CODE OF ETHICS
  1. PREMISES
    Italstage S.r.l. Company, within the framework of its activities and in the management of its business, takes as guiding principle the respect of laws and legislations of the Countries it works in, as well as of its internal company regulations, within a framework of legality, correctness, transparency, confidentiality and respect of human dignity. Moreover, Italstage S.r.l. intends to conciliate the research on market competitiveness with the respect of laws on correctness and to promote, within a framework of social responsibility, all conducts aimed at not affecting the other’s professionalism and interests. The growth targets of the activity performed by Italstage S.r.l., as well as the strengthening of the ability to create value are pursued by ensuring decisional and operational safety criteria to structures and standard processes; these lead up to new businesses development, to the efficiency of selection mechanisms and business management and to the quality of risk calculation and management systems. The ethical principles set out hereafter are relevant for the purpose of crime prevention under D.Lgs. 231/2001 law and are a pivotal element of the preventive control system.
  2. OBJECTIVE
    This Code of Ethics has been realized to ensure that Italstage S.r.l. ethical values are clearly defined and that they represent the basic element of the company culture, as well as the rule of conduct of all Company workers during their activities and company business management.
  3. CODE OF ETHICS STRUCTURE AND FIELD OF APPLICATION
    The Code of Ethics (hereafter Code) is developed in the following parts: – General Ethical principles; – Ethical principles regarding the managerial policy; – Ethical principles regarding Staff relations; – Ethical principles regarding third parties; – the respect of ethical principles and the consequences of the violation of the Code of Ethics. This Code gathers the set of rights, duties and responsibilities of Italstage S.r.l. towards stakeholders (employees, suppliers, clients, partners, Public Authorities, etc.). Those who are responsible for complying with the Code are: – the Administrative Body and all the Managing Bodies of Italstage S.r.l., which must align their decisions and actions with the Code and spread and encourage its sharing by employees CODE OF ETHICS 01 and third parties working for Italstage S.r.l. as financial agents, the so-called intermediaries; the above mentioned subjects must also create, through their behavior, a reference model for the Staff; – employees, who are required to act in compliance with the Code and to align their conduct with it for the entire duration of the contract signed with the Company. Those required to comply with the Code are called “subjects”.
  4. PRINCIPI ETICI GENERALI4.1 Legality
    Subjects are required to comply with the laws and, in general, with the regulations in force in the Countries they work in. Moreover, subjects are required to comply with Company regulation, since it represents the implementation of regulatory requirements.

    4.2 Correctness
    Subjects are required to comply with ethical, expert and professional rules on operations performed on behalf of Italstage S.r.l. Moreover, subjects are required to comply with Company regulation, since it represents the implementation of ethical, expert or professional requirements.

    4.3 Trasparency
    Subjects are required to comply with transparency, meant as information clarity, completeness and pertinence, so as to avoid misleading situations during operations performed on behalf of Italstage S.r.l. Subjects are required to comply with Company regulation, since it represents the implementation of the transparency principle.

    4.4 Confidentiality
    Subjects guarantee confidentiality regarding information obtained on the occasion of operations performed on behalf of Italstage S.r.l. Moreover, Subjects are required to treat company data and information exclusively within the field of and for the purpose of their work and, anyway, they are required not to disclose, communicate, spread or publish sensitive information without the express consent of the interested parties and not to disclose, communicate, spread or publish confidential information without the authorization of Italstage S.r.l.

    4.5 Respect of human dignity
    Subjects respect people’s fundamental rights by protecting their moral integrity and by guaranteeing equal opportunities. In the field of internal and external relations, discriminatory behaviors based on political, trade union, religious, racial or ethnic opinions, nationality, age, sex, sexual orientation, health status opinions and, in general, any other opinion regarding private aspects of human lives are not permitted.

  5. ETHICAL PRINCIPLES REGARDING THE MANAGERIAL POLICY5.1 Relations with Italstage S.r.l. stakeholders
    Italstage S.r.l. promotes transparency and periodical information towards Company stakeholders, in compliance with laws and regulations in force. Italstage S.r.l. promotes correct and constant information regarding whatever action or choice that may affect Company stakeholders. Italstage S.r.l. promotes their correct, aware and informed participation to Company decisions. Finally, Italstage S.r.l. promotes maximum information confidentiality regarding special operations. Subjects must keep this information confidential and must not misuse them.

