Code of Ethics and Conduct

Code of Ethics and Conduct

 

Summary

 

PREMISE      

1 GENERAL PRINCIPLES  

1.1 General principles           

1.2 The quality system          

1.3 Recipients of the Code of Ethics

1.4 Value of the Code of Ethics        

2 PRINCIPLES IN RELATIONS WITH EMPLOYEES AND THIRD PARTIES     

2.1 Relations with employees          

2.2 Relations with employees and consultants        

2.3 Relations with customers

2.4 Relations with suppliers  

2.5 Relations with other companies operating in the same sector 

2.6 Diligence and correctness in managing contacts          

2.7 Relations with the Public Administration and with Entities carrying out activities of public utility or public interest           

2.8 Relations with Supervisory and Control Authorities      

3 PRINCIPLES IN RELATIONS WITH THE COMMUNITY

3.1 Environmental policy      

3.2 The trade unions 

4 PRINCIPLES FOR THE MANAGEMENT OF SAFETY AT WORK AND WORKERS’ HEALTH          

5 PROTECTION OF BUSINESS ASSETS 

6 MONITORING THE APPLICATION OF THE CODE OF ETHICS AND THE CONSEQUENCES OF ITS INFRINGEMENT      

6.1 Supervisory Body

6.2 Consequences of Employee Code Violation     

6.3 Consequences of the violation of the Code for Directors, Administrators and Statutory Auditors      

6.4 Consequences of violation of the Code for collaborators, consultants and other third parties

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WHISTLEBLOWING  – INFORMATION ON THE PROCESSING OF PERSONAL DATA

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PREMISE

INTER SER SpA has promoted and implemented within itself and in the course of its activities the sensitivity towards ethics in its behaviours and work activities, considering the correctness in the internal and external relations fundamental criterion to which to standardize every action.

The Company, on the occasion of the verification of the compliance of the organizational system and internal control to the legal requirements, has decided to proceed with the collection and publication of the rules and ethical principles and conduct that, since the establishment of the company, they direct its relations towards staff and third parties and which, more generally, characterize the conduct of the company’s activities.

These principles are contained in this Code of Ethics and Conduct (hereinafter referred to as the “Code of Ethics”) of which the Company, as hitherto occurred, wishes on the one hand the spontaneous sharing, adherence and dissemination and, on the other hand, requires compliance and enforcement by any individual who works on behalf of INTER SER SpA or comes into contact with it, also providing for the application of disciplinary and contractual sanctions for any violations.

The objective of the Code of Ethics is to share the moral principles that inspire the activity of INTER SER SpA with a view to achieving a culture of ethics.

Using the words of the philosopher Immanuel Kant, one can define “ethical” the behaviour of the one who works, guided not by fears of punishment or hopes of opportunistic reward, but by his own reason, so as to always treat humanity as an end and never as a means.

 

1 GENERAL PRINCIPLES

1.1 General principles

 

INTER SER SpA in carrying out its activities is inspired by the ethical principles set out below, which requires compliance by the parties involved in this activity.

INTER SER SpA conducts its activities in compliance with EU, national and international regulations, rejecting corruption and any illegal practice.  No conduct contrary to current legislation, this Code of Ethics or internal regulations, implemented by the corporate governance bodies, from the management and in general from all the employees and collaborators in the execution of the assigned duties or tasks can be considered justified and involves the adoption of sanctioning measures from the same Society.

INTER SER SpA considers of fundamental importance the performance of professional services by the Company’s employees and collaborators, that have to be carried out according to competence, professionalism and efficiency also in order to provide high-quality services to customers and subjects with whom it is to have relationships resulting from the performance of its business.

INTER SER SpA considers the impartiality of processing a fundamental value in any relationship both internal and external to the Company.

INTER SER SpA considers the individual, his values and his rights, values intangible and to be protected. In particular, in pursuing its social purpose, INTER SER SpA takes into consideration the respect due to all living beings and all things, as the end of its action and not as a means to achieve the goal.

INTER SER SpA considers its image and reputation to be values that must be, also as a common heritage, protected and developed through the full dissemination, sharing and observance of the ethical principles and conduct contained in this Code.

All relationships must be marked by Respect, Courtesy, Fairness and Clarity.

 

1.2 The quality system

 

With the commitment and involvement of all personnel, INTER SER SpA pursues the objective of increasing customer/client satisfaction and the organization’s ability to generate value for all stakeholders.

The Company continuously monitors the factors indicating the quality of the service in order to ensure the standard of level and to allow the improvement.

 

1.3 Recipients of the Code of Ethics

 

The rules of the Code of Ethics apply to the employees of the Company and to all those who cooperate in the performance of its activities and in the pursuit of its purposes. The principles of the Code of Ethics must inspire the members of the Board of Directors of the Company and the managers and/or cadres in any decision or action relating to the management of the same; also, in order to represent a reference model for the employees and collaborators of the same.

