Premise
Lasim S.p.A. (hereafter also “Company”), is a primary Lecce’s company, operating in industrial district of South of Italy for more than 30 years. The working carried out are: sheet metal stamping and welding for Automotive and other primary industrial sectors.
In order to establish clearly and transparently the set of values to which the Company is based to achieve its own objectives, has been prepared the Code of Ethics which compliance is very important to the correct functioning, the confidence, the reputation and the image of Company, customer’s satisfaction, elements that provide base for current and future success and development.
The guidance to ethics is an essential approach for Company’s behaviours’ confidence towards customers and, more generally, towards the whole civil and economic context where the Company operates.
The adoption of certain specific principles of behaviour, to be observed in relations with the Public Administration, with the market and with third parties is manifestation of Company’s commitment in relation to crime prevention referred to in Legislative Decree n. 231 of 2001 too.
The present Code of Ethics in fact contains arrangements:
a) ensuring the dissemination of culture of legality by promoting training and information activities too;
b) preventing and anticipating the commission of illicit acts, with a particular reference to those referred to Legislative Decree 231/2001 and subsequent changes and additions.
The Company is, in fact, determined to play its own activity in full respect of the italian laws and of those of countries where it can operate in cooperation/association with other companies too; and in particular it undertakes to standardise its own activity to the requirements of Legislative Decree 231/2001 and subsequent changes and additions.
The Code of Ethics constitutes also integral part of model of organisation and control implemented by Lasim S.p.A. and it represents the basis of the control system preventive for the purposes of Legislative Decree 231/01.
In any way the conviction to act for the benefit or in the interest of Company can justify, any of it, the adoption of behaviours in contrast with the principles and with the content of Code of Ethics.
Chapter 1
General Principles
1.1 Ethical Principles
Legality – Respect for all the laws, regulations, administrative measures and, in general, for the regulatory provisions applicable to individual cases.
Equality and Impartiality – Every proposal, decision, action is adopted from whatever discrimination of age, sex, race, ethnic, political opinion and/or religion.
Honesty – The Company shall refrain from the completion of illegal and illicit acts, not in accordance with the common sense of conscience and with the common sense of honour and dignity.
Correctness – The Company maintains an irreproachable demeanour, acting in accordance with diligence and good faith and respecting commitments made.
Transparency –The Company provides to its own interlocutors the news and the necessary and appropriate clarifications, by ensuring truth of information, transparency of action and full credibility.
Confidence – The Company shall ensure to its own interlocutors the respect of commitments made and the correspondence between what originally foreseen and what subsequently implemented, except unfavourable circumstances and/or unforeseeable, not attributable to the corporate governance, by promoting the establishment of a relation of full confidence.
Mutual respect – The mutual respect is essential requirement common to all those who entertain relations of all kinds with the Company. Bullying, threats or behaviours aimed to affect the actions of others against the law or the present Code of Ethics, insulting conducts or, however, prejudicial to the convictions and to the moral and personal preferences of everyone are not tolerated.
Cooperation – The Company promotes the cooperation and the mutual collaboration recognising the value of human resources used in the industrial activity, in order to improve and increase the professional heritage of every employee or collaborator.
Environmental protection and safety – The Company protects the environment and ensures safety, regarding in the workplace’ safety.
Competition – The Company recognises that the competition is a fundamental element to the development and the economic and social progress of the Country. For this purpose, in the conduct of its own activity, it controls that the general conditions of the freedom of enterprise is respected, by allowing to the economic traders to access into the market and to compete with equal opportunities, and it safeguards its own customers, by promoting the lower prices and the improvement of services’ quality that arising by the free play of competition.
Confidentiality – The Company ensures the confidentiality of information and personal data that are object of treatment and safety of information acquire in relation to the employment service. It will not use the information obtained by personal advantage or in accordance with the manner against the law or that are like a document for the Company’s objectives.
