Governance

The corporate governance in Vodafone Egypt focuses on long-term business ethics, integrity and legal.

Governance

Our corporate governance in Vodafone Egypt focuses on long-term business resilience and success that generates values for our stakeholders while ensuring the highest standards of business ethics, integrity, legal and regulatory compliance along with sustainability and governance in both public policy and our core foundation. In addition to enabling effective ESG integration and oversight, it enables the integration of our sustainable business strategy and strengthens Vodafone’s brand and reputation. Thus, ensuring a resilient and sustainable supply chain as well as agile expansion of our digital and technological capacities.

Covid-19 Response: Ongoing Agility

COVID-19 pandemic fundamentally reshaped the normal way of doing business across the world, even for companies used to operating in smart and digital workspaces. Group guidelines have powerfully shaped Vodafone response, while we have adopted a wide range of tailored local measures given specific needs, capacities, and context.

From the pandemic's start, we focused on ensuring business continuity and made necessary changes across business functions. Our remote working policy has been supported by dedicated measures that connected our remote employees to the company’s database and ensured usability of the virtual private network. We updated the collaboration tools and provided consistent and unconstrainted mobile connectivity and videoconferencing. Our new hybrid workplace, revised health & safety, wellbeing and other measures continued improving during the past year to minimize the spread of the virus and support those who suffered from its impacts. Our Business Resilience committee stayed in touch with different teams and departments to deliver necessary results across all business functions. We also expressed gratitude towards the massive effort exerted by doctors, nursing staff and all medical personnel in providing the necessary healthcare across quarantine hospitals, joining forces with the National Telecommunications Regulatory Authority and the Ministry of Health to provide the medical staff with free minutes and gigabyte access. Following the return of the pandemic, we implemented a range of further measures to combat new cases, promote vaccination and ensure our people and facilities have the most up-to-date knowledge and tools to constrain the pandemic and help others do the same.

More about other comprehensive measures we undertook in the face of COVID-19 can be found in our previous Sustainability Report

52 AWARENESS SESSIONS

On COVID-19 conducted by HSE Department to make sure every employee had a chance to get the best available knowledge on COVID-19

AGILE GUIDELINES

We made sure employees were always ready for any scenario, updating our guidelines and frequently communicating on how Vodafone manages the pandemic

8000+ PEOPLE BROADER FAMILY

We covered every case of our employees and their closest relatives, ensuring necessary medicines, consultations and support

3,000 MINUTES & 10 GB

Per month free of charge to medical staff

3400+ EMPLOYEES VACCINATED

Our vaccination campaign ensured all interested employees got their vaccine in time and were registered in the MOH system immediately

Executive Team and Committees

Vodafone Egypt's Board brings together a diversity of backgrounds, skills, knowledge and experience, and deep expertise in technology and telecommunications. The Board monitors and improves its performance by conducting an annual performance review each year.

Executive Team

Mohamed Abd Allah

VodafoneEgypt CEO

Mahmoud ElKhateeb

Vodafone Business Unit Director

Rasha AlAzhary

Finance Director

Ayman Essam

External Affairs Director

Nagla Kinawi

HR Director

Shahinaz Ghazy

Commercial Operations Director

Osama Said

Technology Director

Kareem Eid

CBU Director

Ahmed Mandour

Head of Strategy Transformation and Wholesale

Audit & Risk Committee

The committee meets quarterly to discuss risks and audit findings and actions where all risks and compliance-related topics are presented along with their mitigation actions, timelines, deep dives, risk status and risks’ tolerance.

Risk & Compliance Committee

The committee is responsible for oversight of both financial and ESG risks, as well as the mitigation actions and what is necessary to implement them.

Youth Committee

The Youth Committee is chosen by the ExCo to represent the youth per department and implement the digital strategy with the ExCo as digital natives. It is for employees less than 30 years old. We have seven committee members, each representing a department, three of them females.

ExCo meeting

Considering updates related to priority risks and acquiring sign-off and additional topics. This communication channel is generally used to discuss any topics needed at the time.

