CHAPTER 1 - THE CODE OF ETHICS
1.1 INTRODUCTION
BRESCANCIN SRL, with the firm intention of ensuring maximum correctness and transparency in the management of its activities and to protect the image and reputation of the Company, has prepared this Code which clearly defines the set of shared values, rules and principles of conduct which, since its establishment, have shaped its relationships with staff and third parties and which characterise the performance of corporate activities.
The Code of Ethics is a useful tool for preserving the value and integrity of the company over time.
It is a set of positive principles and rules of conduct that the company BRESCANCIN SRL has chosen to adopt as a concrete expression of its intentions towards the subjects with which it comes into contact.
The Code is a point of reference for everyday work.
In fact, all actions or relationships between people and towards the outside world have effects on the company, both positive and negative.
Professional integrity, honesty, and respect for commitments are behaviors that bring trust to the company. Violation of these values, recognized by the community and the market, any incorrect or unlawful actions, can cause damage that is difficult to repair.
Damage of various types: of image, for example, but above all of reputation and credibility, which can have implications that endanger the trust of customers, suppliers and the people who work at BRESCANCIN SRL.
Respect for the Code of Ethics and the constant application of its principles can avoid all of this. The Code of Ethics also aims to help people identify ambiguous or potentially risky situations that may arise in carrying out activities, but also relationships or behaviors that are not perfectly clear that may damage the Company.
Thoroughly knowing the Code of Ethics is therefore a duty, just as it is a duty to apply it. The reputation and success of the company are the result of the attention of each and every one, together.
This Code, an essential element in the prevention of the crimes provided for by Legislative Decree 8 June 2001, n. 231, while providing a wide range of guidelines in reference to the standards of integrity and business conduct, is not to be considered a substitute for the responsibility and commitment of each individual to operate with common sense.
The Code represents, in fact, a guide and support to pursue the mission of the Company in the most effective manner. BRESCANCIN's human resources, at every hierarchical level or functional responsibility, as well as third-party collaborators, are therefore required to scrupulously observe the norms and rules of conduct contained in this Code.
The Code of Ethics, also prepared pursuant to and for the purposes of Legislative Decree 231/2001, aims to characterize operations, behaviors and the way of working with correctness, fairness, integrity, loyalty and rigor both in internal relations within the Company and in relations with external parties, placing compliance with company procedures at the center of attention. The Company Administrator, adapting to the most advanced corporate governance standards, adopts the Code in order to establish the aforementioned ethical principles.
The Company carefully monitors compliance with the Code of Ethics, preparing adequate information, prevention and control tools and ensuring the transparency of operations and behaviors carried out, intervening, if necessary, with corrective actions and adequate sanctions.
1.2 RECIPIENTS OF THE CODE
The Code of Ethics is addressed to all those who, as employees, collaborators or consultants, establish direct or indirect relationships or relations with the Company, in a stable or temporary manner or in any case operate to pursue the company's objectives.
Recipients who violate the principles and rules contained in this Code, damage the relationship of trust established with the Company. All recipients are required to know the Code of Ethics, to contribute to its implementation, improvement and dissemination. The Company undertakes to distribute a copy of this Code to all employees and collaborators and to disseminate its contents and objectives.
Compliance with the law, regulations, statutory provisions, ethical integrity and correctness are a constant commitment and duty of all those who operate in the organizational structure of the Company.
BRESCANCIN, by virtue of its public role, pursues the constant improvement of the quality of its services, activating, in compliance with current legislation, management and operational solutions capable of guaranteeing environmental protection and ecological balance, with a view to sustainable development and safeguarding the health and safety of citizens and its workers.
All actions, operations and negotiations carried out and, in general, the behaviors implemented in the performance of work activities, are inspired by the utmost correctness, completeness and transparency of information, legitimacy in terms of form and substance and clarity and truthfulness of accounting documents according to current regulations and internal procedures.
All BRESCANCIN activities must be carried out with commitment and professional rigor, with the duty to provide professional contributions adequate to the functions and responsibilities assigned and to act in a way that protects the prestige and reputation of the Company.
The company's objectives, the proposal and implementation of projects, investments and actions, must all be aimed at increasing the Company's patrimonial, managerial, technological and cognitive values in the long term, as well as the creation of value and well-being for all stakeholders.