1.2 Consignees
The rules of Code of Ethics are applied, without any exception, to employees, consultants, managers, administrators and mayors of the Company and to everyone that, directly or indirectly, permanently or temporarily, establish, for any reason whatsoever, cooperative relations acting in the interest of Company. These will be defined like “Consignees”. In particular, by way of example but not exhaustive:
– administrative authority is based on the principles of Code of Ethics to establish the objectives of company;
– supervisory authority ensures respect and compliance of the Code of Ethics’ contents;
– managers make the values and the principles content in the Code of Ethics real, by taking up the responsibilities inwards and outwards, by strengthening confidence, cohesion and team spirit;
– employees and consultants, on ongoing basis with due respect of the law and of the existing legislation, adapt their own actions and behaviours to principles, objectives and commitment provided for Code of Ethics.
1.3 Obligations of Consignees
All actions, operations, negotiations and, in general, behaviours put in place by Consignees in the conduct of employment, have to be characterised to the principles of honesty, fairness, integrity, transparency, legitimacy, clarity and mutual respect as well as to be opened to audits and controls according to existing rules and internal procedures.
Conflict of Interests
Under the present Code of Ethics the Consignees that are not subordinated have to refrain from conducting activities that are, also potentially, against with the interests of the Company. It’s not allowed to take advantage personally of information so-called “price sensitive” and of business opportunities that it has emerged during the conduct of its own duties within Company.
Before accepting an assignment of consultancy, direction, administration or an other assignment in favour of another subject, or in the event that occurs a conflict situation, also potentially, of interests, every Consignee has to give communication to Company.
Protection of corporate assets
Every Consignee has to safeguard the corporate assets, by guarding movable and immovable property, technological resources and IT supports, equipments, corporate products, information and/or the know-how of Company.
In particular, every Consignee has to:
1 use corporate assets under the corporate policy, by adopting scrupulously all the security programs to prevent unauthorised use or the theft;
2 prevent misuse of corporate assets than can be cause of damage or efficiency reduction, or however against the interest of Company;
3 maintain the secret of the confidential information about the Company or commercial partners of Company, failing to reveal its to third parties;
4 respect scrupulously what expected by security corporate policy, in order to not compromise the functions and the safety of IT systems;
5 do not send threatening and offensive e-mails, not to resort to not brought up or not professional language, not to deliver inappropriate comments that can be offensive in respect of the person and/or can cause injury to Company’s image;
6 keep and not reveal to unauthorised third parties its own personal password and its own access code to corporate database breaches;
7 not reproduce for personal use the corporate software and to not use the instruments in budget for its own purposes.
Every Consignee is responsible of resources’ protection entrusted to him and he has the duty to inform promptly his own directly responsible about potentially damaging events.
Safety of image
Goods reputation and/or the image of Company represents an intangible essential resource.
The Consignees undertake to act in accordance with the principles dictated by the present Code of Ethics in the relation between colleagues and with owners, customers and third parties in general, by maintaining a respectable look comply with common standard of sized holdings’ corporate and of Company’s importance.
1.4 Efficacy of Code of Ethics and consequences of its violations
The Compliance of this Code of Ethics is contractual obligation for the Consignees.
For the employees will apply what provisions by the article 2104 of Italian civil code. For managers and members of social authority as well as for the external collaborators temporarily or occasionally linked to the Company, following the adoption of the present Code of Ethics, it will included in the contract or in the entrustment, the obligations expressed in according to the principles of Code of Ethics and the resolution clause of the relation for the breaches considered important.
The violation of Code of Ethics’ rules harms the relation with Company and it can constitute default of contractual obligations about the work relation or illicit disciplinary, with every law’s consequence.
The Company undertakes to provide and impose, with coherence, impartiality and uniformity, sanctions proportionate to the respective violation of Code of Ethics and conform to the existing dispositions according to the regulation of work relations.
Chapter 2
Relation with third parties
2.1 Relation with Customers
The Company standardises its own conduct in relations with the customers on the principles of transparency, confidence, responsibility and quality.
The Consignees, therefore, have to:
– respect laws an regulations that relate the development of its own activity;
– observe scrupulously dispositions of present Code of Ethics and internal procedures relating to the operations of relations with customers;
– provide to customer every information about the conditions and contractual terms of service offered, so that the client is fully aware about the act of improvement of agreement, and about eventual variations of economic conditions of provision of the service, and about eventually audits result required by the client;
– adopt a behaviour based on the availability, the respect, the courtesy and characterised by the highest professionalism.