High-Risk Policies

Vodafone Egypt builds on a strong policy framework outlined by the Group and further supported and developed locally. Vodafone Egypt has defined a set of high-risk policies that are overseen at the highest level of the organization. Other policies are presented in the respective sections of this report.

Business Ethics and Integrity

We want to be a trusted partner to connect for a better future. That’s who we aspire to be. Compliance with our Code of Conduct and our policies is crucial to sustaining our customers’ and suppliers’ trust, protecting shareholders’ interest, and securing the business against financial and legal damages.

Code of Conduct

Vodafone Code of Conduct sets out what we expect from everyone working at and with Vodafone. It also underlines our responsibilities to our people, partners, and shareholders. Our Business Principles are the foundation for how we do business everywhere we operate and are at the heart of our Code of Conduct. You can find them highlighted at the beginning of each section in the Code of Conduct. We mandate acting in line with the Vodafone values and principles through embedding our requirements in all our contractual obligations to ensure maximum commitment and liability. We expect all our employees and partners

To behave in an ethical manner, taking pride in your actions and decisions.

Comply with the principles and rules in our Code of Conduct and fulfil our legal and regulatory obligations.

Understand The Digital Vodafone Way and use the principles set out in the Code of Conduct in our day-to-day work.

Speak up if any working practice is not ethical or safe or if it breaches our Code of Conduct.

Ethical decision-making means taking the right risks

Speak-Up and ethical concerns

Our Speak Up process provides a safe environment for employees and encourages them to speak out about something they’ve seen or experienced at work that’s not right. It is available to anyone who wishes to raise a concern about possible misconduct.

WHAT SHOULD BE REPORTED?

Any behaviour that could be a breach of our policies, or which they deem unprofessional, unethical or unlawful – like:

- Bullying

- Harassment – including sexual harassment

- Bribery, fraud or a data breach

- Conflicts of interest

- Danger to the health and safety of employees or the public

HOW TO SPEAK UP?

The following channels are open to all our employees:

- Phone calls through a unique Egyptian number

- Submit report online

- Send Email to vodafoneSpeakUP@expolink.co.uk

Employees can also report to line managers and the HR team. Vodafone does not tolerate any retaliation against an employee who raises a genuine concern, regardless of whether the concern is substantiated or not. We aim to ensure the protection of employees from victimization, harassment or disciplinary action as a result of any disclosure is important to ensure individuals can voice concerns in a safe and protected manner.

Customers can raise ethical concerns through Customer Care Complain team 888, which will route the complaint to the concerned team depending on the type of concern.

Compliance, Risk and Audit

Compliance

At Vodafone, we ensure that compliance is managed across our company in a way that enables people to do what is right while executing at speed and delivering on our strategy. Its strategy is based on performing the following functions:

- Achieving compliance targets across all policies.

- Developing and supporting Vodafone’s ethical and compliance culture, which includes governance and awareness for high-risk policies.

- Advising and supporting first-line business management.

- Protecting shareholders interest and share market price and secure the business against financial and legal damages.

- Sustaining customers and suppliers trust in reputation and brand preference.

In 2020 we started a number of important initiatives to streamline compliance and facilitate greater engagement by employees, including:

- Introducing Second Line Assurance Model across all required policies embedding the framework, self-assessments, quality review & proactively providing a wider coverage.

- Digitizing compliance & policy management.

- Developing critical reporting on Vodafone Egypt’s compliance to local CEO, Audit & Risk Committee, and at the Group level.

- Oversight on compliance status for high-risk policies through Risk & Compliance committee review on a quarterly basis.

- Shaping & driving Vodafone Egypt's compliance culture and implementing Doing What’s Right behaviours in our DNA.

Risk

We have gone through rebranding our risk management as our factor in being a reliable business partner. Risk management at Vodafone Egypt covers the following aspects:

- Expanding the Risk Model considering Vodafone strategy, focusing on both Enterprise & Consumer Units' digital agendas.