Employees and all those who cooperate with the Company are required to adapt their behaviour to the provisions and principles of the Code of Ethics and not to take initiatives contrary to the Code itself. 

In particular, the recipients of the Code of Ethics are required to comply with the provisions and principles contained therein even if they are expressed as criteria of conduct of the Company, and not as precepts addressed directly to the recipients themselves. 

 

1.4 Value of the Code of Ethics

 

INTER SER SpA considers compliance with the rules and provisions contained in the Code of Ethics as an integral and essential part of the contractual obligations arising, for employees, from employment relationships also pursuant to Article 2104 of the Civil Code and, for employees who are not subordinate, by the respective contractual regulations. 

The violation of these rules will constitute a breach of the obligations arising from the employment relationship or collaboration, with any consequence of law or contract.

 

2 PRINCIPLES IN RELATIONS WITH EMPLOYEES AND THIRD PARTIES

2.1 Relations with employees

 

INTER SER SpA provides for the widest dissemination of the Code of Ethics among its employees.  The Company requires that its employees know and observe, as far as their competence, the prescriptions of the Code of Ethics and that, compatible with individual possibilities, promote their knowledge among newly-recruited employees as well as to third parties affected by the application of the Code of Ethics with whom they come into contact for reasons of their office. Employees are required to report to the Supervisory Body referred to in point 6 below any violation of the Code of Ethics that they become aware of by colleagues, collaborators and consultants. The Company will consider disciplinary offense any false report made in bad faith in order to cause harm to colleagues and/or collaborators.

Honesty is the fundamental principle for all activities of INTER SER SpA and is an essential element of business management.

INTER SER SpA pays the utmost and constant attention to the enhancement of human resources by putting the value of each person at the centre of every decision. For this purpose, it considers the meritocratic criterion, professional competence, honesty and fairness of conduct privileged foundations for the adoption of any decision concerning the career and any other aspect related to the employee. INTER SER SpA repudiates the use of child labour and forced labour.

It rejects any discrimination based on age, gender, health status, race, nationality, political opinions and religious beliefs.

Employees are obliged to behave in a manner that consistently respects the rights and personality of their colleagues, collaborators and third parties, regardless of their hierarchical position within the Company. Employees should make appropriate use of the company’s assets made available to them, while safeguarding the value of the company’s assets.

Honesty and transparency are fundamental principles and values for INTER SER SpA and all employee actions should be inspired by these values.

 

2.2 Relations with employees and consultants

 

INTER SER SpA makes the identification and selection of collaborators and consultants with absolute impartiality, autonomy and independence of judgment, rejecting any form of discrimination and/or interference.  Conduct contrary to the principles expressed in the Code of Ethics may be considered by the Company as a serious breach of the duties of fairness and good faith in the performance of the contract, grounds for breach of fiduciary relationship and just cause for termination of contractual relations.

 

2.3 Relations with customers

 

INTER SER SpA, in the exercise of its activities and in the management of customer relations, scrupulously respects the legal rules, the principles of this Code of Ethics and internal procedures, and requires the same of its employees and collaborators, who are obliged to avoid any conflict of interest with the Company.

 

 

2.4 Relations with suppliers

 

In the supply of goods and/ or services INTER SER SpA operates in compliance with the rules, the principles of this Code and internal procedures adopted. Employees engaged in relations with suppliers and service providers must select them and manage their relations on the basis of impartiality and fairness, avoiding situations of even potential conflict of interest with them, by reporting to the Company the existence or occurrence of such situations.

 

2.5 Relations with other companies operating in the same sector 

 

In consideration of the existing reciprocal relations with the other companies, INTER SER SpA deals with the principles of fairness and good faith, maintaining synergistic relationships aimed at improving the efficiency and quality of the service.

 

2.6 Diligence and correctness in managing contacts

 

Contacts and work assignments must be carried out according to what is consciously established by the parties INTER SER SpA is committed to ensuring a wide and comprehensive information to all employees and collaborators involved in the activities provided for by the contracts entered into.

 

2.7 Relations with the Public Administration and with Entities carrying out activities of public utility or public interest

 

INTER SER SpA adopts in its relations with the Public Administration, with Entities that carry out activities of public utility or public interest or in any case related to relations of a public nature, the strictest compliance with Community regulations, applicable national and corporate.

The management of negotiations, the assumption of commitments and the execution of relations, of any kind, with the Public Administration, with Entities that carry out activities of public utility or public interest or in any case of relations of a public nature are reserved exclusively to the corporate functions assigned and/ or authorized.