Anyone who operates in the organizational structure of BRESCANCIN, without distinctions or exceptions, must conform their actions and behaviors to the principles and contents of the Code within the scope of their functions and responsibilities, in the awareness that compliance with the Code is an essential part of the quality of work and professional performance. Relationships between all those who operate at every level in the Company must be based on criteria and behaviors of honesty, fairness, collaboration, loyalty and mutual respect. In no way can the belief of acting to the advantage or in the interest of the Company justify, even in part, the adoption of behaviors that conflict with the principles and contents of the Code.
Corruption practices, illegitimate favors, collusive behavior, solicitations, directly and/or through third parties, of personal and career advantages for oneself or for others, are prohibited without exception.
CHAPTER 2 - GENERAL PRINCIPLES OF CONDUCT
2.1 PRINCIPLES
All actions and operations performed and the behaviors of each of the Recipients in carrying out their function or assignment are inspired by legitimacy in terms of form and substance and by the protection of the Company, according to the current regulations and internal procedures, as well as by correctness.
In carrying out the company mission, the behaviors of all Recipients of this Code must be inspired by the ethics of responsibility.
The company has as an essential principle the observance of laws and regulations in force in Italy and in the European Union.
The recipients of the Code of Ethics are required to comply with the legislation in force; under no circumstances is it permitted to pursue or achieve the interests of the company in violation of the laws.
Therefore, all activities carried out by the recipients must be carried out with professional commitment, moral rigor and managerial correctness and the behaviors and relationships of all those who in various capacities operate in the interest of BRESCANCIN, inside and outside the same, must be inspired by transparency, correctness and mutual respect.
Moral integrity is a constant duty of all those who work for BRESCANCIN and characterizes the behaviors of its entire organization.
Whoever works in BRESCANCIN must at all times develop the work with diligence, must act responsibly and with specific preparation, respecting, as is appropriate, the technical professional level required by the assignment.
Furthermore, he must at all times and in all circumstances take every reasonable precaution to avoid dangers of death, injury or damage to health to third parties as well as material damage resulting from a professional failure deriving from his work; he is responsible for the organization and execution of his assignments.
Correctness
The principle of correctness implies respect for rights, even under the profiles of privacy and opportunities, as well as the laws in force aimed at protecting the individual personality of all subjects involved in their work and professional activity.
This also requires the elimination of any discrimination and any possible conflict of interest between employees and BRESCANCIN.
Loyalty, Transparency and Respect for the Person
The principle of loyalty requires the Recipients of this Code of Ethics to direct their activity exclusively to the pursuit of the company's objectives.
The principle of transparency is based on the truthfulness, accuracy and completeness of information both outside and inside the company.
The relationship between BRESCANCIN and the Recipients of the Code of Ethics is based on loyalty, transparency, respect and mutual trust, also guaranteed by the commitment to fully comply with the obligations respectively assumed with the employment contract and with any other form of contractual relationship as well as the content of this Code of Ethics.
The company places among its principles that of Respect for the Person. The centrality of the person is expressed through the valorization of its collaborators and colleagues, respecting their rights, physical, cultural and moral integrity; through the attention paid to the needs and requests of customers and through fairness towards all stakeholders.
Honesty and spirit of service
Honesty is one of the fundamental principles that must permeate the activities and all the operations of the company. All recipients of the Code are required to act "ethically" i.e. based on the criteria of loyalty and fairness towards all collaborators and in general with stakeholders. The spirit of service is understood as sharing of corporate values by everyone.
Competition
BRESCANCIN intends to develop the value of competition by adopting principles of fairness, fair competition and transparency towards all operators present on the market.
Sustainability
One of the cornerstones of BRESCANCIN is to maintain and consolidate a strategy based on sustainable development, i.e. a strategy capable of coordinating the economic, environmental and social dimensions in a balanced way, with particular attention to environmental protection and minimizing environmental impact risks.
Efficiency
The principle of efficiency, closely linked to the company's strategy, presupposes that in every activity, cost-effectiveness is pursued in the management of resources, in compliance with the customer's needs, according to the established quality standards.
Confidentiality
Each employee and collaborator must ensure the confidentiality required by the circumstances for each piece of information learned by virtue of their work function.
