This is the ethical code for the good governance of FC Barcelona that was approved by the club board on September 2010
Futbol Club Barcelona is a private Catalan sports association made up of physical persons, and which is non-profit making and which features in the Generalitat de Catalunya Register of sports entities.
The proper management of a sporting institution requires the establishment of mechanisms to not only ensure that the objectives of its main activity are met, but also that the system used is fully respectful of good business practices.
Moreover, in particular reference to Futbol Club Barcelona, whose history and trajectory is of worldwide relevance as well as being firmly rooted in Catalan society, the way that its top management administrates and represents the club must respect certain ethical values that are in keeping with the social nature and principles that inspired it. Futbol Club Barcelona is “more than a club” and society expects its directors and managers to reflect the values that it represents.
Hence the need to create an Ethical Code (or code of good governance) to regulate, in material terms, the values that should inspire, in positive terms, proper governance and representation of the club and that outlines, in negative terms, the conducts that contradict these values. Bearing in mind the complex caustics of the present situation, a Control and Transparency Commission has been created to effectively define and interpret the application of the Ethical Code in consideration of pertinent and opportune criteria, and where necessary to advise which actions of governance and administration are opposed to these values.
II. Subjective scope
The Ethical Code must be applied to all people that corporately represent the club, i.e. the members of the Board of Directors and the Commissions (Economic, Disciplinary, Juridical, Social and Sports), plus all other staff working in Top Management.
III. Material scope
1.- All persons that assume responsibility for the Club must adjust their managerial style to and make decisions that strictly comply with the pertinent and opportune values.
2.- The intention must always be to achieve the main objectives of the Club’s activity (sporting success and the economic sustainability of the resources used), while always employing practises and behaviours that dignify the Club, its image and the values that it represents.
3.- In applying the aforementioned criteria the actions of the directors and executive must be adjusted to the following principles
3.1.- Legality: The actions of the Club representatives must observe what is established in the laws and regulations of the domestic and international organisations that defend and promote sport.
3.2- Honour and Service for members: The Club’s representatives must always act as the managers of assets that belong to the members. Therefore, they must manage the club honestly and efficiently and always in defence of the Club’s interests.
3.3.- Loyalty to the Club: Any action by a Club representative, either managerial or representative, must only and exclusively pursue the Club’s own interests. This loyalty is compatible with any discrepancy regarding the opinions among the Board of Directors and the Club’s other governing bodies, but the Club’s representatives must avoid, under all circumstances, the dissemination of news that could damage the good name and good image of the Club.
3.4.- Communication: The Club’s attitude will always be to provide extensive information on its activities, based on the transparency of its decision making processes.
3.5.- Participation: The Club will promote the greater participation of its members, by means of the Assembly, in decision making, in accordance with the nature of any given matter.
3.6.- Pluralism: The Club, in keeping with its history and Catalanness, and given the diversity of the ideas of its members, directors, players and employees, will preserve and respect pluralism, and will always strive to avoid any Club policies or actions that are of an exclusive nature.
3.7.- Austerity: Austerity, as a value of reference, will govern at all times the way the Club is managed and will be applied to all of the Club’s social and economic activities.
4.- The following practices are considered contrary to the aforementioned principles and values. 4.1.- Incurring in conflicts of interests, and if any should arise, the affected party should make them known and abstain from any involvement in the decision making process.
4.2.- Exerting influence over others in order for a decision to be made to one’s own benefit.
4.3.- The directors and members of commissions may not intervene in any area of management that is different to that which has been assigned to them without previously having received express authorisation for the party responsible.
4.4.- Contracting labour or trade with relatives up to four times removed, whether personally or through companies in which they have a stake or for which they work.
4.5.- Contracting of external services without this being adjusted to the principles of need, pertinence and opportunity.
4.6.- Acceptance of free gifts, presents, advantages or dispositions any further than those that could be used for club purposes. Neither may gifts be offered to third parties that have not been institutionally authorised.
4.7.- Incurring the Club in disproportional, sumptuous or unjustified expenses.
4.8.- Perception of commissions or any paid compensation.
4.9.- Payment of commissions that exceed or are marginal to those corresponding to authorised professionals.
4.10.- Exploitation of one’s position in the club to obtain personal or professional benefits when said benefits could involve damage to the Club.
4.11.- Failure to respect the confidentiality standards of the deliberations involved in decision making processes.
4.12.- Appearance in public, or even private, events that are contrary to the good image and prestige of Futbol Club Barcelona.
4.13.- Use of the Club’s goods and assets for one’s own benefit.
4.14.- Discrimination or improper treatment for reasons of gender, race, colour, nationality, belief, religion, political opinion, state, sexual orientation, disability or any other personal circumstance protected by law, with respect to all employees, directors, members or suppliers.
5.- The Ethical Code does not only require commitment to what is expressly contained within the same but also all consequences that are in good faith derived from that content.
6.- If the Club considers it pertinent and opportune for any decision to be made that does not observe the practices defined in the previous section, a written report shall be required previously and perceptively by the Control and Transparency Commission. Once this report has been issued, the Club’s Board of Directors will adopt the decision it feels to be the most appropriate.
IV. Formal scope
In order to control compliance with the material content of the Ethical Code, a Control and Transparency Commission is set up with the power to interpret, assess and advise the Board of Directors and the Members’ Ombudsman regarding conduct that does not respect the same.
This will be formed by 5 members designated by the Board of Directors for a period of six years to coincide with the mandate of the Board of Directors itself.
Its duties are those that enable it to undertake its work. These include:
Issue of reports on the questions that the Board of Directors presents for assessment or judgement or that require a prior and favourable report.
Acceptance or rejection on good motive of any complaints that are formulated by the Board of Directors, by a member of the same or by the commissions ascribed to the Board of Directors, by the Ombudsman or by any employee with respect to actions carried out or decisions made and to issue a report on the question that was the subject of the complaint, advising, if necessary, of the behaviours that are not in keeping with the material content of the Ethical Code.
Obtainment of information for the issue of said reports.
Reporting to the General Assembly on the actions carried out during the period.
Promotion of modifications to the Ethical Code, which in all cases must be approved by the Club’s General Assembly.
This Commission’s actions must be guaranteed in full respect of the principles of the independence of its members and the confidentiality of its deliberations.