Group Conflicts of Interest policy
Last updated 26/02/2021
1. Why it matters
A conflict of interest typically happens whenever your personal interests are allowed to influence – or appear to influence - the decisions you make at work or on behalf of the business. If they are not managed properly, conflicts of interest may damage the business and harm our reputation. In extreme cases, conflicts of interest may facilitate fraud, discrimination in the work place or other serious issues.
2. Purpose of policy
The purpose of this policy is to provide colleagues with guidance on what is a “conflict of interest” and how you should respond when a conflict is identified. It is designed to protect you as you work for Tesco.
This policy applies to all colleagues employed by companies that are either wholly- or majority-owned by Tesco or operated by Tesco management. It applies also to consultants, contractors and agency colleagues in relation to their work for Tesco. Companies in which Tesco holds a minority stake are expected to implement a conflicts of interest policy, practices and procedures that are consistent with this policy.
4. When do conflicts of interest occur?
Conflicts of interest can arise in many different situations, but some typical conflict situations in Tesco include the following:
Recruitment and line management
- You are managing someone with whom you have a close personal relationship (e.g. a family member, close friend or partner), or you are involved in decisions about their recruitment or promotion.
- You or a family member have a significant interest in a supplier (e.g. a large shareholding, a directorship or a senior role) and this influences how you deal with that supplier;
- You are offered free or discounted services from a supplier because of your business relationship with them;
- A supplier sends you a lavish gift and it influences your judgment in contract negotiations;
- You prioritise replenishment activity for one supplier over other suppliers selling the same type of product because the first supplier is running a store incentive with prizes (refer to Gift & Entertainment policy for additional guidance).
Use of confidential information and Tesco resources
- A family member works for a competitor and you share confidential Tesco plans in order to help their career.
- You use Tesco resources (including time, equipment, intellectual property or confidential information) for your personal benefit or the benefit of someone outside Tesco.
- You hold a directorship or other unpaid role at an outside organisation, where that organisation has stated policy differences with Tesco.
5. Managing conflicts of interest
Whenever a conflict of interest arises, you must follow the process set out below:
- Might a situation arise where your personal interests influence your decision-making on behalf of the business? If you are not sure, consider how it would be viewed by colleagues or by a journalist.
- Where possible, avoid putting yourself in the conflict situation in the first place. This might mean that you avoid working in the same team as a family member or you give up an outside role that may conflict with your position at Tesco.
- If you cannot avoid the conflict altogether, you should discuss it with your manager and agree a plan for how the conflict will be managed. For example, you will not participate in an assessment centre where a family member is a candidate or you will not manage a supplier which is owned by a close friend. Ensure that the plan to manage the conflict is written down and kept.
6. Statutory directors of Tesco group companies
If you are a statutory director of any company within the Tesco group, the UK Companies Act (or its local law equivalents) may impose on you certain additional requirements for managing conflicts of interest. The Group Corporate Secretariat team or your local Legal team will advise on these requirements, which are outside the scope of this policy.
7. Associated policies
Many other Tesco policies contain rules and guidance that are designed to prevent conflicts of interest from arising. This policy should be read in conjunction with your terms of employment and the following:
· Disciplinary and grievance policies
· Equal opportunities policy
· Group anti-bribery policy
· Gift & entertainment policy
· Group share dealing code
· Social media policy
· Guidance for colleagues wishing to become Non-Executive Directors at other companies
· Travel & expenses policy
If you allow your personal interests to influence your decision-making on behalf of Tesco or if you fail to follow the process for managing conflict situations outlined in this policy, you may face disciplinary action which could lead to your dismissal.
9. Raising your concerns
If you suspect that a breach of this policy has occurred or may occur in the future or if you are unsure whether a conflict situation exists, speak up. Talk to your manager in the first instance. If this is not possible, speak to your local Legal or Security contact, email firstname.lastname@example.org or call Protector Line (UK 0800 374 199).
We are committed to ensuring that colleagues who raise concerns are not victimized and do not tolerate retaliation in any form against individuals who raise concerns. If you raise a genuine concern in good faith, you will not face any adverse consequences for speaking up, even if you were mistaken about your concern. If you believe that you are being retaliated against, you should report it immediately.
10. Reporting requirements by business units
All business units are required to implement this policy and to communicate it to colleagues on an annual basis.