    5.2 Transparency of business accounting
    Italstage S.r.l. promotes maximum transparency, reliability and integrity of information regarding business accounting. Each operation and transaction must be correctly posted, authorized, verifiable, legitimate, coherent and fair. All Italstage S.r.l. actions and operations must be correctly registered and it must be possible to check the decision, authorization and execution process. An adequate documental support must be provided for all operations so as to be able to proceed in whatever moment to the control of the characteristics and reasons behind an operation and of the person who authorized, executed, posted and verified the same operation. Subjects who know about omissions, falsifications or negligence are required to report to the Supervisory Body.

    5.3 Internal Control
    Italstage S.r.l. has an internal control system which contributes to the improvement of company processes efficiency and efficacy, as well as to control the risks deriving from company operations, which subjects must know. The same subjects are responsible, within their activities, for the implementation and correct functioning of controls regarding their activities and business areas.

  6. ETHICAL PRINCIPLES REGARDING STAFF RELATIONS6.1 Staff selection and recruitment
    Subjects promote the respect of equality and equal opportunities principles when selecting and recruiting staff and they refuse favoritism, nepotism or cronyism.

    6.2 Formalization of employment relationship
    Employment relationships are formalized through standard contract, refusing in this way any form of illegal work. Subjects must promote the maximum cooperation and transparency towards newly hired employees, so as to let them be fully aware of the job they have to carry out.

    6.3 Staff management and assessment
    The internal control system is the set of rules, procedures and organizational structures aimed at ensuring the compliance with business strategies and business processes efficiency and efficacy, with the protection of activities values and losses, with accounting information reliability and integrity, with law, supervision rules and Italstage S.r.l. internal regulation. Italstage S.r.l. refuses any form of discrimination towards its employees by promoting decision and assessment processes based on shared objective criteria.

    6.4 Health and working conditions safety and protection
    Italstage S.r.l. promotes working conditions that protect people psycho-physical integrity by providing workplaces complying with laws regarding health and safety. However, the employee must comply with all laws and standards regarding safety and environment and with Italstage S.r.l. policies in case its requirements are stricter than law standards.

    6.5 Career development
    Italstage S.r.l. promotes its employees career development through adequate training tools and plans.

    6.6 Discrimination and abuses
    Italstage S.r.l. intends to free its employees workplace from any form of discrimination and abuse. Therefore, equal opportunities will be given to all employees and those who candidate to work in the same Company, in compliance with the related laws. Abuses or conducts creating hostility in the workplace will not be tolerated.

  7. ETHICAL PRINCIPLES REGARDING THIRD PARTIES7.1 Standards of conduct towards end customers
    Subjects promote maximum neutrality and refuse any form of discrimination affecting customers relations. Subjects provide customers with transparent messages, communications and contracts, so as to avoid misunderstandings and illegal or unfair commercial initiatives. Subjects promote the continuous improvement of the quality of services offered to end customers.

    7.2 Standards of conduct towards suppliers
    Suppliers selection processes are based on legality, correctness and transparency principles. Suppliers selection is based on objective and unbiased criteria regarding quality, innovation, cost and additional services to the offered products. Subjects cannot accept gifts, presents and similar bonuses, whenever they are not for courtesy and of low value. The violation of legality, correctness, transparency, confidentiality and human dignity protection principles is just cause for the termination of supplier relationships. Whenever subjects receive benefits proposals from suppliers to support their activities, they must immediately suspend the relationship and report to the Supervisory Body.

    7.3 Standards of conduct towards intermediaries and intermediaries standards of conduct
    Intermediaries selection processes are based on legality, correctness and transparency principles. Intermediaries are subjects of transparent messages, communications and contracts that avoid misunderstandings and illegal or unfair commercial initiatives. Intermediaries contracts must foresee, as far as possible, the duty to comply with the Code for those activities they carry out on behalf of Italstage S.r.l. which may possible lead to offences, as well as with termination and compensation clauses in case of violation of these standards of conduct. Intermediaries, acting as Subjects, respect the Code. The violation of legality, correctness, transparency, confidentiality and human dignity protection principles is just cause for the termination of intermediary relationships. Whenever subjects receive benefits proposals from suppliers to support their activities, they must immediately suspend the relationship and report to the Supervisory Body. All forms of donation or benefit or avail for intermediaries which can, even partially, exceed the normal commercial or courtesy behaviors are not permitted. It is always forbidden any form of donation, benefit, avail or these benefits promise coming from intermediaries to obtain favors regarding activities involving Italstage S.r.l.. It is specifically forbidden to intermediaries to provide Authorities representatives and their families with benefits, avails or promises aimed at influencing their independent judgment or at leading to obtain whatever benefit. Subjects who know about violations, omissions, falsifications or negligence by intermediaries or their colleagues during their business activities must report to the Supervisory Body.