2.2 ENVIRONMENTAL PROTECTION
The Company considers environmental protection as one of its priority commitments; it promotes respect for the environment by identifying it as a qualifying and rewarding element for every type of project.
To this end, it plans its activities by seeking a balance between economic initiatives and environmental needs, in compliance with the applicable provisions of law and regulations, providing maximum cooperation to the public authorities responsible for verifying, monitoring and protecting the environment.
To this end, the Company undertakes in particular to:
- comply with the applicable legislative requirements and with the additional requirements of regulations signed and concerning the environmental aspects of the company;
- promote training and awareness/responsibility activities of its personnel regarding environmental issues and the concept of sustainable development;
- ensure cooperation with other local and control bodies;
- adopt specific procedures to minimize environmental impacts arising from possible emergency situations both at the production/operational site, and at customers/producers, and in the territory during waste transport operations;
- limit the consumption of raw materials and energy to a minimum;
- follow environmental protection criteria in all political and administrative choices.
BRESCANCIN is also committed to motivating and raising awareness among all company employees by promoting a positive attitude and increasing their sense of responsibility towards the environment.
2.3 HEALTH AND SAFETY PROTECTION
BRESCANCIN, aware of the importance of ensuring the best health and safety conditions in the workplace, is committed to spreading and consolidating a culture of safety by developing risk awareness, promoting and demanding responsible behavior among its employees, using appropriate preventive actions, in order to preserve the safety, health and well-being not only of its staff, but of all those who visit its premises.
All activities of the Company and of the individual employee must be oriented towards respecting and protecting safety in the workplace, scrupulous compliance with the rules and obligations deriving from the reference legislation on safety, as well as compliance with all measures required by internal procedures and regulations.
The Company, in conducting its business, attributes significant value and implements concrete measures to ensure the best working conditions for its staff, committing to:
- fully comply with applicable legislation and remain faithful to the objectives that the company has decided to pursue;
- commit to the prevention of accidents and occupational diseases, including a commitment to continuously improving the management system for health and safety in the workplace and its performance;
- create and maintain a safe working environment, compatible with the needs of individuals and equipped with suitable equipment;
- train and educate people regarding the risks and emergencies they may encounter and the protective devices available;
- extend protection to those who have relationships with the Company, in the face of health and safety risks arising from activities that fall under the Company's responsibility;
- prevent risk situations and any damage to people, property and environmental resources, which may be determined by any reasonably foreseeable cause and within the Company's competence;
- allocate the necessary resources and foresee their availability and the right level of competence.
2.4 PROTECTION OF COMPANY ASSETS
Each recipient is responsible for the protection and conservation of company assets, both tangible and intangible, entrusted to them for the performance of their duties, as well as for their use in a proper manner and in accordance with company purposes.
2.5 ACCOUNTING AND MANAGEMENT PROTECTION
The Company is aware of the importance of truth, transparency, accuracy, completeness and compliance with current regulations of accounting information.
The financial statements, reports and corporate communications required by law must be drawn up, in compliance with the provisions of the code and accounting principles, with clarity and transparency and represent the company's financial and equity situation in a correct and truthful manner. To this end, it is equipped with administrative accounting systems suitable for correctly representing management facts and providing the tools to identify, prevent and manage, to the extent possible, financial and operational risks, as well as fraud to the detriment of the Company.
The operational procedures in the administrative and accounting field, aimed at preventing prejudicial events and consequent potential negative impacts on the company's situation, are inspired by the Code of Ethics.
The Administrator, employees, collaborators, each within the scope of their respective skills and functions, are required to strictly observe the operational accounting and management procedures, which must regulate the performance of each operation and transaction, of which the legitimacy, authorization, coherence, congruity, correct registration and verifiability must be detectable, also in terms of the use of financial resources.
Those who are entrusted with the task of:
- keeping accounting records;
- supporting and/or drawing up the financial statements;
- archiving accounting documentation;
are required to carry out their task accurately, completely, truthfully and transparently and to allow any checks by persons, including external ones, appointed for this purpose.
Accounting records must be based on precise and verifiable information and must fully comply with the operating procedures in accounting matters.
Each entry must allow the relative transaction to be reconstructed and must be accompanied by adequate documentation.
All actions regarding the company's activity must be the result of adequate records that allow checks and controls to be carried out on the decision-making, authorization and execution process.
