Code of Ethics - Baruffaldi

Dott.sa Barbara Boffelli – CEO Baruffaldi s.p.a.

This Code of Ethics was adopted by Baruffaldi S.p.a. through formal approval by resolution of the Board of Directors of 29 June 2012

1. Introduction

The Code of Ethics is a charter of moral rights and duties that defines the ethical and social responsibility of each participant in the company organization.

The Code of Ethics is an effective instruments of preventing irresponsible or illegal behavior by those who work in the name and on behalf of the company because it introduces a clear and explicit definition of their ethical and social responsibilities towards all those involved directly or indirectly in the activity of the company (customers, suppliers, partners, employees, collaborators, public associations and anyone else interested in the company’s activity).

The Code of Ethics is the main tool for implementing ethics within the company, aimed at clarifying and defining the set of principles to which its recipients are required to comply in their reciprocal relationships as well as in relating with reciprocal stakeholders. towards the company. The recipients are therefore required to respect the values and principles of the Code of Ethics and are required to protect and preserve, through their conduct, the respectability and image of Baruffaldi S.p.a. as well as the integrity of its economic and human assets.

The Code of Ethics does not replace and does not prevail over current laws and the existing National Collective Labor Agreement.

Baruffaldi S.p.a. intends, through the Code of Ethics:

define and explain the values and general ethical principles that pertain to their business and their relationships with customers, suppliers, partners, employees, collaborators, administrators, public institutions and any other person involved in the company’s business.
formalize the commitment to behave on the basis of the following ethical principles: moral legitimacy, equity and equality, personal protection, environmental protection, diligence, transparency, honesty, confidentiality, impartiality, health protection.
reaffirm the commitment to protect the legitimate interests of its shareholders.
indicate to its employees, partners and administrators the principles of conduct, values and responsibilities that require careful compliance during the provision of work.
define the implementation tools. The implementation of the principles contained in the Code of Ethics is entrusted to the Presidency. It is entrusted with the task of disseminating knowledge and understanding of the Code of Ethics in the company, monitoring the effective activation of the principles contained therein, receiving reports of violations, undertaking investigations and imposing penalties.
define the implementation methodology through:

1. 1. the analysis of the company structure for the identification of the objectives and of the subjects involved in the activity of the company
  2. the internal discussion to identify the general ethical principles to be pursued, the ethical rules for the company’s relations with the various interlocutors, the ethical standards of behavior
  3. the adaptation of the company organization to the principles of the Code of Ethics.
  4. In particular, ethics training activities aimed at making all those involved aware of the existence of the Code of Ethics and assimilating its contents are of considerable importance. Dialogue and participation are essential to make all staff share the values present in this important document.

2. The Mission

The mission of Baruffaldi S.p.a. is focused on growth and value creation, through the supply and creation of innovative products for maximum customer satisfaction, with due respect for the legitimate interests of all categories of stakeholders. The company’s business is conducted in a socially responsible, impartial and ethical manner, adopting practices of fairness and correctness in the management of the employment relationship, ensuring the safety of workers, encouraging an ecological awareness and fully respecting the laws in force.

Therefore, the values that inspire company management both at the level of principle and declined in daily operations can be summarized as follows:

protection of the person
fairness and equality in behavior and actions
conduct that is ethically and morally correct and compliant with the law
loyalty
confidentiality of information
respect for the interests of each interlocutor
professionalism
health and environmental protection
fairness in relations with the Public Administration
fair competition

3. Top management

The corporate bodies of the Company, in the awareness of their responsibilities, are inspired by the principles contained in this Code of Conduct, inspiring their activities to values of honesty, integrity in the pursuit of corporate objectives, loyalty, correctness, respect for people and rules, mutual cooperation.

The commitment of the Chairman and the Directors is the responsible management of the company, in the pursuit of value creation objectives; the commitment of the Statutory Auditors is the exact fulfillment of the functions entrusted to them by the legal system.

Individuals are responsible for assessing situations of conflict of interest or incompatibility of functions, offices and positions, both outside and inside the company.

The members of the corporate bodies are required to:

behavior inspired by autonomy and independence, providing correct information,
conduct based on integrity, loyalty and a sense of responsibility towards the Company
an assiduous and informed participation,
awareness of the role
sharing of objectives and critical spirit, in order to guarantee a significant personal contribution

The legitimate manifestation of divergent positions cannot be to the detriment of the image, prestige and interests of the company, which the top bodies must responsibly defend and promote. Any interviews, statements and any public intervention must take place within a framework of strict consistency with this principle.

The information received for official reasons is considered confidential and any use not deriving from the performance of the institutional functions to which each Mayor or President is in charge is prohibited.

The commitments of loyalty and confidentiality assumed by accepting the office are binding on the Statutory Auditors and the Chairman even after the termination of the relationship with the Company.