In its relations with the Public Administration, the Company, and on behalf of the latter, any employee, collaborator or consultant, must not seek to influence improperly the decisions of the institution concerned, in order to obtain the performance of acts not in conformity with or contrary to the duties of office, in particular by offering

or by promising, directly or indirectly, gifts, money, favours or utilities of any kind. INTER SER SpA undertakes to take all necessary measures to prevent and prevent corruption and corruption.

It is not allowed that money is paid, that other forms of corruption are carried out in order to provide direct or indirect benefits to the company itself. It is forbidden to accept gifts or favours from third parties that go beyond the normal rules of hospitality and courtesy. The employee or collaborator who receives requests or indications to operate in this sense is required to give immediate notice to the Supervisory Body.

 

2.8 Relations with Supervisory and Control Authorities

 

INTER SER SpA imprints its relations with the supervisory and control authorities to the maximum cooperation in full respect of their institutional role, committing itself to promptly implement their requirements.

 

3 PRINCIPLES IN RELATIONS WITH THE COMMUNITY

3.1 Environmental policy

 

INTER SER SpA pays the utmost attention to respect for the interests of the community and considers the environment and nature fundamental values and heritage of all, to be protected and defended, and to this end it makes the utmost effort to direct its activities towards the respect of these principles, also with a view to protecting future generations.

 

3.2 The trade unions

 

INTER SER SpA does not pay contributions of any kind, directly or indirectly, to trade unions, or to their representatives or candidates except in the forms and in the ways provided for by current regulations, and imprints the relations with the same principles of correctness and collaboration in the interest of the Company and employees.

 

4 PRINCIPLES FOR THE MANAGEMENT OF SAFETY AT WORK AND WORKERS’ HEALTH

 

INTER SER SpA considers the protection of the safety and health of workers to be of primary importance, with the objective not only of complying with the requirements of the specific regulations on the subject, but also of constant action aimed at the continuous improvement of working conditions.

The Company therefore complies with the current regulations on occupational safety and hygiene. Every worker must pay the utmost attention in carrying out his activity, strictly observing all the safety and prevention measures laid down, in order to avoid any possible risk for himself and for his collaborators and colleagues.

The responsibility of each worker towards his collaborators and colleagues requires the utmost care for the prevention of risk of accident. Every recipient must comply with the instructions and directives provided by the subjects to whom the Company has delegated the fulfilment of safety obligations.

 

5 PROTECTION OF BUSINESS ASSETS

 

It is the duty of all employees to protect confidential information owned by INTER SER SpA and that of its customers and suppliers.

The employees of INTER SER SpA, only with the authorization of INTER SER SpA, may have access to information owned by the company, such as, for example, financial data, commercial and promotional programs, technical information, information about employees and customers.

In any case, the employees and collaborators of INTER SER SpA are expressly prohibited from disclosing information that INTER SER SpA has not made public.

Furthermore, the employees and collaborators of INTER SER SpA will not be able to access, duplicate, reproduce and make use, either directly or indirectly, of company-owned information, except in the context of the tasks entrusted to them by INTER SER SpA.

It is also forbidden for employees of INTER SER SpA who have access to current accounts to make payment arrangements without the express authorization of the directors.

It is also understood that INTER SER SpA is the exclusive owner of all rights, including the right to modify and process, on what has been achieved in execution of the contract of employment and in any case in the occasion of work and maintains the full and exclusive ownership of the rights over the works, in relation to which no right or claim, or any title, can be advanced by the worker.

 

6 MONITORING THE APPLICATION OF THE CODE OF ETHICS AND THE CONSEQUENCES OF ITS INFRINGEMENT

6.1 Supervisory Body

 

INTER SER SpA has set up an internal Supervisory Body with autonomous powers of initiative and control in accordance with the relevant regulatory provisions. In addition to the tasks set out in the aforementioned legislative measure, the Supervisory Body is entrusted with the task of promoting the dissemination and knowledge of the Code of Ethics and supervising the observance of the same,by promptly reporting any violations to the Administrative Body.

The information and reports acquired by the Supervisory Body and the structures used by it are considered confidential and may not be disclosed except in cases provided for by current legislation.

INTER SER SpA recognizes, in fact, the utmost importance of internal control aimed at facilitating the achievement of corporate objectives, safeguarding resources, ensuring compliance with the laws and the quality of products.

 

6.2 Consequences of Employees Code Violation

 

Failure to comply with and/or the violation of the rules of conduct imposed by the Code of Ethics and company procedures by employees of the Company constitutes a breach of the obligations arising from the employment relationship pursuant to art. 2104 C.C. and disciplinary offence. 

With reference to the sanctions imposed, it is specified that they will be applied in compliance with what is provided by the current NCBA and disciplinary rules, and that the adoption of the same must take place in compliance with the aforementioned NCBA.

These sanctions will be applied on the basis of the importance of the individual cases in question and will be proportionate in relation to their severity. The detection of such infringements, the management of disciplinary procedures and the imposition of sanctions remain the responsibility of the corporate functions in charge and delegated.

