BUSINESS ETHICS CONDUCT GUIDE Export Control CHORUS GOV-GRP-EN CREATION JUNE

Transcription

1 BUSINESS ETHICS CONDUCT GUIDE Export Control CHORUS GOV-GRP-EN CREATION JUNE

2 2 THALES EXPORT CONTROL

3 CONTENTS Introduction WHAT YOU NEED TO UNDERSTAND Framework WHAT YOU NEED TO KNOW Thales s export control compliance programme 10 key compliance areas Thales s export control network Consequences of export control violations WHAT YOU NEED TO DO Questions and answers Glossary Contacts This document was written by the Ethics and Corporate Responsibility Department under the responsibility of the Export Control Department. CHORUS GOV-GRP-EN CREATION JUNE

4 INTRODUCTION This guide is intended to raise awareness among Thales employees of the many export control regulations in force. Any Thales employee, whether permanent or temporary and regardless of their job profile, may one day be faced with an export control situation. It is their responsibility to comply with any relevant regulations. The Group buys, manufactures and sells military and civil equipment and systems, mainly in countries that control exports of sensitive goods and technologies. These countries have adopted international regulations on the production, sale, export, re-export and import of strategic defence or dual-use components, equipment and technologies. Such controls aim to ensure the security and national sovereignty of democratic States and protect them from the proliferation of weapons of mass destruction as well as terrorist and criminal threats. N.B.: The sole purpose of this guide is to raise employee awareness. It is not intended to replace more detailed or broader guidelines and instructions or guides on other topics previously published by the Group. 4 THALES EXPORT CONTROL

5 The issues of human rights and international humanitarian law are also growing concerns. Globalisation and the Group s international presence have made Thales s environment considerably more complex, with inherent risks that require heightened vigilance. Importantly, the items and technologies subject to export controls are central to Thales s business. Failure to comply with applicable regulations could therefore have significant consequences, including civil or criminal prosecution and damage to our reputation, and could ultimately prevent us from doing business. For many years, Thales has committed to ensure strict compliance with export control regulations. CHORUS GOV-GRP-EN CREATION JUNE

6 TO UNDERSTAND 6 THALES EXPORT CONTROL

7 Export control meets three needs: A national security need: to protect national armed forces and those of our allies and partners; A diplomatic, political and legal need: to apply international agreements and treaties such as the Wassenaar Arrangement on export control for conventional arms and dual-use goods and technologies, United Nations and European Union embargoes, international conventions on the proliferation of nuclear, biological and chemical weapons, weapons of mass destruction, etc.; An economic and industrial need: to control the most sensitive technologies. CHORUS GOV-GRP-EN CREATION JUNE

8 The control of defence-related goods and technologies is based on a principle of prohibition. To buy, manufacture, store or sell these goods and technologies, therefore, an authorisation or exemption from a national government body is required. The control of dual-use goods and equipment is based on a system of general and specific authorisations. Every country has its own regime for authorising the export of defence-related goods and technologies. The export of dual-use goods and equipment is subject to two main regimes (American and European) and certain specific regimes in other countries. 8 THALES EXPORT CONTROL

9 For example: In France, any export of a good or technology for military use requires obtaining a licence from the CIEEMG (the French interministerial commission on defence exports) prior to the signing of any contract (or the loan of equipment for a show or exhibition). In the United Kingdom, licences must be granted by the Export Control Organisation within the Department of Trade and Industry prior to any delivery. In the United States, any export of a good for military use (under International Traffic in Arms Regulations, or ITAR) requires a licence granted by the Directorate of Defense Trade Controls (DDTC) within the Department of State (DoS) prior to any delivery. CHORUS GOV-GRP-EN CREATION JUNE

10 FRAMEWORK Every country has specific export control regulations. In addition, goods and technologies can be controlled in both their country of origin and their country of destination, but also in any country through which they transit. Products containing components from multiple countries may be covered by the export control regimes of each country. A significant proportion of Thales s products and solutions depend on components and equipment purchased from external suppliers. We must therefore be aware at all times of any restrictions applicable to the goods we purchase. Suppliers are required to provide this information. The supplier s nationality does not determine the country of origin of the purchased component or equipment and therefore the export control regime to which it is subject. For example A component purchased from a French supplier may be subject to the US export control regime. 10 THALES EXPORT CONTROL

