Corporate Governance

At Telefónica O2 Czech Republic we are committed to behaving ethically in all that we do. We believe that this is the best way to protect the reputation of the Company and to make sure we create real value for our shareholders. Protecting the good name of the Company is one of the most important jobs anyone employed by Telefónica O2 Czech Republic has to do.

Our Business Principles, which are endorsed by our management and the corporate bodies' members, commit us to achieving and maintaining the highest standards of corporate governance. They guide everyone at Telefónica O2 Czech Republic in how we should behave as a company, towards all our stakeholders.

They are the link between our corporate and commercial values and our day-to-day business policies and practices. Wherever possible we insist that others outside the company who work with us apply the same principles.

Our Business Principles guide all Telefónica O2 Czech Republic employees in how they should behave and how they should tackle difficult decisions they may confront in the course of their work. They commit us, amongst other things, to:

• behaving ethically
• complying with all relevant laws and regulations
• competing fairly
• avoiding conflicts of interests and abuses of power
• providing high quality products and services and value for money to customers
• treating colleagues fairly and with respect
• dealing with business partners fairly
• managing the company with the highest standards of corporate governance and best practice

They underpin our approach to managing risks and protecting privacy. They express our determination to provide fair and equal employment in a healthy and safe workplace and to safeguard the environment.

Who do they apply to?
Suppliers and contractors
Reporting
Confidential Help Facility

Who do they apply to?

At Telefónica O2 Czech Republic we believe the commitment to high ethical standards applies to everyone working for the company. Our Business Principles are designed to guide every employee in the Telefónica O2 Czech Republic, including its top management (directors) and corporate bodies' members.

Suppliers and contractors

The Company expects our contractors and we encourage our suppliers, to be guided by these principles when dealing with Telefónica O2 Czech Republic or its stakeholders.

Reporting

Every employee has a responsibility to report as quickly as possible suspected violations. They are also encouraged to express concerns regarding compliance with our Business Principles.

Ethic and Corporate Social Responsibility Committee, and also the Supervisory Board via this committee, is informed of current or likely breaches of our Business Principles.

Confidential Help Facility

Our Business Principles have been distributed to our employees and made available on the internal and external web sites. They apply to all employees of the Telefónica Group including its senior officers.

Advice lines and web sites have been established across the Telefónica Group where advice can be obtained regarding the application of our Business Principles.

The Company Vice-Secretary provides the management of our Confidential Help facility.

We have in place a Confidential Help Facility described in associated internal and external web sites. This allows our employees as well as external stakeholders to report violations of our Business Principles via a confidential and anonymous reporting facility.

We expect our people to act sensitively and with the highest standards of integrity and use of the Confidential Help facility should be consistent with our principles.

Our Business Principles make it clear that anyone with authority in this area will themselves face disciplinary action, up to and including dismissal, if they try to stop or penalise anyone reporting current or potential breaches.

A Business Principles booklet sent to all staff includes contact information to help them raise concerns and makes it clear that they can do so with the confidence that they will be taken seriously, will suffer no retribution and that their concerns will be dealt with in complete confidentiality.