2.2 Relation with Suppliers
In relations of procurement and, in general, of supply of goods and/or services is obligated to Consignees to:
– observe and respect law dispositions applicable and conditions contractually provided;
– observe internal procedures for selection of Suppliers;
– not preclude to any supplier company, that has requirements, the possibility to compete to awarded a furniture to company, adopting in selection valuation standards defined by rules declared and transparency;
– maintain an open dialogue with suppliers, in line with goods commercial habits;
– observe the principles of transparency and completeness of information in correspondence with suppliers;
– prevent to grant money or other utility or benefit to anyone for the execution or omission of an act of its own office, that is for the execution of a contrary act to its own property;
– suffer any conditioning form from third parties foreign to Company, or to exercised borne by anyone, fort the recruitment of decisions and/or the execution of acts relating to work activity.
The Consignee that receives compliments or any other form of benefit, not directly attributable to normal relations of courtesy, will have to hire every initiative opportunity in order to refuse this compliment or any other form of benefit and to inform its own immediate superior or to Supervisor of Code of Ethics defined on following chapter 6.
The Company bring to the providers attention the content of Code of Ethics, through making available of it.
2.3 Relations with Public Administration
The Company’s relations with Public Administration, or anyway related to advertising relations, have to be guided by the stricter observance of law dispositions and applicable regulations.
In the relations with Public Administration the Company hasn’t to influence improperly the interested institution decisions .
In any case, during a business or relation transaction, as well as commercial, with Public Administration, in Italy or in any other Country, the Company undertakes to:
– not offer working and/or commercial opportunities to promote the staff of Public Administration involved into negotiation or into relation or to their relatives;
– not offer, directly or indirectly, compliments, gifts or any utility, except it is for courtesy commercial acts of small-claims, that correspond to normal habits, to staff of Public Administration or to their relatives;
– not influence improperly providers decisions that dealing or taking decisions, on behalf of Public Administration;
– observe behaviours based on ethic principles adopted with the present Code of Ethics.
In the relations with the Public Administration, in Italy or foreign, it isn’t allowed to Consignees to correspond, or to offer, directly or through third parties, amounts of money or every type of gifts and entity, that are official public or responsible of public service, government representatives, public employees and private people, both italian or foreign, with which the Company entertains commercial relations, to compensate them or to pay them back for an act of their office, or to achieve the execution for an act contrary to their office duties.
2.4 Relations with Authorities and public institutions
The Company, through Consignees, fully and actively cooperates with Authorities.
Consignees have to keep a behaviour characterised by correctness, transparency and traceability with Public Administration. These relations are only reserved to competent functions.
It is prohibited to making, introduce or promote false declarations to Authorities.
The Company doesn’t deny, hide or delay any required information by supervisory authorities and other components for adjusting in their inspection functions and it collaborates actively during possible inquiry procedures.
2.5 Relations with political and trade union organisations
The Company doesn’t provide any kind of contributions, directly or indirectly, to political parties or movements, committees and political and trade union organisations, or to their representatives or candidates, both in Italy and foreign. Furthermore the Company doesn’t provide, contributions to organisations with which it can have a contrast of interests.
The Consignees, in their turn, can’t play political activity during working time or use Company’s properties or equipment; they will have to clarify that eventual political opinions expressed by them to third parties are closely reserved and that not represent, therefore, Company’s opinion and orientation.
In the relations with other carrier associations of interest (ex. professional associations, environmental organisations, etc.) any Consignee must promise or pay sums, promise or grant properties in nature or other benefits in a personal capacity to promote or facilitate Company’s interests following illicit pressures too.
Anyway any contribution will have to be provided in accordance with laws and existing dispositions and also adequately documented.
2.6 Relations with mass media
Relations between Company and mass media, generally, are only responsibility of company functions and to this responsibilities have to be entertained in political communication respect defined by Company.
The Company’s Consignees, can’t therefore provide information to mass media representatives without competent functions authorisation.
In any case, information and communications related to Company and destined to foreign will have to be accurate, truthful, complete, transparency and homogenous.