4. Human Resources

Baruffaldi S.p.a. attaches the utmost importance to those who work within the company structure, contributing directly to the development of the company, because it is precisely through the development of human resources that the Company is able to provide, develop, improve and guarantee a ” optimal management of its activities. It is also in the interest of the company to encourage the development and professional growth of the potential of each resource also in order to increase the wealth of skills possessed by each employee.

Baruffaldi S.p.a. undertakes not to employ any form of child labor, ie it does not engage people under the age defined for the start-up of work established by current regulations and in any case under the age of fifteen. Baruffaldi S.p.a. undertakes not to establish or maintain business relationships with those who employ child labor.
the employees of Baruffaldi S.p.a. they are free to join a trade union in accordance with the laws in force and the rules of the various trade union organizations.
When Baruffaldi S.p.a. undertakes negotiations with these representatives, its actions and conduct are aimed at a constructive approach and relationship.
Baruffaldi S.p.a. is committed to offering equal opportunities in work and professional advancement to all employees. The manager of each department must ensure that, for all aspects of the employment relationship, such as hiring, training, remuneration, promotions, transfers and termination of the relationship, employees are treated in a manner consistent with their ability and to meet the requirements of the job, avoiding any form of discrimination based on race, gender, sexual orientation, social and personal position, physical and health condition, disability, age, religion or personal beliefs.
Baruffaldi S.p.a. considers absolutely unacceptable any type of harassment or harassing behavior, such as those related to race, sex or other personal characteristics, which have the purpose and effect of violating the dignity of the person to whom such harassment or behavior is directed.
all employees must strive to maintain a decent and collaborative work environment, in which the dignity of each individual is respected. In particular, all employees of Baruffaldi S.p.a .:
they must not work under the influence of alcohol or drugs
they must avoid behaviors that could create an intimidating or offensive climate towards colleagues or subordinates in order to marginalize or discredit them in the workplace.
the remuneration and benefits recognized to employees of Baruffaldi S.p.a. meet at least the established legal requirements. In relation to working hours and holiday leave, Baruffaldi S.p.a. complies with current legislation.
to employees of Baruffaldi S.p.a. it is forbidden to accept or solicit promises or payments of money or goods or benefits, pressures or services of any kind that may be aimed at promoting the hiring of a person as an employee or his transfer or promotion.
all the directors, managers and other employees of Baruffaldi S.p.a. must use the company assets and resources to which they have access and which are in their custody efficiently, exclusively for the purpose of achieving the objectives and purposes of the company itself and are also required to use such assets in a manner suitable for protecting their value . Furthermore, all the directors, managers and other employees of Baruffaldi S.p.a. are responsible for protecting such assets or resources against unauthorized loss, theft and use. All the directors, managers and other employees of Baruffaldi S.p.a. they are required to follow the Company’s provisions regarding the use, access and security of software and other information technology systems, e-mail and internet.
Baruffaldi S.p.a. expressly prohibits all those who operate in their own interest, in their own name or on their own behalf, from accepting, offering or promising, even indirectly, money, gifts, goods, services, benefits or favors that are not due, including in terms of employment opportunities , in relation to relationships with public officials, public service agents or private subjects, in order to influence their decisions, in view of more favorable treatments or undue services or for any other purpose. Any requests or offers of money or favors of any kind, including, by way of example, gifts or presents, improperly made to those or by those who work on behalf of Baruffaldi S.p.a., in the context of relations with the Public Administration or with private individuals, they must be immediately brought to the attention of the Supervisory Body and the competent corporate function for the adoption of consequent measures.
The Code is an integral and substantial part of the employment relationship of every manager and other employee of Baruffaldi S.p.a. Consequently, Baruffaldi S.p.a. requires all managers and other employees to strictly observe the provisions of the Code. Any violation of the provisions of the code are therefore dealt with firmly with the consequent adoption of adequate sanctions (which in some cases can lead to the termination of the employment relationship).

1. 1. 1. Therefore, all managers and other employees are required to:
    2. read and understand the Code
    3. adopt actions and behaviors consistent with the Code and refrain from any conduct that could harm Baruffaldi S.p.a. or compromise their honesty, impartiality or reputation
    4. report any violations of the Code in good faith
    5. comply with all internal provisions introduced in order to observe the Code or identify any violations of the same.

5. Hierarchical relationships

The behavior of each manager conforms to the values of the Code and represents an example for their collaborators.

The service managers establish relationships with their collaborators based on mutual respect and fruitful cooperation, favoring the development of the spirit of belonging to Baruffaldi S.p.a. The motivation of employees and the dissemination of corporate values are essential; with this in mind, the commitment is made to the implementation and maintenance of correct, valid and motivating information flows, capable of giving the employee an awareness of the contribution made to the business by each of the resources involved.