Therefore, those who are directly or indirectly involved in the activity of preparing the financial statements or other similar documents are required to fulfill their role accurately, completely, truthfully and transparently and to allow any checks by persons appointed for this purpose.
Any behavior aimed at preventing or hindering the performance of control or audit activities attributed to members, corporate bodies, public supervisory authorities, institutions or entities in the performance of their respective activities and functions, towards which maximum collaboration and transparency are guaranteed, is prohibited.
Recipients who become aware of omissions, falsifications, alterations, incompleteness or negligence in the information and documentation of support are required to report the facts to their superior or to the Supervisory Body (if any).
BRESCANCIN is required by law to maintain accounting records, records and accounts that accurately and fairly reflect all transactions: dispositions of assets and other events that are subject to specific regulatory requirements on accounting records, including generally accepted accounting principles and other rules, regulations and criteria applicable to the preparation of financial statements and the preparation of periodic reports filed with public authorities.
Reports, accounting records and all documents of the Company must accurately and clearly represent the relevant facts and the true nature of transactions, and report all material facts of a transaction without omitting any information that would be relevant in interpreting their content.
Under no circumstances shall there be any unrecorded liabilities or funds of the Company, regardless of the purpose of such liabilities or funds, nor any incorrect or inaccurate entries intentionally recorded in the books of the Company.
No payment on behalf of the Company may be approved or made with the intention, understanding or knowledge that any part of the payment will be used for any purpose other than that described in the payment supporting documentation. Furthermore, intentionally incorrect accounting classifications constitute unacceptable accounting practices that are expressly prohibited.
Finally, adequate record keeping and documentation is required in accordance with applicable laws and regulations, as well as company procedures.
2.6 PROTECTION OF SHARE CAPITAL
BRESCANCIN's organizational system must ensure the application of the principle of separation of duties, whereby the authorization to carry out a transaction must be under the responsibility of a person other than the person who accounts for, operationally executes or controls the transaction: it is preferable that no one can independently manage an entire process.
Furthermore, it is necessary that:
- no one is granted unlimited powers;
- powers and responsibilities are clearly defined and known within the organization;
- authorization and signature powers are consistent with the assigned organizational responsibilities.
The company assets must be managed correctly and honestly, and therefore the Administrator, employees, collaborators and shareholders must contribute to protecting their integrity.
Therefore,
- the company assets, assets, credits and shares must be valued correctly, not attributing to them higher or lower values than those due;
- illicit operations cannot be carried out on the share capital and in particular the obligations/prohibitions indicated below must be respected:
> the share capital cannot be increased except in the face of profits actually achieved or through contributions of own resources by shareholders;
> profits or advances on profits not actually achieved or allocated by law to reserves, or unavailable reserves, cannot be distributed;
- the share capital can be reduced outside the mandatory cases (losses and write-downs), if suitable guarantees have been provided to creditors and after notification to the Supervisory Body (if present) which will formulate a non-binding opinion. Furthermore, anyone who acts as a Director must promptly call the meeting within the terms provided for by law or by the bylaws, or within any other term inferable from the law.
No one must try to influence the regular conduct of company meetings, misleading or leading others into error.
Anyone who finds themselves in a position where they cannot or must not exercise their vote must notify the Supervisory Body (if present).
Any person who is aware of the aforementioned impediments, even if they refer to third parties, will be required to notify the competent bodies invested with the necessary powers to carry out fact-finding investigations in this regard.
The Director must inform their behavior in good faith and correctness, and in particular is required to:
- carry out his/her duties diligently and in compliance with the criterion of collaboration with the other corporate bodies;
- promptly communicate to the Supervisory Body (if present) any behavior that appears to be in conflict, even if only potentially, with the legislative provision, protecting the integrity of the company assets and regardless, where required, of the shareholders' interest in the return of contributions;
- verify the Company's financial status, especially with reference to the accuracy and truthfulness of the data reported therein, before proceeding with the distribution of profits and reserves;
- keep confidential the information and documents acquired in the performance of their functions and not to use such information to their own advantage.
2.7 GIFTS AND FORMS OF BENEFITS
The Recipients of the Code must not accept, even on holidays, gifts or other benefits related to their professional activities unless they are modest in amount.
