Pursuant to the CSR strategy, the key objectives of the GPW Group include the development of corporate culture and behaviours of capital and commodity market participants in Poland according to high standards of corporate governance and disclosure requirements. This goal is pursued through efforts made in partnership and dialogue with capital and commodity market stakeholders.
BEST PRACTICE AND CORPORATE GOVERNANCE
The objective of GPW was to offer the code of best practice as a body of regulation developed by market participants. The Exchange is the custodian of the code which was however developed by market participants for the market. Consequently, GPW expects the shareholders of listed companies to engage in monitoring compliance with the code.
A key project of the Warsaw Stock Exchange in the area of dialogue and relations with market participants in 2015 was a modification of the code of Best Practice for GPW Listed Companies to harmonise it with the current market practice and European regulations and to further improve the quality of the corporate governance standards of listed companies.
Since 2002, the Exchange has promoted corporate governance principles through on-going development and promotion of the Best Practice for GPW Listed Companies designed to improve the transparency of listed companies, the protection of shareholder rights and the quality of corporate investor communications. Subsequent amendments of the principles of the code followed modifications of legal regulations, current international trends of corporate governance, as well as changing needs and expectations of market participants.
The Exchange Supervisory Board approved the new corporate governance code entitled “Best Practice of GPW Listed Companies 2016” on 13 October 2016. The new code took effect on 1 January 2016. The Best Practice 2016 was based on the work of experts representing different groups of capital market participants within the GPW Corporate Governance Consultation Committee. The Committee involved the following institutions: the Polish Financial Supervision Authority (KNF), the Association of Individual Investors (SII), the Association of Listed Companies (SEG), the Chamber of Pension Fund Companies, the Polish Institute of Directors. The draft was presented for public consultation with the participation of representatives of issuers and investors among others.
To address comments raised by the recipients of the Best Practice 2016, the new document clarified a number of existing rules and imposed stricter requirements in selected key areas of corporate governance. At the same time, it followed the principle of adequacy by aligning the rules and recommendations with the ability of companies of different sizes to ensure compliance. The document also included issues previously not covered by the corporate governance rules.
To address issuers’ expectations, the Exchange is developed a FAQ document which clarifies the recommendations and rules, as well as technical solutions to facilitate compliance of companies with the reporting obligations under the new corporate governance rules. GPW also launched multiple educational initiatives, which will continue in 2016.
In May 2015, the Exchange took the initiative to improve the quality of corporate governance and issuer standards on NewConnect by activating the market community. In the NewConnect 2.0 project, GPW appointed the Board of Authorised Advisers to enhance responsibility of Authorised Advisers for NewConnect. The Board is composed of 12 members, including nine Authorised Advisers. The responsibilities of the Board include to put forth proposed directions of development of the Alternative Trading System, to define guidelines for the activity of Authorised Advisers, and to issue opinions on amendments to laws and regulations concerning the organisation of the market. The Board of Authorised Advisers functions as a standing advisory committee to GPW.
DIALOGUE WITH THE STAKEHOLDERS
In addition to irregular dialogue with the stakeholders concerning material business decisions, GPW is also engaged in on-going consultations with market participants within the Consultation Committees established in 2013. The Committees are advisory bodies active in the key areas of GPW’s operation. The Committees bring together representatives of the capital market community: investors, issuers, brokers, funds, academics, lawyers, as well as representatives of the Polish Financial Supervision Authority. Consultations with the Committees on the Exchange’s business decisions help to develop solutions optimal to all GPW stakeholder groups.
As at the end of 2015, GPW had the following Committees:
- GPW Exchange Indices Committee
- GPW Science Committee
- Corporate Governance Committee
- Derivatives Market Committee
- Debt Market Committee
- Equities Market Committee
- Board of Authorised Advisers
Two other committees cover the commodity market:
- Gas Market Committee – an advisory body since 2014 assisting the development of solutions creating a friendly environment for the development of trade in natural gas on the exchange. The Committee held two meetings in 2015, each bringing together 25 participants.
- Energy Market Committee – established in 2015, it brings together exchange members and representatives of TGE and IRGiT. Its responsibilities include giving opinions and tabling proposals for the development of exchange-traded commodities listed on TGE.
