Sustainable Corporate Governance

This section is dedicated to the topics of long-term growth, compliance and anti-corruption as well as open dialog with society. Our position regarding adjustments to reflect climate change can be found in the opportunity and risk report as well as in the chapter about the environment (see Materiality Matrix).

Long-term Growth

Long-term, stable growth forms the basis of Vonovia’s business model. It is legitimized by its social acceptance, by the demand among customers and by its room for maneuver within the overall political framework. Responsible and transparent corporate governance is an absolute must within this context.

Vonovia is a trusted and reliable partner – and would like to be seen as such by its customers, shareholders, business partners and employees, and by society and the general public at large. With a Code of Conduct, we provide the ethical and legal framework within which we act. It describes the conduct guidelines that apply with binding effect to Vonovia’s employees and managers and forms the basis for an open, appreciative and legally compliant corporate culture. The Code of Conduct features provisions on issues including environmental and health protection, respect for employee rights, dealing with conflicts of interest, and interacting with governments and public-sector agencies. Similar tools are also used at the BUWOG companies and Victoria Park AB and are tailored to reflect the specific requirements that apply in Austria and Sweden.

In order to be successful in the long run as a residential real estate company with an established place in society, Vonovia needs management and control bodies that can address and reflect the diverse nature of social interests. The corresponding diversity concept for the composition of the management and control bodies is set out in greater detail in the “Declaration on Corporate Governance” (see also chapter on corporate governance).

Compliance and Anti-corruption

Systematic adherence to all of the provisions and laws that apply to the company is essential in order for Vonovia to act as and be accepted as a reliable and trusted partner. A good compliance organization also makes a key contribution to a company’s sustainable development and value creation.

Through the corresponding monitoring of our compliance rules, we protect the integrity of employees, customers and business partners, and shield our company from negative consequences. These internal rules and Group guidelines – for example, to protect the capital market, ensure data protection, secure information, manage risks, fight corruption or set out guidelines on how to deal with donations and sponsoring – are based on the relevant statutory requirements, the Articles of Association and the rules of procedure for the Supervisory Board and the Management Board. Our compliance principles are also detailed in our Code of Conduct which is binding for all Group employees under the Group works council agreement.

Similar provisions are also in place at our subsidiaries of BUWOG in Germany and Austria and Victoria Park AB in Sweden. As a result of Vonovia’s expansion to include these companies – and to include the area of development – the internationalization and adjustment of our compliance rules forms a key part of our integration efforts. Our Compliance Committee, which meets multiple times a year (typicially once every quarter), is responsible for the ongoing further development of Vonovia’s compliance management system and its timely adjustment to reflect the latest requirements. Along with the compliance officer, the compliance managers and the ombudsperson, other members of the Compliance Committee include representatives from the areas of internal audit, risk management, HR management and the works council.

Vonovia’s employees undergo regular training on compliance issues. Procurement, for which the issue is particularly relevant, receives special training on corruption and criminal law pertaining to corruption. Managers can book compliance courses at the Vonovia Academy. A particular focal point in 2018 was the implementation of the EU General Data Protection Regulation. Extensive training sessions were conducted on this topic as well.

The Supervisory Board is also regularly and comprehensively briefed on the issues of compliance, corruption and existing guidelines and procedures. The Audit Committee receives a corresponding compliance report, which reports on suspected cases, measures and training offered on the issue of corruption.

In the 2018 fiscal year, there were isolated suspected cases of corruption, which we investigated diligently. None of the cases were confirmed. There were also several other non-material compliance violations or suspected cases. This clearly shows, however, that the system we have put in place is proving effective. Cases are reported and addressed and corresponding consequences ensue.

Adherence to Labor, Social and Environmental Standards in the Supply Chain

Vonovia is aware of the potential sustainability risks in the supply chain. The challenges primarily relate to compliance with labor and social standards in construction companies and their subcontractors. Since Vonovia conducts considerable trade-related construction work on its own through the technical service, most of the risks that could arise with external suppliers can be reduced from the outset. As it is less dependent on the offerings of external construction firms, Vonovia is able to exclude service providers that violate certain sustainability criteria.