The Recipients who, in the exercise or performance of the duties for which they are responsible, receive gifts or other benefits of modest amount, are in any case required to promptly notify the company management: the latter will assess the appropriateness (consulting if necessary with the Supervisory Body - if present), and if necessary requesting the return of the gift.
The Recipients refrain from practices not permitted by law, by commercial practices or by any ethical codes of companies or entities with which they have relationships, which do not comply with current regulations.
Shareholders, Business Partners, Customers, Suppliers and all those who, in various capacities, come into contact with the Company will therefore contribute to the consolidation of a corporate image faithful to the values of transparency, correctness and loyalty.
2.8 CONFLICTS OF INTEREST
BRESCANCIN recognizes and respects the right of its personnel to participate in investments, business or other activities outside of those carried out in the interest of the Company, provided that these are activities permitted by law and compatible with the obligations undertaken towards the Company itself.
The Recipients act loyally, in good faith, with diligence, efficiency and correctness, basing their conduct on mutual cooperation and collaboration, in compliance with internal procedures and making the best use of the tools and time at their disposal and assuming the responsibilities associated with the obligations. The activity of each individual is inspired by the desire to increase their skills and improve their professionalism.
Every activity carried out on behalf of the Company is aimed exclusively at satisfying its interests. Therefore, any situations of conflict between personal interest and that of the Company must be avoided or, at least, communicated in advance: since conflicts of interest often correspond to violations of existing laws.
In particular, avoid that participation in entities, associations may create a conflict of interest with the activity of the Company as well as all those situations that may create conflicts of interest.
In any case of doubt, consult your hierarchical superior or the Administrator to clarify whether you are in a situation that could potentially cause a conflict of interest.
All the following activities that could represent an actual or perceived conflict of interest are prohibited:
- having a significant financial interest or an obligation towards any external company, which is or seeks to do business with BRESCANCIN or which is an actual or potential competitor of the same;
- performing the function of administrator, manager or any other management or consultancy function for any actual or potential competitor of the Company or participating in activities that are directly competitive with those in which the Company is engaged;
- carry out significant activity on behalf of BRESCANCIN with an external company that is or seeks to do business with the Company if a close relative of the collaborator is a director, manager or employee of that company;
- use their position in the company or information or business opportunities acquired in the exercise of their duties, to their own or third parties' undue advantage;
- receive any loan or advance from the Company, or benefit from a guarantee by the Company, on a loan or advance from a third party, with the exception of customary advances falling within ordinary business or approved by the Supervisory Body (if any).
In any case, the Recipients of BRESCANCIN are required to avoid all situations and activities in which a conflict with the interests of the company may arise or which may interfere with their ability to make, impartially, decisions in the best interest of the company and in full compliance with the principles and contents of the Code or, in general, to fulfill exactly the functions and responsibilities covered.
Any situation that may constitute or determine a conflict of interest must be promptly communicated to one's manager or to the Supervisory Body (if present) or, in the case of top management, the communication must be addressed to the Administrator; similarly, the person involved must promptly refrain from intervening in the operational/decision-making process until the superior in a managerial position or the Supervisory Body (if present) does not:
- identify the solutions operational measures aimed at safeguarding, in the specific case, transparency and correctness of conduct in carrying out activities;
- transmits to the interested parties - and for information to their hierarchical superior, as well as to the Body (if present) - the necessary written instructions;
- archives the documentation received and transmitted.
CHAPTER 3 - CRITERIA OF CONDUCT WITH STAKEHOLDERS
3.1 RELATIONSHIPS WITH EMPLOYEES
BRESCANCIN recognizes the centrality of human resources and the importance of establishing and maintaining relationships with them based on mutual trust. Each employee in carrying out their duties is required to comply with the rules of this Code, without prejudice to the discipline of the employment relationship governed by national and company bargaining, as well as any other special legislation.
It is BRESCANCIN's policy to promote an internal climate of civil coexistence in which each employee interacts with other colleagues, honestly, with dignity and mutual respect.
Each human resource is required to carry out their duties responsibly, honestly, diligently and with good judgment, in accordance with the procedures and guidelines established by the Company. BRESCANCIN intends to adhere to the highest ethical standards in the conduct of its business and it is therefore a duty for everyone to avoid situations of conflict of interest or other situations that could be potentially harmful to the Company. It is therefore appropriate to avoid even the appearance of a lack of integrity.