- Early Engagement of Risk Management Department New Projects & Early involvement in Mega contractual agreements.

- Expanding Risk Library to include priority risks from FY 20, new risks from FY 21, business risks and operational risks.

- Utilizing Riskonnect as a digital solution as part of the Risk Management.

- Launch of the New Operational Risk Model to manage critical business risks.

- Strategic, Operational, Financial Regulatory etc. risks are being assessed; however, climate risks aren’t incorporated.

- Quarterly risk reporting and annual reporting on priority (top 10), operational and new project risks.

Internal audit

to Vodafone’s management and Board on the effectiveness of the internal control system while supporting the company in enhancing the control environment. Internal audits provide independent assurance.

We seek to address the areas of greatest risk to Vodafone, combined with covering key processes and policies on a rotational basis. Internal audit is implemented by business process, providing assurance that process objectives are achieved by testing those controls exist and are effective. We use audit techniques, such as interviews, process walk-through, sample testing and data analytics on large populations of data.

The audit plan is defined through a bottom-up and top-down risk-based approach. Each March, the plan is approved by the Group Audit & Risk Committee. We deliver a global plan following our structured, standardised methodology, which is aligned with professional standards of internal auditing. The results of each audit are presented in an audit report that includes professional opinion and the specific audit findings, discussed with and distributed to relevant management.

Audit findings are rated ‘high’ or ‘medium’ priority, based on the potential impact and likelihood of the control gaps. The actions to address the control gaps are agreed upon between management, who will be responsible for their timely implementation, and internal audit. Management’s completion of actions is closely monitored through Group and Vodafone Egypt Audit & Risk committee.

Responsible Supply Chain

Our suppliers and contractors are at the backbone of smooth operations and service delivery. Supply chain responsibility means it is also more resilient to disruptions and that our business can effectively keep growing and contribute to job creation without creating risks or negative impacts in other parts of the world. Vodafone Egypt's Supply Chain department is divided into four main streams: Procurement, Demand planning & Enablement, Contract Management, Logistics, Warehouse and Customs Clearance.

Supplier Policies and Requirements

1. Vodafone Supplier Policy

a. Business Principles

b. Code of Ethical Purchasing

c. Health and Safety

2. Health and Safety (General Policy)

3. Antibribery (including Gifts and Hospitality)

4. Supplier expenses

5. Supplier Assistance with Law enforcement

6. Business Continuity

7. Information Security

8. Quality Assurance

9. Payment Card Industry Compliance

10. Sanctions and Export Control

All our suppliers are obliged to comply with Vodafone vendor prequalification. Based on the suppliers screening executed as per Vodafone Global Policy for supplier selection, class “A” vendors are identified as those who comply or exceed all minimum requirements. No vendors are added to the Vodafone vendors’ list unless successfully complying with our pre-qualification processes. All our suppliers are expected to comply with all applicable laws and regulations, conform to the highest standards of ethical conduct, respect and support human rights, operate in an environmentally responsible and effective manner and abide by health, safety and well-being requirements.

Any potential suppliers we deem as high-risk are required to demonstrate their ability to meet our requirements through additional assessments and investigation. Combined, our supplier selection process, policies and requirements form a comprehensive framework that allows us to minimise risks and ensure ESG stewardship.

Compliance and Training for Suppliers

Supplier management is one of the top risks in the industry when it comes to health and safety, and this is why Vodafone Egypt collaborates with its suppliers and provides necessary and supplementary training whenever possible. Our Supply Chain Management function regularly educates and reinforces the company’s supplier based on best practices and guidelines to be followed. We provide feedback to each supplier on their performance, with any corrective action specified, to which suppliers are requested to respond with action plans for rectification. In 2021, Vodafone streamlined a pack of workshops with the participation of a committee with health and safety professionals from suppliers and third parties to tackle the key risks and improvement opportunities, which will be reflected in the Supplier Health, Safety and Wellbeing policy. We ensure that our workers and vendors are compliant with all the health and safety training requirements.