Our Business Partner Code for subcontractors and suppliers sets out clear expectations regarding integrity, legal compliance and ethical conduct. It stipulates, among other things, that illicit employment must be ruled out, that the legal minimum wage must be paid and that valid German regulations on occupational safety and human rights must be observed. These obligations also apply to third parties – i.e. subcontractors of our contractual partners. The Code of Conduct performs the very same function at our subsidiary Victoria Park AB in Sweden. The BUWOG companies select their suppliers and service providers carefully, assess them and aim to establish long-term relationships to facilitate continuous improvement.

Construction managers in Germany maintain direct contact with subcontractors and have a clear picture of the persons working on construction sites. Compliance with the Business Partner Code can thus be largely verified within the scope of this working relationship. In addition, our procurement department holds annual reviews with key subcontractors.

In case of repeated violations of the Code or other legal provisions, we take appropriate steps, either significantly reducing the sales volume with the affected supplier or terminating the business relationship entirely. Vonovia did not learn of any significant cases of noncompliance in the reporting year.

A uniform supplier assessment system is currently being developed. The goal is for key suppliers to be evaluated by procurement as well as the Group’s departments in order to achieve transparency and to obtain a systematic overview of the performance and development of suppliers. As a result, no key performance indicator is available for this topic as yet. The aim is to develop this indicator as part of the supplier assessment system.

As Vonovia operates within a strictly regulated and controlled legal framework within the European Union, possible challenges relating to human rights are not considered to be material. Consequently, there is no explicit performance indicator for this topic. The procurement department, however, acts as a watchdog in this regard by selecting suppliers accordingly (see above) in order to ensure the protection of fundamental rights and adherence to the law. In the future, however, Vonovia will be making a voluntary commitment to the Federal Government’s national action plan and will be taking corresponding action.

Open Dialog With Society

Vonovia’s aim is to provide transparent reporting on the company and its activities and to maintain intensive dialog with its stakeholder groups. We seek to use ongoing, open and mutual dialog with society to help find common solutions to foster a good sense of community spirit within the properties that make up our portfolio.

The most important aspect in this respect is dialog with our customers (see the section entitled “Society and Customers”). We aim to establish dialog on location – be it via our caretakers, our rental offices as local ports of call, tenant meetings or parties – so that we can respond to our customers’ questions, concerns and requests as directly as possible.

In those cities in which we have a large portfolio and in which large-scale projects such as extensive modernization measures are on the horizon/underway, early communication and involvement is particularly relevant. We play a proactive role and talk to the local mayors – also at Management Board level. We involve residents by entering into dialog with renters’ associations and by getting involved in citizens’ forums and meetings with tenants.

Vonovia is involved in housing and real estate industry associations such as the German Association of German Housing and Real Estate Companies (Bundesverband deutscher Wohnungs- und Immobilienunternehmen [GdW]), the German Property Federation (Zentralen Immobilienausschuss e.V. [ZIA]) or the German Association for Housing, Urban and Spatial Development (Deutscher Verband für Wohnungswesen [DV]), allowing it to make a contribution to a strong real estate industry in Germany. We are also involved in a whole number of initiatives such as the “climate discourse” project of the state of North Rhine-Westphalia, KlimaDiskurs.NRW, or the dialog forum “Wirtschaft macht Klimaschutz” (Business for Climate Protection). In addition to these lobbies, we also engage in direct dialog with policymakers at municipal, state and federal level.

We maintain an ongoing and effective dialog with our investors and shareholders as well. In 2018, for example, we organized a Corporate Governance Road Show involving our new Chairman of the Supervisory Board Jürgen Fitschen and our largest investors. We also participate in a whole range of sustainability benchmarks and ratings, for example the EPRA Best Practices Recommendations on Sustainability Reporting, in respect of which we received a Gold Award in 2018 for our sustainability reporting in 2017. Participation in the CDP or the sector-specific GRESB rating also highlights our efforts to make our sustainability performance transparent.

We also want to strengthen dialog at international level. Both BUWOG Group GmbH in Austria – for example via its involvement in the Austrian climate protection initiative “klimaaktiv pakt2020” – and Victoria Park AB in Sweden attach just as much importance to open and transparent dialog with stakeholders as Vonovia does in Germany. We will continue to expand, and forge ahead with, cross-country dialog within this context.

Due to the diverse nature of the topics presented, it does not make sense to focus on a single performance indicator. On the contrary, this would restrict the management of the topic to an unnecessary degree. As a result, we have opted not to report a corresponding key performance indicator.