    7.4 Standards of conduct towards Public Authorities and Institutions
    Within the framework of the relations with Public Authorities and Institutions, subjects promote legal and correct relationships with maximum transparency and refuse all forms of payment or goods promise or offer aimed at promoting or supporting interests or benefits. It is forbidden to offer money or gifts to managers, officers or employees of Public Authorities and Institutions or to their relatives, unless they are presents or useful objects with low value. During whatever business negotiation, request or relationship with Public Authorities and Institutions, subjects must not try to inadequately influence their decisions, including those taken by officers acting on behalf of Public Authorities and Institutions. In the specific field of competitions, it is required to act in compliance with law and with the commercial best practice. Whenever subjects receive requests or proposals of benefits by public officers or public services representatives must immediately report to the Supervisory Body.

  8. RESPECT OF ETHICAL PRINCIPLES AND THE CONSEQUENCES OF THE VIOLATION OF THE CODE OF ETHICS8.1 Code of Ethics acceptance
    After the Code of Ethics acceptance, each Italstage S.r.l. employee will be provided with a copy of the same and will be asked to sign a declaration bearing the confirmation of reception as well as of understanding of the document, with following acceptance of the principles included. Regarding this, the Responsible for Human Resources Management will have to gather the declarations of each employee and guard them in the employees personal files. In the same way, Commercial Partners and External Consultants will be provided with a copy of the Code of Ethics and will be asked to sign a declaration including, apart from the confirmation of reception and understanding of the document, also the willingness to align with its requirements.

    8.2 Consequences of the Violation of the Code of Ethics
    The respect and compliance with the Code of Ethics must be imperatively considered as pivotal parts of employees duties, under art. 2104 of the Italian Civil Code (employee diligence). The violation of the Code can be considered non-compliance with employees primary duties or as disciplinary offence, in compliance with art. 7 of the Workers’ Statute, with all the legal consequences, also those regarding the preservation of the employment relationship and may lead to possible compensations. Therefore, in case of violation of the Code of Ethics by employees and managers, the related penalty procedures foreseen by the law will be performed, with sanctions proportionate to violation gravity and to behaviors reiteration. Moreover, as of commercial partners and external consultants working with Italstage S.r.l., the violation of the Code of Ethics will lead to the termination or annulment of the contract signed with them, under specific clauses included in those contracts. As for the Legislative Decree n° 231/2001, the violation of conduct rules aimed at crime prevention by Italstage S.r.l. employees and managers will be punished based on the respective labor agreements and following the procedures foreseen by the law, with sanctions proportionate to violation gravity and to behaviors reiteration. Regarding violations by Italstage S.r.l. managers, the Sanctionary Body will inform the competent entities, like the Administrative Body, in order to take adequate and necessary actions as foreseen by the law, in the relevant fora.

  9. CONCLUSIONS
    In order to ensure the effective implementation of the Code, Italstage S.r.l. has created information channels through which those who know about possible illegal behaviors can freely, directly and confidentially report to directors and to the Supervisory Body (under the modalities defined by the Company). The control on Code implementation and compliance is entrusted to the Supervisory Body, which is created under the Legislative Decree n° 231/2001 and following modifications. In compliance with the above mentioned principles, Italstage S.r.l. declares that the requirements defined in the Code protect all stakeholders. Moreover, these requirements could be stricter than law or best practices. In order to implement and to assess the correct implementation of the objectives described in the Code, Italstage S.r.l. reserves the right to use business management tools and procedures; the latter will be periodically revised and improved in order to increase their effectiveness. This Code will be spread as widely as possible through its publication in staff notice boards; moreover, a copy will be given to newly hired employees, co-workers and usual suppliers. The same diffusion is valid for possible Code updates.

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