, reflected in the ongoing implementation of an appropriate AML/CFT programme.

The management and prevention of ML/FT follow a risk-based approach, as recommended by domestic and international authorities. This approach is applied in a manner which is in line with and adapted to CaixaBI’s characteristics, allowing for a programme which is enforceable within the Bank’s specific circumstances, accessible to all employees on the Intranet and complemented by general training actions, namely through access to CGD e-learning and training on specific subjects.

Prevention of market abuse

The prevention of market abuse, as regards insider trading and market manipulation aspects is one of CaixaBI’s concerns in the framework of CGD Group policy.

The prevention of market abuse has been done through training actions, implementation of system filters and transactions’ monitoring, with the objective of mitigating risks associated with market abuse.

Compliance with legislation and regulations

CaixaBI’s activity is geared towards strict compliance with legal, regulatory, ethical and deontological standards and best practices. Such compliance is monitored by the Bank's internal control system.

Within this context, CaixaBI has adopted an ethically irreproachable attitude towards the application of fiscal, anti-money laundering, competition, consumer protection, environmental and labour regulations.

The Bank has various regulations to which reference should be made: ML/FT Risk Prevention and Management Policy, Procedures Manual for ML/FT Prevention, Procedures Manual for Monitoring Transactions and Customers, Investigation and Reporting, Policy on Conflicts of Interest, Manual of Correspondents, Acceptance and Categorisation of Customers and Recording and Maintenance of the Customer Database, Account Opening and Movement, Attribution of FATCA Status to new Accounts, Manual of Procedures for OTC Derivatives and Reporting, Compliance Function Regulations, Policy on Prevention of Market Abuse, Business Continuity Plan, Manual of Procedures for Credit Operations, Overall Policy on Security of Information, Policy on Response to Information Security Incidents, Manual of Conduct and Procedures of the Research Office – Financial Analysts, Risk Management, Manual for Operational Risk Management and Complaints Processing.

There are also internal regulations for brokerage activities, binding on employees, which define standards and procedures to be complied with in financial brokerage activities, prepared on the basis of the provisions on this subject matter, namely the Securities Code and provisions issued by the supervisory authorities (Bank of Portugal and Securities Market Commission).

The Bank’s regulations have also been designed to promote professional and personal advancement policies for its workers, performance management, the performance of functions or activities outside the Bank, treatment of all workers with dignity and respect, equality of treatment and equal opportunity between men and women, reconciliation between personal, family and professional lives, employee loans and career models.

CaixaBI, as a socially responsible institution which complies with the legal requirements, guarantees equal treatment and opportunities to all employees as well as the non-existence of discriminatory factors. Furthermore, there is no discrimination in matters of recruitment and promotes internships involving students and professionals from different geographic regions.

Regarding healthcare, the Bank considers being responsible for providing workers with a healthy working environment, providing a Medical Plan covering immediate family members (spouses and children) and monitoring the health of its employees based on Medicine in the Workplace Plans and respective lawfully required medical examinations and annual flu vaccination on the Bank’s premises.

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