STRUCTURES AND PROCEDURES

The structures and procedures in an organisation have a major influence on employee conduct.

Through targeted structural measures, the organisation protects its integrity, for example, by keeping a register of financial interests, a list of sensitive roles and a register of ancillary positions.

The design of the working environment also influences employee conduct. A smart organisational design helps employees to act with integrity. Sometimes this is done through targeted nudges, and sometimes in a simple way. For example, if no cash is in circulation, it cannot disappear.

Integrity risks exist in every organisation. For example, where money is involved, confidential information is available, or where colleagues work out of sight of others. Not every risk can be eliminated entirely, but employees also do not need to unnecessarily be exposed to temptation or risk. As an employer, the organisation has a duty to protect employees against temptations or pressure. An integrity risk analysis gives the organisation insight into integrity risks, allows avoidable risks to be removed and helps ensure a safe working environment. Integrity risks may also emerge from existing instruments, such as the Systematic Integrity Risk Analysis (SIRA) and the Risk Inventory and Evaluation (RI&E).

TIPS FOR SUPERVISORY DIRECTORS

  1. Request details on the organisation’s various measures and procedures for promoting integrity and mitigating integrity risks. Also, learn more about how these procedures operate in practice. This may be relevant to the Risk Management Statement, a new requirement in the Dutch Corporate Governance Code. The Management Board can, of course, brief you on this, but you should also consult with the Works Council and the confidential adviser.
  2. Make sure you are involved in the integrity risk analysis, for example by sharing your views on relevant integrity risks or by providing input on the acceptability of residual risks. You can also put the results of the integrity risk analysis on the Supervisory Board’s agenda.
  3. The policy on ancillary positions deserves particular attention. Supervisory directors often hold multiple roles. It is advisable to ask yourself whether the combination of roles could lead to an actual or perceived conflict of interest.