11 In the European Union, trade is facilitated by the European Union s Common Position of 8 December 2008 on the rules governing the export control of military technologies and equipment in the European Union, as well as the European regulation of 5 May 2009 creating a Community regime for dual-use goods. These different export control regimes are part of a global system or framework organised around institutions (such as the United Nations or the Organization for Security and Co-operation in Europe) and forums (on nuclear power, biological and chemical weapons, dual-use goods and technologies, etc.). Thales and other European aerospace and defence companies have supported the United Nations Arms Trade Treaty, which entered into force in late 2014 and contains a number of provisions aimed at curbing the illicit traffic and circulation of arms in countries where it is known they could be used to commit or facilitate genocide, crimes against humanity, war crimes or other serious human rights violations. CHORUS GOV-GRP-EN CREATION JUNE

12 TO KNOW 12 THALES EXPORT CONTROL

13 What is an export or an import? Any transfer of goods (including software) or technologies (even temporarily or free of charge) to a foreign destination; or Access to goods or technologies by a foreign national. Such transfers may be made physically (shipped or carried in personal luggage), electronically (via ), visually (by consulting technical manuals during a meeting or factory visit), orally (in conversation), or through the provision of services (installation, maintenance and technical assistance). CHORUS GOV-GRP-EN CREATION JUNE

14 Which exports or imports are subject to controls? Any exports or imports of goods and technologies that are listed on a national military list (USA) or a multi-national military list (European Union) or are designed, developed or modified for military use or to support a military capability; Exports or imports of dual-use goods or technologies, which are subject to different rules. These goods and technologies also appear on lists (Regulation (EC) No. 428 in the European Union, Export Administration Regulations in the USA, etc.). These lists are regularly updated. 14 THALES EXPORT CONTROL

15 THALES S EXPORT CONTROL COMPLIANCE PROGRAMME Thales has developed a robust international organisation that is continuously being updated and strengthened to ensure strict compliance with export control regulations. Every employee, whether permanent or temporary, is responsible for applying export control legislation and Thales s own internal rules. In particular, this includes management staff and employees responsible for export control compliance (especially those in Marketing & Sales, Product and System Engineering, Purchasing, Contract Management, Production, Transport, Integrated Logistic Support and After-Sales Service). The Export Control Officer in each Group entity is not the only person responsible for compliance. CHORUS GOV-GRP-EN CREATION JUNE

16 10 key compliance areas HANDLING NON-COMPLIANCES TECHNOLOGY EXPORT CONTROL TRAINING AND EDUCATION MONITORING THE COMPLIANCE PROGRAMME IMPLEMENTING LICENCE AUTHORIZATIONS 16 THALES EXPORT CONTROL

17 Thales s compliance programme is based on 10 key compliance areas. MANAGEMENT COMMITMENT EXPORT COMPLIANCE PLANNING AND ORGANISATION LICENSING REQUIREMENTS MANAGEMENT OUTSOURCED ITEMS EXPORT CONTROL LICENCE APPLICATION MANAGEMENT CHORUS GOV-GRP-EN CREATION JUNE

18 Thales s export control network The export control policy is defined and managed by the Group s Export Control Department, which falls under the responsibility of the Legal & Contracts Department. The Export Control Department coordinates a global network of Export Control Officers (ECO). The Group Export Control Compliance Committee meets every quarter to share best practice and address issues of common concern. In the Group s main countries, a National Export Control Officer (NECO) ensures that operations comply with national regulations. Finally, within each operating unit, a Local Export Control Officer leads a network of correspondents in each relevant department (Purchasing, Industry, Engineering, Sales, Shipping, etc.) who are responsible for overseeing the application of compliance rules, monitoring mandatory export authorisation requests, and ensuring that authorisations are implemented in a compliant manner. 18 THALES EXPORT CONTROL

19 CONSEQUENCES OF EXPORT CONTROL VIOLATIONS Violations of export control rules are considered one of the Group s biggest risks. Thales advocates full transparency towards management and cooperation with the regulatory authorities in the event of export controls being violated in spite of its rigorous compliance programme. Export control violations, which may result from human error, can have serious consequences on both the company and individuals. CHORUS GOV-GRP-EN CREATION JUNE

20 Export control violations can have a considerable impact on the company s business. Export control violations may result in criminal prosecution and administrative sanctions, and lead to the company being placed on a blacklist. These sanctions could have serious consequences on current and future projects, as they could lead, at the very least, to delays in deliveries, frequently accompanied by financial penalties, or even a temporary or permanent ban on imports or exports, preventing access to certain components, subassemblies or technologies. These sanctions will also damage the trust of the company s customers (particularly governments), which takes years to build. Sanctions (such as fines and prison sentences) apply not only to companies but also to managers and employees. 20 THALES EXPORT CONTROL