2.7 Initiatives non profit
Charitable activity of Company is coherent with its own vision and attention for sustainable development.
Company can adhere to contributions requests limited to non profit associations and entities proposals or that have a high cultural or beneficial value.
Sponsorship may relate social, environmental, sports, entertainment or artistic themes.
In any case, in choosing which proposals to endorse, Company shall pay particular attention to every kind of possible individual or corporate interests conflict.
The Company undertakes to promote and to support, and to promote between Consignees, the “non profit” activities that testify the commitment to be active part for the community needs satisfaction where there is.
2.8 Conduct rules for corporate and market abuse crimes prevention
To Consignees and, in particular, to administrators, mayors and liquidators is prohibited, in the budgets, in the reports or in the other social communications aimed to partners or to public, to explain material facts that are untrue, albeit dumped of valuation, that is to omit information imposed by law about economic, asset, financial situation of Company, in order to mislead consignees about the described situation or to produce a financial loss to Company’s partners and creditors.
To Consignees and, in particular, to administrators is prohibited to:
a. prevent or hinder, through concealment or other appropriate tricks, the development of control or review activities legally attributed to owners, to other governing organs or to review companies;
b. return, through simulated acts too, contributions to owners or to save the same from the obligation to execute them, except in cases of legitimate reductions of share capital;
c. divide profit or advances not actually achieved or allocated by law, to reserves and distribute reserves, unincorporated by profit too, that can’t be distributed by law;
d. purchase or endorse social holdings that produce an injury to share capital or to reserves not distributable by law, except in cases allowed by law;
e. carry out share capital reductions or mergers with an other Company or divisions that cause harm to creditors, in breach of law dispositions to protect the same creditors;
f. falsely creation or increase, also partly, of Company’s capital through the allocation of shares or social quotas on inferior summation of its nominal value, mutual shares or quotas subscription, relevant properties overvaluation in nature or of credits that is heritage in case of transformation;
To Consignees is prohibit to: a) determinate the majority in assemblies through simulated or fraudulent acts; b) disseminate false news that is to put in place simulated operations or other tricks that can cause a sensible alteration of quoted or unquoted instruments prices.
2.9 Other conduct rules
To Consignees is strictly prohibited to induce the Government or a Public Authority in error, through artifices or deceptions, to provide to Company an unfair profit with a damage to others.
The unfair profit can be direct or indirect and can include contributions, funding, other payments denominated granted by the State too, by a public body or by European communities.
To Consignees is strictly prohibited to use or present declarations or false or demonstrating things that aren’t true documents, that is to omit due information, to achieve for the benefit or for the interest of Company contributions, funding or other payments denominated granted by the State, by a public authority or by European communities.
To Consignees is strictly prohibited to not allocate contributions, funding or other payments denominated granted by the State, by a public body or by European communities, to initiatives aimed at achieve works or at development of public interest activities, to provide directly or indirectly an advantage or an utility to Company.
To Consignees that explain on behalf of Company operational activities involving receipts and payments or funding management:
a. it is prohibited promotion, constitution, organisation, direction, indirectly funding, of associations that propose the job, foreign or against a foreign State, of an institution of international organism, to exercise violence acts about people or things, purposes of terrorism;
b. it is prohibited to harbour or to provide hospitality, transportation, media to people that participate to subversive associations or with the purpose of terrorism and of subversion from public order;
To Consignees is strictly prohibited to commit or to adopt a conduct that accepts consciously the risk that can be committed crimes against the individual personality, such as:
a. enslavement or in similar condition of a person;
b. slave trade or people commerce in a similar condition to enslavement;
c. alienation or the purchase of just one person reduces in enslavement;
d. persuasion of a minor subject to make sexual acts in return of sums of money (child prostitution); the adoption of behaviours that can facilitate child prostitution that is that involve the exploitation of who does commerce of its own body to receive part of profit;
e. children exploitation for realisation of performance or pornographic material, as well as commerce, selling, dissemination and transmission unpaid too of this material;
f. detention of pornographic material produced through the children sexual exploitation;
g. organisation or promotion of travels that have the purpose, event if it’s not exclusive, the enjoyment of prostitution activities at the expense of children;
h. mutilation of female genitalia.
