Business conduct, compliance & integrity
Ethics and Compliance
Ethics and Compliance framework
Ethical and compliant behaviour and responsible business conduct require continuous attention and play an important role in long‑term value creation and the transition to net zero steelmaking. Continuous focus will strengthen trust among stakeholders, reduce risks and safeguard TSN’s licence to operate. Our Code of Conduct guides the behaviour of TSN and its workforce in all business matters and expresses our commitment to high ethical standards with regard to our conduct. TSN’s underlying ethics and compliance framework is anchored in the Code of Conduct and serves to promote such conduct and detect and respond to any alleged breaches of the required conduct in our company. Against this backdrop, tone at the top is essential to bringing desired behaviours to life.
With the adoption of the TSN Risk and Compliance Strategy in October 2025, the Board of Management confirmed its commitment to significantly invest in TSN’s ethics and compliance framework and to accelerate ongoing improvement initiatives. By establishing a dedicated Risk and Compliance function, risk management, ethics and compliance were brought closer together; supporting a more integrated approach and embedding ethics and compliance considerations more firmly in our operations. For example, operational risk assessments will include ethics and compliance considerations where appropriate.
A key objective of TSN’s ethics and compliance framework is to foster a compliant culture. TSN considers such culture essential in achieving the transition to net zero steelmaking and to meet stakeholder expectations. To this end, TSN organises leadership development programmes and compliant culture awareness sessions combined with dilemma discussion sessions; currently prioritising its senior and middle management.
TSN is also in the process of adopting a soft control framework that will support TSN to gain structured insights into elements of its compliance culture that require attention. As part of implementation of this framework, dedicated staff in several functions will be trained to apply this in root-cause analyses of issues and incidents. In addition, periodic surveys among staff will be held to create insight into the actual maturity level of our compliance culture. The surveys enable us to increase the effectiveness of our ethics and compliance framework by providing targeted training and/or interventions. These regular surveys will also enable TSN to assess progress on improving our a compliant culture. Maturing our compliance culture will remain a focus area of the ethics & compliance programme in the coming years.
TSN recognises that a mature ethics and compliance framework requires continuous review and improvement, duly taking into account evolving regulatory requirements and societal expectations. To this end, TSN has processes in place to identify and address regulatory developments in key risk areas. These processes are currently being strengthened to expand their risk‑based scope and improve their effectiveness, with implementation planned in a phased manner and targeted for completion by mid-2027 financial year.
In the financial year 2025/2026, TSN reviewed its trade sanctions and anti-trust policies and procedures, and updated its export‑controls policies and procedures to reflect increasing risks associated with geopolitical developments. TSN also reviewed its anti-corruption, anti-fraud and anti-money laundering compliance programmes and expects to finalise the improvement initiatives in Q4 FY2027. This also includes updates to its conflict of interests and gifts and hospitalities policies and procedures and the implementation of a register for related registrations. TSN also initiated updates of other compliance programmes and is committed to having all material risk areas reviewed by the middle of FY2027.
In parallel, TSN initiated a review of its concerns reporting, follow‑up and investigation processes. Implementation of the identified areas of improvement is expected in FY2027. This includes a central access point for the available reporting channels, enhanced cooperation between and oversight of the various reporting channels, enhanced consistency in the triage of concerns reported and any related investigations including documentation, updating of the TSN Confidential Reporting Policy and Investigations Policy, related communications and training together with improved governance and processes.
More information on the TSN Code of Conduct and supporting policies can be found in the Sustainability Statements chapter - Business Conduct (G1).
Ethics and compliance during the year
Over the course of the financial year, TSN addressed various compliance and business integrity‑related matters that may arise in a large industrial organisation, including concerns and investigations relating to harassment, conflicts of interest, gifts and hospitality, fraud, and other forms of non‑compliance with internal policies and/or laws and regulations. Where concerns were substantiated, with clear direction by the Board of Management, appropriate corrective actions were taken and learnings were implemented. These may include disciplinary measures, process improvements, additional guidance or targeted training. Lessons learned are used to strengthen controls, refine practices and further enhance awareness and training over time.
Two concerns with potential material impact were followed up through an extensive external forensic investigation. In addition, one finding derived from an external customs audit was investigated thoroughly with the support of external forensic technology expertise. These investigations and related findings have been guided by the CFO, thoroughly discussed by the Board of Management and have resulted in improvements to policies, procedures, mandatory training and awareness on Code of Conduct‑related topics for specific target groups, as well as changes in BoM-1 (reports directly to the Board of Management) and BoM-2 (reports directly to BoM-1) senior leadership.
Given the ongoing review of TSN’s concerns reporting, follow-up and investigation processes as described above including supporting training and awareness activities, the number of concerns reported is expected to increase over the course of next year.
The disclosures required under ESRS G1 relating to business conduct are included in the Sustainability Statements chapter - Business Conduct (G1).