Personnel selection and management
The evaluation of the personnel to be hired is carried out based on the correspondence of the candidate profiles with those expected and with the company's needs, in compliance with equal opportunities for all interested parties. The information requested is strictly linked to the verification of the aspects provided for by the professional, judicial and family profile.
Upon establishing the employment relationship, the employee must receive comprehensive information and training regarding the characteristics of the tasks and function, the regulatory and remuneration elements and the regulations and behaviors for the management of risks associated with personal health.
All staff must be hired with a regular employment contract in accordance with legal obligations, and no form of irregular work or work that does not comply with current legislation is tolerated.
BRESCANCIN avoids any form of discrimination against its employees. In the context of personnel management and development processes, as well as in the selection phase, decisions taken are based on the correspondence between the expected profiles and those possessed by the employees and/or on merit considerations.
Integrity and protection of the person
BRESCANCIN is committed to protecting the moral integrity of employees by guaranteeing the right to working conditions that respect the dignity of the person.
For this reason, it protects workers from acts of psychological violence, and combats any attitude or behavior that is discriminatory or harmful to the person, their beliefs and preferences.
Sexual harassment is firmly condemned and behavior or speech that may disturb the sensitivity of the person must be avoided.
Any employee who believes he or she has been subjected to harassment or discrimination based on age, gender, sexuality, race, health, nationality, political opinions, or religious beliefs may report the incident to the Supervisory Body (if any) or other designated bodies, which will assess whether there has been an actual violation of this Code.
Employee duties
The employee must act loyally in order to comply with the obligations signed in the employment contract and the provisions of this Code, ensuring the performance required.
The employee must know and implement the provisions of company policies on information security to ensure its integrity, confidentiality and availability. He or she is required to prepare his or her documents using clear, objective and comprehensive language, allowing for any checks by internal or external parties authorised to request them.
Each employee is required to safeguard the company's assets, by safeguarding the movable and immovable assets, technological resources and IT media, equipment, company products, information and/or know-how of the Company.
In particular, each employee must:
- operate diligently to protect company assets, through responsible behavior and in line with the operating procedures established to regulate their use, scrupulously observing all security programs to prevent unauthorized use or theft;
- avoid improper use of company assets for purposes contrary to mandatory regulations law, public order or morality, as well as to commit or induce the commission of crimes and/or in any case racial intolerance, glorification of violence or violation of human rights;
- ensure that the vehicle has been equipped, before the transport phase, with all the authorizations, PPE and equipment as required by law;
- obtain the necessary authorizations in the event of use of the asset outside the company.
Employees are required to maintain the confidentiality of news and/or information of a confidential nature acquired from customers, suppliers, competitors or which they otherwise have access to by virtue of their function in order to ensure maximum confidentiality regarding Company documents and information (including projects, proposals, strategies, negotiations, understandings, commitments, agreements, contracts in the process of being finalized, financial projections, pricing policy and customer lists).
Therefore, they cannot reveal to competitors of the Company where they work, to third parties (including family members and friends) or make improper use of confidential information of which they have become aware unless this is required by law or by the judicial authority.
Finally, disclosure of information about the Company to third parties is prohibited, unless it has been made public. It is also prohibited to discuss confidential business of BRESCANCIN in public or in any case in places open to the public and where third parties may be present.
All those who, with respect to Public Contracting Bodies and the Public Administration in general, operate in the name and on behalf of the Company, are required to diligently keep all documentation relating to the activity performed, refraining from offering, to their interlocutors, money or any other type of benefit or not establishing an illicit personal relationship of favor, capable of influencing the outcome of the relationship.
3.2 CUSTOMER RELATIONS
Relationships with customers are based on the full satisfaction of their needs with the aim of creating a solid relationship inspired by the principles of correctness, honesty, efficiency and professionalism.
The company expresses its primary interest in:
- full satisfaction of customer needs;
- understanding the needs of real and potential customers to best satisfy them compatibly with the available resources and the external constraints imposed;
- optimizing services on the territory by coordinating them in order to extend their usability and integration with other services that the company itself intends to introduce.
