Summary

1. GENERAL PRINCIPLES
  1.1 NATURE OF THE CODE OF ETHICS
  1.2 OBJECTIVES OF THE CODE OF ETHICS
  1.3 ADDRESSEES OF THE CODE OF ETHICS

2. THE COMPANY AND OUR PURPOSE 
3. RELEVANT VALUES AND STANDARDS OF CONDUCT
  3.1 POLICY TOWARD PERSONNEL AND SELECTION ACTIVITIES
  3.2 HEALTH AND SAFETY
  3.3 ENVIRONMENT
  3.4 RELATIONS WITH THE PUBLIC ADMINISTRATION
  3.5 JUDICIAL AUTHORITIES AND SUPERVISORY AUTHORITIES

4. CORPORATE ASSETS AND REPORTING OBLIGATIONS
  4.1 CORPORATE COMMUNICATIONS AND ACCOUNTING RECORDS
  4.2 OTHER OBLIGATIONS IN RELATION TO ADMINISTRATION
  4.3 CONFLICT OF INTEREST
5. INSIDER INFORMATION
6. PRIVACY – CONFIDENTIALITY
  6.1 BUSINESS, PROCUREMENT AND MARKETIING ACTIVITIES -ANTI CORRUPTION AND MONEY LAUNDERING
7. IMPLEMENTATION PROVISIONS
  7.1 SYSTEM OF SANCTIONS AGAINST EMPLOYEES AND DIRECTORS
  7.2 SYSTEM OF SANCTIONS AGAINST COLLABORATORS, SUPPLIERS, CONSULTANTS AND BUSINESS PARTNERS

1. GENERAL PRINCIPLES
The company Degli Esposti A. Srl (hereinafter referred to as ‘DEA’ and/or ‘Company’) conducts its activities in an ethical manner, with moral integrity and fairness pursuing its statutory purposes in compliance with its corporate mission.

All persons associated with DEA, recipients of this Code, must manifest total moral integrity in the actions taken on behalf of the Company.
Transparency and moral integrity are understood as:

– Adherence to DEA’s institutional policies established in the Code of Ethics;
– Compliance with regional, state, European or other countries’ legislation when operating there;
– Transparent and direct communication with public agencies and the various parties with which DEA operates;
– Assumption of responsibility for one’s actions.

The Code of Ethics is the fundamental charter of moral rights and duties that defines the ethical and social responsibility of every member of our society.

1.1 NATURE OF THE CODE OF ETHICS
The Code of Ethics is addressed to all those who work for and with DEA, in order to make clear, unambiguous and understandable the ethical principles by which the Company is inspired.
The Code, in fact, is the official document in which the ethical principles in which DEA is reflected are established and by which, consistently, all those with whom it operates must be inspired.
Reasons and purposes for adopting the Code of Ethics:
– To establish a standard completely aimed at preventing the commission of crimes related to DEA’s activities or otherwise in the interest or to the benefit of the company;
– To identify measures and internal control tools suitable for monitoring compliance with the code itself;
– Create and increase corporate value.

1.2 OBJECTIVES OF THE CODE OF ETHICS
The requirements analyzed by this Code are not only in the legal and economic order but are dictated by a precise social and moral commitment that DEA assumes.
The Company wants to set an example in giving a transparent and correct image and , therefore, adopts a Code that respects the following principles and conducts:

– DEA operates within the rule of law and ensures that all persons obliged to comply with this Code observe the laws and other regulations of the orders in force, preventing them from committing crimes and any other type of wrongdoing;
– DEA wants to avoid any conduct that may facilitate or lead to even indirect suspicion of the commission of any kind of wrongdoing, undermine the trust of stakeholders or transparency towards them, or that may simply disturb the tranquility of the work environment;

– In dealing with institutions DEA wants to:
Ø To work within established rules and make the nature of one’s purpose available and clear;
Ø To carry out its work while maintaining strict confidentiality;
Ø Reconcile its purposes with the needs of the community;

– With respect to stakeholders DEA wants to:
Ø To inform them of transactions in which the Company is involved that could influence their decisions;
Ø Prepare financial statements and all mandatory documents clearly, transparently, truthfully and fairly;
Ø Behave in a proper manner, avoiding that their Directors act in conflict of interest with DEA and all stakeholders;
Ø Maintain the confidentiality of information received while respecting privacy.