21 CHORUS GOV-GRP-EN CREATION JUNE

22 TO DO 22 THALES EXPORT CONTROL

23 If you find yourself in a complicated or ambiguous situation or have questions about what to do, don t act alone. Talk to your supervisor or Local Export Control Officer and ask for their advice. All personnel have access to a collaborative tool and intranet site dedicated to export control, which provides a wide range of documentation, including guides to good conduct, document templates, etc. Additionally, a range of e-learning modules are also available to all employees worldwide. Finally, a series of training programmes are also offered regularly. Find out whether your activity poses a potentially significant risk. The Risk Profile questionnaire enables entities to assess their export control risk using basic criteria. The easy-to-complete questionnaire provides export control personnel with an overview of their entity s level of export control risk and enables them to implement any necessary structural action plans based on the result. CHORUS GOV-GRP-EN CREATION JUNE

24 QUESTIONS ANSWERS 1. How do I find a purchased item s export control classification? You can find a purchased item s export control status by consulting the Thales Components Information System (TCIS) or the equivalent local database using its part number. You can also ask your Export Control Officer, who will have a Commodity Export Classification Certificate (CECC) obtained by the buyer from the supplier and validated by the Export Control Officer. 2. We are bidding on an export programme. A component of the equipment included in our bid is ITAR-classified but its value is not significant compared to the equipment s total cost. Do I really need to apply for a re-export licence from the United States? A licence must be obtained from the US authorities for any re-exported ITAR component, regardless of its value in an equipment. 24 THALES EXPORT CONTROL

25 3. A customer is returning an item to us for repairs. Is there anything we need to do before taking delivery? A customer may return equipment for repairs (under warranty or outside the warranty period) without notifying the seller. You must check whether a licence or exemption regime exists for the equipment before the shipper leaves the equipment at your site. 4. To convince a potential European customer, I am planning an in-country demonstration for members of the customer s joint staff. Competitors have already presented their products and I have to react quickly. Do I really need to go through all of the administrative steps to obtain a licence when the equipment will just be going there and back in under 48 hours? You must obtain a licence prior to taking the equipment out of the country, even temporarily. Otherwise, you will be violating export control regulations. CHORUS GOV-GRP-EN CREATION JUNE

26 5. After sending commercial documentation, a customer has asked me to provide a number of details about the product s characteristics and performance. I am planning on asking the legal specialists to prepare a Non-Disclosure Agreement (NDA). Is that enough? Marketing activities do not require a licence provided there is no disclosure of product characteristics or performance. In France, a commercial proposal excluding price information may be made without a licence, provided there is no disclosure of technical characteristics or performance. 6. A foreign supplier has asked me to a technical document so they can make a more detailed proposal. The transmission of a technical document, even by , constitutes an intangible export. As a result, a licence is usually required. When in doubt, always ask your Local Export Control Officer for advice. 26 THALES EXPORT CONTROL

27 CHORUS GOV-GRP-EN CREATION JUNE

28 GLOSSARY CECC or Commodity Export Classification Certificate: Provides the export control status of a purchased item; must be completed by the supplier and validated by the entity s ECO. CIEEMG or French interministerial commission on defence exports: Chaired by the French General Secretary for Defence and National Security (SGDSN) and includes the Ministers of Foreign Affairs, Defence and the Economy. Defence-related service: The provision of assistance, domestically or internationally, in the design, development, engineering, manufacture, production, assembly, testing, repair, maintenance, modification, operation, demilitarisation, destruction, processing or use of military goods, but also the provision of military training, domestically or internationally. Dual-use good or technology: Goods and technologies which can be used for both civil and military purposes or could be used in the development, production, handling, operation, maintenance, storage, detection, identification or proliferation of weapons of mass destruction. EAR or Export Administration Regulations: US regulations intended to control the export and re-export of American-made dual-use goods. 28 THALES EXPORT CONTROL

29 End use: Intended use of a product or system when deployed in its environment. End user: Person or organisation who will use a product or system as intended when deployed in its environment. ITAR or International Traffic in Arms Regulations: US regulations governing the export and re-export of US-origin military goods, technologies and services. Military item: Any system, subassembly, equipment or component listed on a military list or designed or modified for military use or to support a military capability, along with any associated technical data and software. CHORUS GOV-GRP-EN CREATION JUNE

30 NOTES 30 THALES EXPORT CONTROL

31 CHORUS GOV-GRP-EN CREATION JUNE

32 Contacts Export Control Department My Export Control Officer See «Organization and points of contact» on the Export Control Department intranet site Tour Carpe Diem - 31 place des Corolles CS Paris La Défense - France Tel. : +33 (0) Littleplus