Ethical code

Ethical code

  1. Foreword
  2. General principles
  3. The Addressees
  4. Enforcement
  5. Diffusion
  6. Updates

DUTIES AND RESPONSIBILITIES

  1. Fairness and conflict of interests
  2. The corporate information: utilisation and protection
  3. Relations with the Public Administration
  4. Records, bookkeeping entries
  5. Relations with customers and suppliers third parties
  6. Management of human resources
  7. Relations with the Judicial Authority
  8. Management of money, assets or other utilities
  9. Collections and payments
  10. Contributions, sponsorship and free gifts
  11. Protection and utilisation of the corporate assets
  12. Protection of intellectual and industrial property
  13. Work safety
  14. Environmental protection

THE CHECKS

  1. Procedural checks
  2. Disciplinary system
Ethical code
The N&W group understood as the “N&W Global Vending Spa” Parent Company and the companies controlled by it (hereinafter referred to as “N&W”) represents a corporate reality directly present in various countries and having wide and diffuse national and international relationships. This is the reason why an Ethical Code has been arranged. Its observance is of fundamental importance for N&W good operation, reliability and reputation, i.e. decisive factors for the company’s success.
General principles
The N&W Ethical Code can identify the corporate values and point out the ensemble of the rights, duties and responsibilities of the addressees of the Code.
The adoption of this Code is the expression of a corporate context, the primary purpose of which is to fulfil the requirements and expectations of N&W partners as well as possible by trying to recommend and promote a high professional standard as well as to forbid all the behaviours clashing not only with the regulations of relevance, but also with the values N&W intends to promote.
Within the scope of its activities and the management of its business deals, N&W will assume the observance of the law and the rules of the countries of reference as well as the internal rules as its inspiring principles. All employees shall always observe the rules in force in every single country where they are operating on N&W’s behalf.
N&W undertakes to make the content of this Code known to all those who will establish a relation with the Company.
All N&W employees and collaborators shall observe the Ethical Code, no one excepted.
The Addressees
The Ethical Code is binding and applicable for:
  • N&W Directors and Auditors, Managers and Employees, wherever they may operate, both in Italy and abroad;
  • external collaborators and consultants operating in N&W’s interests and suppliers.
Other companies belonging to the N&W Group are also recommended to adopt this Code.
Enforcement
The Ethical Code is enforceable in Italy and in all other Countries where N&W operates.
Diffusion
N&W commits itself to wide spread the Ethical Code to all the Addressees.
A copy of the Ethical code is available for consultation, in electronic format on N&W web site and, in paper format, at N&W offices.
Updates
The Board of Directors of N&W has the power to modify, integrate, update this Code, giving an immediate communication and information to all people bound to it.