Chapter 3
Transparency of accounting and internal controls – Anti-money laundering
The Company ensures its owners transparency of action and the right to be informed, besides in cases provided for existing legislation, about every circumstance deemed necessary.
For this purpose it prepares appropriate informative flaws, from operational functions to administrative body and from this last to owners, to ensure constant update and completeness of information.
3.1 Accounting records and consequent budgeting
The Company educates its own executives and collaborators to ensure constantly truth, completeness and timeliness of information.
For this purpose, every operation or transition has to be exactly and promptly registered in business accounting system under the criteria indicated by law and based on accounting applicable principles; every operations or transition has to be authorised, verifiable, legitimate, coherent and appropriate.
To ensure that accounting answers to requirements of truth, completeness and transparency of data registered, it has to be kept to Company’s acts an appropriate and complete documentation supporting the activity carried out, to allow:
(i) accurate accounting registration of every operation,
(ii) immediate determination of characteristics and motivations at the basis of the same,
(iii) easy chronological formal reconstruction of the operation,
(iv) verification of decision, authorisation and realization process, as well as the identification of different levels of responsibility and control.
Every accounting registration has to reflect exactly what that results from support documentation. Therefore, it is job of every Consignee should do ensure that the support documentation is easily available and orderly under the logical criteria and in according with corporate dispositions and procedures.
Anybody can carry out any type of payment in Company’s interest in the absence of appropriate support documentation.
The Consignees that become aware of omissions, falsifications or negligence in accounting registrations or in support documentation have to tell all this promptly to their own Higher.
3.2 Internal controls
Internal controls means all the necessary or useful instruments to direct, verify and pursue Company’s activity with the purpose to ensure law’s and procedures’ corporate respect, to protect corporate properties, to manage effectively social activities and to provide with clarity truthful and correct information about asset, economic and financial situation of Company, as well as to identify and prevent possible risks in which Company may incur.
It’s job of Company to disseminate, to every levels, an internal culture based on the awareness of controls existence and oriented to the exercise of the same control.
Under their functions and competences, the managers of Company have to participate to the realization and implementation of an effective corporate control system and to make part of it their subordinates.
Employees and collaborators of the Company must contribute to the proper functioning of the control system.
3.3 Anti-money laundering
The Consignees of Company haven’t to, in any way and in any circumstance, receive or accept the promise of payments cash or take the risk of being involved in situations related to money recycling originating by illecit or criminal activities.
Before to establish relations or to stipulate contracts with customers not occasional and other partners in long-term business relations, they have to ensure about the moral integrity, the reputation and the good name of counterparty.
The Company commits to respect all rules and dispositions, both national and international, in terms of anti-money founding.
Chapter 4
Personal politicises and working environment
4.1 Human resources
Human resources are considered essential element for the future existence and development of Company
The selection of staff is carried out according to the correspondence of aspiring profiles in respect to Company’s needs, by ensuring the same opportunities.
The assumptions take place with regular working contract in the full respect of law or of CCNL (National Collective Labour Agreement) of category, by promoting the inclusion of worker in working environment.
To enhance the capacities and the competences and to allow to every employee or collaborator to explain his own potential, the corporate functions will have to:
– apply criteria of merit and of professional competence in adopting every kind of decision in respect of employees;
– select, hire, create, pay and manage the employees without any discrimination, by ensuring that everyone can have the same treatment, independently to sex, age, nationality, religion, ethnicity;
– ensure to every employees the same opportunity in respect to every aspects of work relation with Company, including, for example, professional recognitions, remunerations, training and formation courses.
The Company commits to protect the psychic and physic integrity of employees, according to their personality, avoiding that the same can suffer conditioning or inconvenience. For this purpose the Company reserves, under the protection of its image, the right to considerer important those behaviours extra working too that are considered offensive for the civil sensibility and it will operate to prevent interpersonal offensive or defamatory attitudes.
Therefore the consignees will have to collaborate to maintenance of a mutual respect corporate climate and to not put in place attitudes that can affect the dignity, the honour and the reputation of everyone.