 

6.3 Consequences of the violation of the Code for Directors, Administrators and Statutory Auditors

In the event of a breach by managers of internal procedures and the Code of Ethics, the Company will assess the facts and behaviours and take appropriate action against those responsible, considering that such violations constitute breach of the obligations arising from the employment relationship pursuant to art. 2104 C.C.

 

6.4 Consequences of violation of the Code for collaborators, consultants and other third parties

 

Any conduct by collaborators, consultants or other third parties connected to the Company by a non-employee contractual relationship, in violation of the provisions of the Code of Ethics, may determine, in accordance with the specific contractual clauses included in the entrustment letters, the termination of the contractual relationship, without prejudice to any claim for compensation if such behaviour results in damages to the Company, regardless of the termination of the contractual relationship.

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WHISTLEBLOWING
INFORMATION ON THE PROCESSING OF PERSONAL DATA
pursuant to the articles 13 and 14 of Regulation (EU) 2016/679
The Data Controller is INTER SER S.P.A (VAT number: 01867890020), with registered office in Vercelli (VC), Via Verdi, 27 13100), in the person of the legal representative pro tempore (hereinafter, “Data Controller”), tel. 0161 218860, Fax: 0161 219662, Email: interser@interser.it.

The personal data of the interested parties will be processed exclusively to manage reports regarding alleged irregularities or offenses of which the reporting party has become aware as part of their employment relationship. The reporting party (e.g. employee, self-employed worker, professional, trainee) voluntarily provides their personal data; the data of other subjects who can report on the report or who are linked to the reporter (e.g. facilitators, witnesses, etc.) are collected through the report prepared and sent by the reporter himself.
The management and preliminary verification of the validity of the circumstances represented in the report are entrusted to the Supervisory Body which takes care of this in compliance with the principles of impartiality and confidentiality, carrying out any activity deemed appropriate, including the personal hearing of the reporter and any other subjects who can report on the reported facts. If, following the outcome of the verification, elements of non-manifestly unfounded nature of the reported fact are identified, the Body will transmit the outcome of the assessment for further investigation or for the adoption of relevant measures:
a) To the Board of Directors, so that, where the conditions exist, disciplinary action is carried out or that any further measures and/or actions deemed necessary are adopted, also to protect the company itself
b) if necessary, to the Judicial Authority, Court of Auditors or ANAC.
In such eventualities in the context of criminal proceedings, the identity of the whistleblower is covered by secrecy in the ways and within the limits established by article 329 of the code of criminal procedure; in the context of the proceedings before the Court of Auditors, the identity of the reporter cannot be revealed until the conclusion of the investigation phase; within the disciplinary proceedings, the identity of the whistleblower cannot be revealed, where the contestation of the disciplinary charge is based on investigations that are distinct and additional to the report, even if consequent thereto. If the dispute is based, in whole or in part, on the report and knowledge of the identity of the person making the report is indispensable for the defense of the accused, the report will be usable for the purposes of the disciplinary proceedings only in the presence of the consent of the person making the report to the disclosure of the his identity.
The legal basis for the processing of the personal data of the interested parties can be identified in the legal obligation (art. 6, letter c) GDPR) envisaged for the Data Controller, consisting in having to prevent risks and situations prejudicial to the public interest (art. 6, letter e) GDPR) with damage, even if only to the image, for the company and in having to identify protection tools for workers who report crimes or irregularities of which they have become aware as part of their work activities ( Legislative Decree 24/2023).
Pursuant to art. 6, letter. a) GDPR, the legal basis that legitimizes the communication of the personal data of the whistleblower to the reported person in the context of disciplinary proceedings, if the dispute is based, in whole or in part, on the report and knowledge of the identity of the whistleblower is essential for the defense of the accused is the express consent of the reporting person to the revelation of his identity.

The recipients of the report can be:
• the Supervisory Body: this person, appointed by the Company, has been specifically authorized and trained by the Data Controller, pursuant to art. 29 GDPR, also in order to be able to process the data of the whistleblower and other interested natural persons as part of the Whistleblowing procedure;
• other subjects previously authorized and instructed by the Data Controller pursuant to art. 29 GDPR, as people who are part of the internal corporate organization or as delegated councilors of the company’s Board of Directors;
• the National Anti-Corruption Authority (ANAC);
• the Judicial Authorities;
• the Court of Auditors;
• service providers appointed as Data Processors pursuant to art. 28 GDPR.

The Data Controller has no intention of transferring the personal data of the interested party to a third country within the European Union or to an international organisation. If necessary, we inform you in advance that the transfer will take place in compliance with Chapter V of Regulation (EU) 2016/679.

The reports and related documentation are kept for a long time
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