The Company is convinced that customer satisfaction is based on values such as:
- Attention: identifying needs, even unexpressed ones, expanding the listening channels and establishing a relationship of mutual trust;
- Credibility: keeping faith with every commitment made by behaving consistently with what has been declared;
- Transparency: informing the customer about the service offered in order to make him aware of the choices he can make;
- Flexibility: adapting promptly to dynamically evolving needs;
- Courtesy: treating Customers with respect and with the awareness that their satisfaction is vital to the well-being of the company.
Contracts and communications to Clients and customers must be based on:
- full transparency and correctness;
- compliance with the law and regulations in force, without resorting to evasive or otherwise unfair practices;
- completeness, so as not to overlook any element that is relevant to the Client or the customer;
- independence from any form of conditioning, whether internal or external.
The behavioral style of the BRESCANCIN company towards Clients, their representatives and customers in general is based on availability, respect and courtesy, with a view to a collaborative and highly professional relationship.
BRESCANCIN is committed to always responding to customer suggestions and complaints using suitable and timely communication systems.
3.3 RELATIONS WITH SUPPLIERS
It is the Company's policy to negotiate in good faith and transparently with all potential suppliers and to avoid even the appearance of engaging in unjustifiably partial negotiations or any logic motivated by favoritism or dictated by the certainty or hope of obtaining advantages, even with reference to situations unrelated to the supply relationship, for itself or for the Company.
BRESCANCIN brings the content of this Code of Ethics to the attention of the main suppliers, through the dissemination of the same.
Suppliers are required to comply with:
- applicable laws, uses and customs;
- to conform to the principles of this Code of Ethics;
- to comply with the legislation in force on employment, with particular attention to child labour and the provisions of the law on health and safety;
- not to support in any way, either directly or indirectly, mafia or terrorist associations;
- to guarantee respect for workers' human rights.
Violations of the general principles of the Code by suppliers entail the right for the Company to activate express termination clauses included in individual supply contracts together with the provision of specific declarations regarding knowledge of the principles contained in the Code and the assumption of the obligation to respect such principles.
3.4 RELATIONS WITH THE PUBLIC ADMINISTRATION
BRESCANCIN's relations with the Public Administration must be inspired by the most rigorous observance of the applicable legal and regulatory provisions and cannot in any way compromise the integrity and reputation of the Company.
The assumption of commitments and the management of relationships, of any kind, with the Public Administration are reserved exclusively to the company units responsible for this and duly authorized. In any case, during a business negotiation or relationship, including commercial, with the Public Administration as well as in the event of checks/inspections/verifications by the competent Authorities from time to time, BRESCANCIN undertakes to:
- not offer work and/or commercial opportunities to the Public Administration personnel involved in the negotiation, in the relationship or in the checks/inspections/verifications, or to their family members;
- not offer, directly or through third parties, sums of money, freebies, presents or benefits of any kind and amount to Public Administration personnel, or to their family members, with whom the Company has commercial relations, to compensate or repay them for an act of their office or to achieve the execution of an act contrary to the duties of their office;
- not improperly influence the decision-making autonomy of the institution concerned or of the officials who deal with or make decisions on its behalf;
- not solicit or obtain confidential information that compromises the integrity or reputation of both parties.
During the negotiation of public contracts, no employee or collaborator:
- may exchange information on offers and/or enter into agreements with other participants, even if they are commercial partners;
- may send false or artfully formulated documents, certify non-existent requirements or give untrue guarantees;
- may direct the contents of the service offered in their own interest and to the detriment of the Public Administration.
BRESCANCIN, if it deems it appropriate, may support programs of public bodies intended to achieve utilities and benefits for the community, as well as the activities of foundations and associations, always in compliance with current regulations and the principles of this code.
If employees receive explicit or implicit requests for benefits of any kind from the Public Administration or from natural or legal persons acting under or on behalf of the Public Administration, they must immediately suspend all relationships and inform their hierarchical superior or competent company function.
The provisions indicated above must not be circumvented by resorting to different forms of aid and contributions which, under the guise of assignments, consultancy, advertising, sponsorships, entertainment expenses, etc., have purposes similar to those prohibited in this paragraph.
3.5 RELATIONS WITH THE JUDICIAL AUTHORITY
The Company operates, in carrying out its specific activities, in a lawful and correct manner, collaborating with the Judicial Authority and the Bodies delegated by the same, if investigations are carried out against them.