4.2. Health protection, safety and environment and public safety
The activities of Company have to be conducted in according to agreements and to international standards and to laws, regulations, administrative practices and to national policies of Countries where operates related to health protection and workers safety, of environment and public safety.
The Company contributes actively in appropriate premises to promotion of scientific and technological development aimed at resources and environment safeguard. The operational management have to refer to advanced criteria of environmental safeguard and of energy efficiency pursuing the continued improvement of health conditions and of safety at work and of environmental safety.
The Consignees whose duties , participate actively to risk prevention, of environmental safeguard and of public safety and of health protection and safety according to themselves, colleagues and third parties.
4.3 Bullying on workplace
The Company requires that in the working internal and external relations do not occur any kind of bullying, such as for example, the creation of hostile workplace in according to the singular workers or groups of workers, the unjustified interference with the work of others or the creation of obstacles and grounds to others’ professional perspectives.
The Company doesn’t allow sexual molestation, meaning as such, the subordination of growth professional potential of performance of sexual favours or proposal of interpersonal private relations that, being unwelcome by the consignee, can upset the serenity.
4.4 Misuse of alcohol and drugs
Every Consignee have to refrain providing his own activity under the effect of alcohol or drugs, or that make the same effect and to consume this substances during the performance.
It will be equated to previous cases the status of chronic dependence on alcohol and drugs that can affect the perfomance and that can affect the normal development of the same.
4.5 Smoke
The Company undertakes to ensure safety and health of its own employees, without prejudice to ban on smoking in environments where it can generate a danger for people safety and the health of environments. In every situation of working cohabitation the Company undertakes to safeguard the condition of who feels physical discomfort in presence of passive smoke on the workplace.
Chapter 5
Confidential information and privacy protections
5.1 Confidential information and privacy protection
Company’s activities require constantly acquisition, conservation, treatment, communication and dissemination of data, documents and information related to negotiations, proceedings, operations and contracts.
The databases of Company can contain, furthermore, personal data protected by the legislation to protect the privacy, data that can’t be disclosed externally and finally data which dissemination can cause damages to the same Company.
Every Consignee has to protect confidentiality and privacy of information learnt at a rate of his own performance. Every information, knowledge and data acquired or developed by Consignees through his own tasks can’t be used, communicated or disseminated.
Every Consignee will have to:
– acquire and deal with only necessary and directly connected data on his functions;
– keep these data in order to prevent to take note to third foreign parties;
– communicate and disseminate the data under the pre-defined procedures by Company that is prior authorisation of the person delegated to this;
– determine the confidential and reserved nature of information according to the requirements prescribed by the pre-defined procedures by Company.
The Company commits to protect the information and the relatives data to its own Consignees and to third parties and to prevent every misuse of the same.
The Company conforms it to requirements in the field of confidentiality of personal data provided in legislative document 196/2003 and subsequent changes, additions and implementing regulations.
Chapter 6
Alerts to ethical Supervisor.
The Supervisor of Code of Ethics is established by the acting of administrative authority and remains in office for the period established in appointment.
Are responsibilities of the Supervisor of the Code of Ethics the following assignments:
– take decisions about the violation of the Code of Ethics with a great importance;
– explain opinions about the revision of the most important policies and procedures, in order to ensure the coherence with the Code of Ethics;
– control the initiatives for the diffusion of knowledge and comprehension of Code of Ethics and, in particular, ensure development of communication activities and ethical training;
– ensure the periodical revision of the Code of Ethics.
All the social interlocutors can point out, in writing and anonymously, every violation or suspect of violation of the Code of Ethics to the Supervisor that undertakes to a reporting analysis, listening eventually the author and the responsible of the presumed violation.
The Supervisor of Company acts in order to ensure the reporting against every kind of retaliation, regarded as an act that may give rise to the suspect of discrimination or criminalisation. It is furthermore ensured the privacy of reporting identity, without prejudice to legal obligations.
Reports can be sent by:
– e-mail: odv231@lasim.it
– letter to the address: Lasim S.p.A.
Supervisory body
Viale Austria 2
73100 Lecce (LE) – ITALY