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Governance and ethics

Committed to transparency

We actively promote a culture of transparency and integrity based on ethical behavior and compliance with the law. Our Code of Conduct is the cornerstone of that effort. We also have a Compliance Line available in nine languages to allow employees, customers, suppliers and other interested parties to report, on a confidential basis, any conduct contrary to the Code of Conduct or its principles.

Reports may be sent in writing through an electronic report generated via our Compliance Line

Or by calling the toll-free numbers available around the clock in each country.

Transparency and ethics

Business conduct

We have an active Business Conduct Compliance Program throughout the organization which fosters a culture of ethical conduct. Employees are expected and trained to be responsible for the decisions in their daily work and we require strict compliance to laws and regulations at all levels.

We have implemented a framework of preventive measures to fight corruption and bribery. The Compliance Program has stringent and consistent risk assessments, enabling us to identify and prevent breaches.

We ensure relevant policies and procedures are communicated throughout our organization by applying internal communication channels and through frequent training.

Employee Code of Conduct

The compliance program for our employees aim to minimize risks and foster a culture centered around ethical conduct.

Select a language and download the code of conduct

SELECT YOUR LANGUAGE

Supplier Code of Conduct

The compliance program for our suppliers of both goods and services aims to minimize risks and foster a culture centered around ethical conduct for partners and representatives of Tenaris.

Select a language and download the code of conduct

SELECT YOUR LANGUAGE

Investors Code of Conduct

Code of Ethics for Senior Financial Officers

This code of ethics applies to our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions and is intended to supplement our Code of Conduct.

Respecting people's dignity and rights

Human Rights and Modern Slavery Statement

We act in compliance with the Universal Declaration of Human Rights, the principles articulated in the International Labour Organization’s Declaration of Fundamental Principles and Rights at Work and the United Nations Global Compact, and all human rights laws, rules and regulations applicable in the jurisdictions where it conducts its business.

Governance

We are a global company with our holding company organized under Luxembourg law. Our ADSs trade on the New York Stock Exchange and share on the Italian Stock Exchange and the Mexican Stock Exchange. Responsibility for Tenaris management resides with our board of directors, comprised of 11 directors, five of which qualify as independent under applicable US securities regulations and four who qualify as independent under the company’s articles.

Summary of the significant ways in which our corporate governance practices differ from the corporate governance standards required for controlled companies by the exchanges on which our shares trade.

Share capital and votes

  • Number of issued shares: 1,180,536,830

    Each share is of par value U.S.$ 1.00 per share and entitles the holder thereof to one vote at Tenaris's general shareholders' meetings.

     

  • Registered major holders

    The following holders have notified Tenaris of holdings in excess of 5% of its voting rights:

    HOLDER: San Faustín S.A.
    NUMBER OF SHARES: 713,605,187
    PERCENTAGE OF SHARE CAPITAL: 60.45

    San Faustin owns all of its shares in the Company through its wholly-owned subsidiary Techint Holdings S.à r.l. The Dutch private foundation (Stichting) Rocca & Partners Stichting Administratiekantoor Aandelen San Faustin ("RP STAK") holds voting rights in San Faustin sufficient to control San Faustin. No person or group of persons controls RP STAK.

     

  • Important notice under Luxembourg law

    Under Luxembourg legislation implementing the EU Transparency Directive, each investor in Tenaris’s securities should notify Tenaris and the Luxembourg securities commission (the CSSF) on an ongoing basis whenever the proportion of Tenaris’s voting rights held or controlled by such investor reaches, exceeds or falls below any of the following thresholds: 5%, 10%, 15%, 20%, 25%, 33.33%, 50% and 66.66%. The number of securities and votes set forth above should be used for purposes of determining whether an investor reaches or exceeds each such threshold.

    Any such notification to Tenaris under the Luxembourg Transparency Law or its regulations should be made in writing no later than six trading days following the date of the transaction giving rise to the notification obligation, or four trading days following Tenaris’s announcement of an amendment to the total number of voting rights outstanding, using special forms (ANNEXE A and  ANNEXE A bis) and sent electronically to investors@tenaris.com or by post to:


    Tenaris S.A.
    26, Boulevard Royal
    L-2449 Luxembourg
    Att: Company Secretary

    Any notification to the CSSF shall be made in accordance with CSSF regulations, including Circulaires CSSF 08/337 and CSSF 08/349, as amended.

    This information does not constitute legal advice. Investors are encouraged to seek advice of counsel in connection with their obligations under applicable law and the consequences of failing to comply with any such obligations.

  • Annual General Meeting of Shareholders

    Visit our Investor Relations site for an archive of our meetings.

    Annual General Meeting

    General Meeting of Shareholders

  • Share transactions by management

    Transactions by persons discharging managerial responsibilities 

     

Paolo Rocca Tenaris President & CEO
Our mission is to deliver value to our customers through product and process innovation, manufacturing excellence, supply chain integration, technical assistance and customer service, aiming to reduce risk and costs, increase flexibility and improve time-to-market. Wherever we operate, we are committed to safety and minimizing our impact on the environment, providing opportunities for our people, and contributing to the sustainable development of our communities.
Paola Mazzoleni Chief HR Officer
The current generation of young people is looking for interesting, challenging work - it's no longer about simply a steady job. When they look at Tenaris, they find a company that will motivate and challenge them to go the extra mile in each stage of their careers.
Alejandro Lammertyn Chief Digital and Planning Officer
We are improving the capture and use of data throughout our entire industrial system and integrating our systems with those of our customers. With these innovations, we are creating a new way of working.
Internal controls

Audit committee

Our board of directors has an audit committee with four independent members. Its charter includes oversight of the integrity of our financial statements; the effectiveness of internal controls, risk management and internal audit over financial reporting; and the independence and performance of external auditors.

In addition, the audit committee is required to review material transactions with related parties in order to determine whether their terms are consistent with market conditions or are otherwise fair to the company and/or its subsidiaries.

Managing risks

Risk committee

We have established a process of risk identification and management. At the helm of the processes is our Critical Risk Committee (CRC), which is tasked with assisting the board of directors, the audit committee and the CEO in the oversight and monitoring of risks, the development of mitigating actions and the monitoring of action plans.

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