To this end, the Recipients are required, if requested, to provide truthful, transparent and exhaustively representative testimonies of the facts, not adopting omissions in the presence of a legal obligation to act.
In the event of inspections, all existing documentation will be made available to the Judicial Authority with the absolute prohibition of destroying or altering records, minutes, accounting records and any type of document, as well as lying or persuading others to do so.
3.6 RELATIONS WITH EXTERNAL COLLABORATORS
Collaborators of any kind and consultants of the Company are required, in the execution of the contractual relationship established or the assignment received from the same, to behave with correctness, good faith and loyalty, respecting, to the extent applicable to them, the provisions of this Code of Ethics, the company regulations and the instructions and prescriptions given to the Company's personnel under penalty of termination of the contract.
The Company proceeds to the identification and selection of collaborators and consultants with absolute impartiality, autonomy and independence of judgment without accepting and any conditioning or compromise of any kind aimed at achieving or obtaining favors or advantages.
In this context, the Company considers as requirements only professional competence, reputation, independence, organizational capacity, correctness and punctual execution of contractual obligations and assigned tasks.
CHAPTER 4 - IMPLEMENTATION AND CONTROL OF THE CODE OF ETHICS
4.1 IMPLEMENTATION OF THE CODE
Anyone, acting in the name or on behalf of the company, who comes into contact with third parties with whom the Company intends to undertake commercial relations or is required to have institutional, social or any other nature relations with them, has the obligation to:
- inform such parties of the commitments and obligations imposed by the Code;
- demand compliance with the obligations of the Code in the performance of their activities;
- adopt the necessary internal initiatives in the event of refusal by third parties to comply with the Code or in the event of failure or partial execution of the commitment undertaken to observe the provisions contained in the Code itself.
This Code of Ethics is brought to the attention of all internal and external parties through specific communication and information activities.
4.2 VIOLATION OF THE CODE OF ETHICS AND SANCTIONS
A serious and persistent violation of the rules of the Code of Ethics by its recipients damages the relationship of trust established with the company and leads to the imposition of disciplinary sanctions, compensation for damages and, in cases of serious non-compliance, termination of the employment relationship.
For the purposes of this Code, the term "serious non-compliance" refers to all persistent behaviors of violation from which sanctions arise against the company or damage to its image.
With respect to employees, compliance with the rules of the Code of Ethics is an essential part of the contractual obligations pursuant to and for the purposes of Articles 2104, 2105 and 2106 of the Civil Code; the sanction system must comply with the provisions of Law No. 20 May 1970. 300, by specific sector regulations, where applicable, and by collective bargaining.
Consultants, external collaborators and any other person who enters into a relationship with the company assume as a contractual obligation compliance with the provisions of this Code of Ethics as well as those that will be assumed pursuant to Legislative Decree 231/01.
With regard to third parties, specific contractual clauses may be prepared, where necessary, which, in compliance with the principles contemplated by the Civil Code, establish, depending on the seriousness of the violations, or their reiteration, the application of articles 1454 of the Civil Code "Warning to comply" and 1453 of the Civil Code "Termination of the contractual relationship for non-fulfilment".
4.3 FINAL PROVISIONS
This Code of Ethics, which represents the formalization of the methods of conduct in BRESCANCIN, is drafted and adopted by the legal representative.
The Administrator is also responsible for making any changes, additions and/or updates upon indication of the Supervisory Body (if present).
In the event of violations of the Code of Ethics, BRESCANCIN adopts, against those responsible for the violations, where deemed necessary for the protection of company interests, and compatibly with the provisions of the current regulatory framework and employment contracts, disciplinary measures, which may go as far as the removal from the Company of the responsible parties, in addition to compensation for any damages resulting from the violations.
Failure to comply with the provisions of the Code of Ethics by members of the corporate bodies may result in the competent bodies adopting the most suitable measures provided for and permitted by law.
Violations of the provisions of the Code by employees constitute a failure to fulfill the obligations arising from the employment relationship, the violation of the same, therefore, constitutes a disciplinary offense and entails the application of the measures provided for by the relevant CCNL and the applicable laws.
Violations committed by Suppliers and External Collaborators will be punishable in accordance with the provisions of the relevant contractual assignments, except for more significant violations of the law.
Cordenons, 01 January 2024
The Management