1.3 ADDRESSEES OF THE CODE OF ETHICS
Recipients of the Code of Ethics, obliged to observe the principles contained therein and subject to sanctions for violation of its provisions, are the Shareholders, Directors as well as any person exercising the management and control of DEA regardless of the legal – formal qualification.
All employees and collaborators, including casual ones, of DEA are also obligatory recipients of the Code of Ethics and subject to sanctions for violation of its provisions.
Also obligatory recipients of the Code are consultants, suppliers, partners in the Company’s business initiatives and anyone who carries out activities in the name and on behalf of DEA or under its control, stakeholders.
Each recipient is expressly required to be familiar with its contents and to contribute to its application.

This Code of Ethics is available on the corporate home page (www.degliesposti.it).

2. THE COMPANY AND OUR PURPOSE
Founded on February 12, 1912, DEA represents Italian excellence in detail manufacturing for display materials for major luxury brands. In more than 100 years of development, from an artisanal heritage linked to local tradition the Company has grown to be a leader also in the world market especially in Europe and Asia.
Constant innovation in the technologies and methodologies used allows a competitive and cutting-edge positioning in the various areas of ‘made-to-measure’ production. The dense network of national and international suppliers, educated for several years on the required quality levels and checked periodically, allow the company responsiveness and production capacity while maintaining the high quality standards and in an increasingly sustainable direction.

3. RELEVANT VALUES AND CRITERIA FOR CONDUCT
The core values that underlie DEA’s strategic decisions and guide its operational behavior are actively promoted to all stakeholders.
DEA’s corporate culture is inspired by the following core values.
INTEGRITY: DEA maintains behaviors marked by moral integrity and conforms to the highest ethical standards.
TRUST: DEA believes that it is possible to establish effective business relationships, both internally and externally, only if deep trust is established between the parties.
TRANSPARENCY: DEA deepens all its services to be transparent and straightforward.
SHARING: DEA seeks to play its full role in stimulating the sharing of information, knowledge, experience and professional skills both within the Company and, where appropriate, externally.
TEAMWORK: Teamwork and a sense of common goals pervade all of the Society’s activities because of the awareness and belief that DEA’s success depends on teamwork among managers and staff, which is capable of creating new value.
Collaboration is a core value of the company and is considered an added value; all company components must possess it.
TRANSPARENCY AND COMPLETENESS OF INFORMATION: DEA is inspired by, among others, the principle of transparency and completeness of information in the performance of institutional activities, in the management of financial resources used and in the subsequent reporting and/or accounting records. The Company is guided by the principle of transparency and completeness of information in the preparation of all documents.
RESPONSIBILITY TO THE COLLECTIVITY: DEA, in carrying out its activities, assumes its responsibilities to the community, inspired by the values of solidarity and dialogue with stakeholders. The Company maintains and develops a relationship of trust and continuous dialogue with stakeholders, seeking, where possible, to inform and involve them in the issues that affect them. DEA seeks to promote social, economic and/or employment development in compliance with internationally recognized standards and rights in the areas of protection of fundamental rights, non-discrimination, child protection, prohibition of forced labor, protection of trade union rights, health and safety in the workplace, working hours and remuneration.
VALUE HUMAN RESOURCES: Our people are the key to business success. According to this principle, Dea promotes improvement, recognition of achievements and professional potential. The Company also pays special attention to innovation, sustainability and equal opportunity activities within the Company.
SUSTAINABILITY: DEA promotes, with a view to social and corporate responsibility, the utmost attention to sustainability. In this Direction it has undertaken training and certification and has already obtained positive results to the Ecovadis questionnaire.