DUTIES AND RESPONSIBILITIES

Fairness and conflict of interests
All Addressees shall behave fairly and honestly towards the company in the performance of all their working activities as well as observe this Code, also in their relations with the outside. In particular, they shall avoid any situation that may result in a conflict of interests and refrain from personally taking advantage of any business opportunity related to the development of their own functions.
As a consequence, the director having an interest in conflict with the company’s interest on its own behalf or on behalf of third parties in a well-defined operation shall inform the other directors and the Board of Auditors and refrain from taking part in any resolution concerning the operation itself.
The N&W collaborators shall avoid any situation that may create an actual or potential conflict of interest between personal and corporate activities.
Wherever a situation of potential conflict may arise, the communication between the employee and its superior or between a collaborator and its internal partner of reference will be of fundamental importance for the settlement of the matter.
The corporate information: utilisation and protection
The confidentiality of information is an asset N&W is also safeguarding through its own employees and collaborators. Every single piece of information obtained from the Addressees with reference to their own activity is N&W’s property.
The data concerning people will be processed in observance of the rules in force.
The Addressees who may come to know any information not being of public knowledge shall cautiously and carefully use such information and avoid disclosing it to any person not authorised inside and outside the Company.
Relations with the Public Administration
It is forbidden to give, offer or promise money or any other utility, such as services, performances or favours that may be reasonably interpreted as exceeding any usual practice of courtesy as well as to put any unlawful pressure on public officials, people responsible for public utility service, managers, officers or employees of the Public Administration or bodies holding a concession for public utility service, their relatives or cohabitants, to induce the accomplishment of any action either compliant with or contrary to the duties ex officio, to the advantage or in the interest of the Company.
Any Addressee who may be receive a request or a proposal for benefits from public officers shall immediately report to its own superior, if it is an employee, or to its internal partner of reference, if it is a third party.
In the business relations with the Public Administration or the bodies holding a concession for public utility service, the Addressees shall abstain from urging or obtaining any confidential information that may compromise the honesty or reputation of both parties.
It is not allowed to submit public, national or community Bodies a false declaration in order to obtain public aids, contributions or financial facilities or to get concessions, authorisations, licences or any other administrative act. It is forbidden to allocate any amount of money received from public, national or community Bodies as aids, contributions or loans for purposes other than those for which they have been assigned.
Records, bookkeeping entries
Every single activity of administrative, financial and fiscal management as well as every single activity concerning the corporate notices provided for by the rules applicable in the various systems shall be carried out in total observance of such rules. N&W gives a clear, correct and truthful description of its entries, which are done in full respect of applicable law, accounting principles and tax law, in order to ensure transparency and prompt check.
All N&W actions and financial operations shall be properly recorded and it shall be possible to check the decision, authorisation and execution process.
Every single operation shall be properly supported in terms of documents in order to be able to carry out checks at any time with the purpose of certifying the features and the grounds of the operation as well as of identifying the subjects who have authorised, performed, recorded and audited the operation itself.
It is explicitly forbidden, particularly to directors and auditors to record, in the Company’s financial statements, books and communications to shareholders and third parties, material facts not complying with the truth, or to omit information required by law with reference to the Company’s economical, patrimonial and financial situation in order to misguide the Addressees or to cause any damage to shareholders and creditors.
Relations with customers and suppliers and third parties
Within the scope of the management of customer relations, every single Addressee shall provide for the maximum customer satisfaction by supplying accurate and complete information on products and services in order to encourage well-aware choices. The relations with customers shall be developed on the basis of mutual transparency and in observance of the rules of the market and the competition.
The Addressees shall neither promise nor offer money or other benefits to promote or favour N&W interests.
Every single commercial incentive (commission, discount, credit, allowance) shall comply with common market practices. It shall not exceed admissible value limits and it must have been approved in compliance with the rules established by the Parent Company.
The corporate functions will select suppliers and purchase assets and services on the basis of objective evaluations on competitiveness, quality, profitability, price and integrity. Moreover, N&W will contractually reserve the right to take any necessary measure (including the termination of a contract) if the supplier should violate the rules of the Law or the Code in performing any activity in the name / on behalf of N&W.
The Addressees are not allowed to accept any gift, present and alike if they can not be directly ascribed to usual relations of courtesy and provided that their value is not very high. If an Addressee should receive a proposal for benefits from a supplier, it shall immediately report to its superior.
Management of human resources
The following principles are of fundamental importance for the management of human resources:
  • offer the same working opportunities without any discrimination of race, sex, age, sexual orientation, physical or psychic handicap, nationality, religious belief, political and union membership;
  • ensure a fair and meritocratic treatment;
  • widespread and strengthen the culture of safety in the working environment and act to preserve the workers’ physical and psychic health and safety, mainly by means of preventive actions;
  • ensure the protection of the employees’ privacy and their right to work without suffering from any unlawful conditioning.
In observance of the Conventions of the International Labour Organisation, N&W undertakes to:
  • observe fundamental human rights;
  • prevent the exploitation of minors;
  • avoid making use of hard labour or work carried out in slavery conditions.
N&W requires avoiding giving rise to the following in working relations:
  • reduce to or maintain in a state of subjection by resorting to violence, threat, deceit, abuse of authority, by taking advantage of a situation of physical or psychic inferiority or of a situation of need, by making a promise or by giving any amount of money or any other advantage to those who may exercise their authority over the person;
  • nuisances, even sexual ones.
In accordance with applicable laws, N&W undertakes not to establish working relationship with people without residence permit N&W also undertakes not to perform any activity encouraging illegal entry of people in countries where the Company operates.
Relations with the Judicial Authority
It is forbidden to put any pressure of any kind on the person who has been required to make a statement before the Judicial Authority in order to induce it to make a false statement or to make no statement at all.
It is forbidden to help those who have committed an act of criminal relevance to elude any investigation by the authority or to avoid its inquiries.
Management of money, assets or other utilities
It is forbidden to replace or transfer any money, asset or other utility coming from a crime or to accomplish any other operation with reference to them so as to hinder the identification of their criminal origin. It is also forbidden to use such assets in economic or financial activities.
For this purpose all available information (including the financial ones) regarding commercial counterparts and suppliers must be verified to ascertain their respectability and their lawful activity before starting businesses with them.
Collections and payments
Any collection for the sale of products shall be directly made in favour of the Company the business operation of which can be referred to. No natural person is allowed to provide for collection on the Company’s account Every single collection shall be duly recorded on the accounting books in compliance with tax rules in force.
Contributions, sponsorship and free gifts
N&W can give contributions and sponsorships to lawful private, public or no profit entities, particularly if they have social, cultural or solidarity purpose, always in accordance with accounting and tax laws.
Protection and utilisation of the corporate assets
Every single Addressee is directly and personally responsible for protecting and preserving tangible and intangible assets (such as – by way of example - hardware tools, software licences, e-mail, phone equipment, motor vehicles, machinery, equipment and tools, etc.) it has been assigned for the accomplishment of its working activity within the company. It will do its own best to have them used by duly authorised people for lawful purposes.
Technological resources shall be used in compliance with the rules in force and according to the procedural and operational rules established by the departments of competence in every single N&W company.
No Company's employee is allowed to use Internet, Intranet and his/her own corporate e-mail box infringing the Law or causing any damage to the Company's reputation. In particular, no Employee may use the corporate e-mail system, Internet or Intranet in such a way that it may compromise the efficiency and efficacy of the activities or the safety of the Company or third-party systems.
Protection of intellectual and industrial property
N&W warrants the protection of its own and third parties’ industrial property rights (e.g. trademarks, patents, hallmarks, industrial designs or models, intellectual works etc...).
It is forbidden to counterfeit, tamper, use, sell, manufacture things or make industrial use of goods or other items made by encroaching upon third parties’ industrial property rights.
It is forbidden to sell or otherwise make available intellectual works or industrial products under names, trademarks or hallmarks able to mislead customers about the product or work origin, source or quality.
It is forbidden to copy, duplicate, spread or broadcast publically copyrighted works, even for marketing purposes, without the copyrighter’s consent and without paying royalties.
Work safety
N&W will strictly observe the work safety rules in compliance with the applicable laws in the Countries where N&W operates.
The Company will constantly monitor its own plants, wherever they may be located and operating, according to the Law and in observance of the protection against imminent risks to guarantee the maximum safety and quality of its own services.
The Company's employees and collaborators assure the maximum willingness and cooperation in favor of the Employer and all subjects in charge of the management of Safety as well as whoever may be requested to making inspections and controls on behalf of the Bodies responsible for it.
Whenever a member of the Company should find out discrepancies or irregularities in this matter, he/she shall promptly inform the in-house responsible of risk prevention and protection and/or the subjects responsible for Safety.
Environmental protection
N&W’s activity is based on the principle of safeguarding the environment and protecting the Addressees’ health and safety.
The business must be managed in full respect of the environmental protection applicable law.
N&W goes along its customers’ requirements regarding environmental issues, using all appropriate protection and precaution instruments, and is against any kind of ecosystem’s damage or impairment.
Technological research and innovation must be particularly focused on realization and promotion of products and processes more and more environmentally friendly and marked by an increasing attention to Addressees’ health and safety.