Each manager pays due attention and, where possible and appropriate, follows up on suggestions or requests from their collaborators, with a view to total quality, encouraging motivated participation in company activities.

Management is called upon to favor a positive approach to the control function, in a perspective of full collaboration consistent with that sense of belonging to Baruffaldi S.p.a. that it intends to promote to all its employees.

The control system helps to improve the efficiency of business processes. It is therefore the common objective of all levels of the organizational structure to contribute to its effective functioning, first of all through the timely compliance with internal procedures, in order to allow easier identification of the points of responsibility.

Internal and / or external collaborators are expressly asked to abide by the principles contained in the Code.

6. Relations with customers and suppliers

A correct and transparent relationship with customers and suppliers is an important aspect of the success and image of the Company; therefore it is the intention of the same to continue in this direction in the context of the commercial relations it maintains in the exercise of its business with other economic entities. In particular, the selection of suppliers and purchases of goods, merchandise and services must take place according to the principles contained in this Code.

In any case, the selection must be made exclusively on the basis of predetermined parameters such as quality, convenience, price and efficiency.

7. Information policy

Relations with the press, the means of communication and information and, more generally, external interlocutors, are held by persons expressly delegated to do so, in compliance with the regulations adopted by the Company.

Any request for news from the aforementioned information bodies received by the staff of Baruffaldi S.p.a. it must be communicated to the company management before making any commitment and responding to the request.

Relations with the mass media must be based on compliance with the law, the Code and the principles already outlined.

8. Health, safety and the environment

Baruffali S.p.a. recognizes health and safety in the workplace as a fundamental right of employees. All decisions made by Baruffali S.p.a. they must aim at respecting health and safety in the workplace.

Baruffaldi S.p.a. believes in spreading the culture of accident prevention and knowledge of risks among workers and actively promotes it through suitable training and information courses. Employees must consider themselves personally responsible and take preventive measures to protect their health and safety. Each employee is responsible for the proper management of safety and must not expose himself or other workers to dangers that could cause injury or harm themselves.

Baruffaldi S.p.a. undertakes to produce and sell, in full compliance with legislative and regulatory requirements, products that meet the highest standards in terms of environmental performance and safety, furthermore it strives to develop and implement innovative technical solutions that minimize the environmental impact and ensure safety at the highest levels.

9. Treatment of accounting data and information

Baruffaldi S.p.a. guarantees the processing of personal and sensitive data relating to its employees and third parties according to the criteria established by current legislation on privacy.

The directors, managers and all other employees are required to reserve the most appropriate treatment for the personal data of which they become aware to protect the legitimate expectations of the interested parties regarding their confidentiality, dignity and image. The information acquired and processed by employees in the exercise of their duties must be disclosed in full compliance with the obligations of diligence and loyalty deriving from the rules of employment contracts, as well as in compliance with the law.

The keeping of accounting records takes place in accordance with the principles of transparency, truthfulness, completeness of information that guide the entire information policy of Baruffaldi S.p.a.

The accounting records of Baruffaldi S.p.a. they must be based on accurate, comprehensive and verifiable information. Each entry in the accounting books must reflect the nature of the transaction, represent its substance and must be based on adequate supporting documentation in order to allow:

easy accounting registration
the identification of the different levels of responsibility
the accurate reconstruction of the operation

The Board of Statutory Auditors has free access to data, documentation and information useful for carrying out the control activities within its competence. All employees are required to cooperate fully for this purpose.

10. Compliance with the Code of Ethics

Compliance with the rules of the Code of Ethics is an essential part of the contractual obligations of employees pursuant to and for the purposes of Articles 2104 and 2106 of the Civil Code. The collaboration agreements include the obligation to comply with this Code. With reference to the news of occurred, attempted or requested violation of the rules contained in the Code, it will be the Company’s responsibility to ensure that no one, in the workplace, can suffer retaliation, unlawful conditioning, inconvenience and discrimination of any kind, for having reported the violation of the contents of the Code of Ethics.

Each employee or collaborator is required to promptly report any non-compliance with this Code.

Following the aforementioned report, the Company will promptly follow appropriate checks and adequate sanctions which, depending on the case, may determine:
the application of the sanctions and disciplinary measures provided for by the applicable Collective Agreements
termination of the relationship
the application of penalties
compensation for damage

No one should ever assume that they can ignore the regulations believing that this is in the interest of the Company.

Furthermore, no one within the Company has the authority to issue orders or directives in violation of this Code.

The Presidency:

ensures the maximum dissemination of the Code of Ethics among employees and collaborators, suppliers and shareholders, providing the necessary interpretative support of the provisions contained therein
prepares communication actions aimed at better knowledge and implementation of the Code. participates in the definition of the criteria and procedures aimed at reducing the risk of violation of the Code
carries out the necessary checks on any news of violation of the rules of the Code, also for the purpose of the application by the competent functions of the necessary sanctions