THE CHECKS

Procedural checks
N&W will ensure an internal work organisation in such a way that:
  • there will be a proper level of segregation of responsibilities in such a way that the realisation of every single process will require the joint support of several corporate functions;
  • all N&W actions and operations shall be properly recorded and it shall be possible to check the decision, authorisation and execution process;
  • every single operation shall be properly supported in terms of documents in order to be able to carry out checks at any time with the purpose of certifying the features and the grounds of the operation as well as of identifying the subjects who have authorised, performed, recorded and audited the operation itself;
  • book-keeping entries shall be kept carefully, completely and promptly in observance of the company’s accounting procedures in order to represent the patrimonial / financial situation and the management activity truthfully. For such a purpose, all the employees involved in book-keeping entries shall provide for maximum cooperation, complete and clear information as well as accurate data and data processing.
Disciplinary system
The ensemble of these rules is an integral part of the conditions regulating N&W working relations. The rules in the Ethical Code are the expression of the behaviour the employee shall observe by virtue of the civil and criminal laws in force and the obligations provided for by collective bargaining.
Any violation of this Code will give rise to the infliction of penalties towards the Company’s employees, managers, Directors and Auditors.
Disciplinary sanctions are inflicted according to the Law and in full observance of the CCNL (National Collective Labour Contract).
The non-observance of the rules in this Code may cause the termination of employment with third parties on the basis of an explicit contractual provision.

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