3.1 POLICY TOWARDS PERSONNEL AND METHODS OF SELECTION
DEA is committed to ensuring that a peaceful working environment is created internally in which everyone can work in accordance with the laws, principles and fundamental rights of each individual, protecting moral integrity and ensuring equal opportunities.
DEA ensures the confidentiality of information (including) with respect to employees and contractors.
DEA ensures that its employees and collaborators behave and are treated with dignity and respect, within the framework of the provisions of the laws of our legal system and its amendments.
DEA will not tolerate any form of isolation, exploitation, or harassment for any cause of discrimination, for personal or employment reasons, by any employee or collaborator toward another employee or collaborator.
DEA also prohibits any disciplinary sanctions against employees or collaborators who have legitimately refused a work service unduly requested from them by any person related to the Company.
Sexual harassment of any kind will be severely punished, as provided for in both the disciplinary system of the relevant CCNL and the disciplinary system of the Organization and Management Model pursuant to Legislative Decree 231/01.
including with the termination of the employment and collaboration relationship.
DEA is opposed to any kind of discrimination based on diversity of race, language, color, faith and religion, opinion and political affiliation, nationality, ethnicity, age, sex and sexual orientation, marital status, disability and physical appearance, economic-social condition as well as the granting of any privilege related to the same reasons.
DEA is opposed to “moonlighting,” forced, child and juvenile labor as well as any other conduct that integrates the offenses against the individual personality; it also condemns all forms of forced labor, imprisonment, slavery and human trafficking. Every employment and collaboration relationship is established by regular contract. All employees and collaborators are properly and fully informed of the rights, duties, and obligations arising from the stipulation of the contract. DEA recognizes and promotes union rights in compliance with applicable laws.
Selection, training and professional development follow the criteria of equal opportunity and non-discrimination, according to criteria of merit, competence and professionalism.
Same behavior is also expected of those in top positions in the company

3.2 HEALTH AND SAFETY
DEA is also committed to maximum compliance with occupational safety regulations and to promoting safety in all places that constitute the work environment itself, even beyond the express obligations of the law. In particular, it considers it essential to provide safe and healthy working conditions for employees, suppliers and contractors on site, in accordance with the relevant laws, ensuring that everyone is aware of the roles they play and the actions to be taken, providing adequate training and drafting appropriate procedures pursuant to and for the purposes of Legislative Decree 81/2008.

3.3 ENVIRONMENT.
The Company is also committed to conducting its business in an environmentally responsible and sustainable manner to ensure maximum compliance with applicable laws while reducing environmental impact as much as possible. Suppliers must conduct their business in an environmentally responsible and ecologically sound manner by ensuring that their operations comply with applicable legal requirements and by committing to continuous improvement to minimize environmental impact.
It is therefore imperative to conduct their business by ensuring air emissions in accordance with legal requirements and practicing good water management, minimizing consumption.
In this Direction, it has undertaken environmental certification and obtained positive outcomes in the Ecovadis questionnaire.

3.4 RELATIONS WITH THE PUBLIC ADMINISTRATION
Also in the conduct of negotiations and any other activity towards the Public Administration DEA behaves correctly and with transparency.

DEA’s dealings with public officials (including public employees-regardless of whether they are public service appointees or not-and public service concessionaires) are based on transparency, loyalty, and fairness: DEA does not want to create the slightest suspicion that it wants to unduly influence such persons in order to obtain benefits by unlawful means.

DEA’s dealings with public officials (including public employees-regardless of whether they are public service appointees or not-and public service concessionaires) are based on transparency, loyalty, and fairness: DEA does not want to create the slightest suspicion that it wants to unduly influence such individuals in order to obtain benefits through illicit means.

In fact, DEA condemns any behavior that may constitute an act of corruption. Likewise, employees and collaborators must report to their supervisor any attempt at extortion or bribery by a public official of which they may be the recipient or have knowledge.

In light of the above, no employee and collaborator of DEA, by way of example, may:

– Giving or promising gifts, money or other benefits to such persons in such a way as to influence the impartiality of their personal judgment; notwithstanding the above, gifts of modest value and courtesy gifts are permissible within the limits of custom and practice and provided they are such as not to compromise the company’s image;
– Sending false or artfully worded documents, attesting to non-existent requirements or of untrue guarantees;
– Unduly procure any other kind of profit (licenses, authorizations, relief of charges including social security etc ) by means that constitute artifice or deception ( for example: sending false documents or attesting untrue things );
– Engaging in economic activities, giving professional appointments, making or promising gifts, money, or other benefits, to public officials or public employees involved in administrative proceedings that may involve benefits for DEA;
– Altering in any way the operation of a computer or telematic system of the Public Administration or third parties or intervening without right in any manner on data, information or programs, contained in one of the aforementioned systems;
– To unduly receive contributions, financing, subsidized loans or other disbursements of the same type, however named, granted or disbursed by the Public Administration, through the use or publication of false or misleading documents, or through the omission of due information;
– Using contributions, grants or financing intended for the implementation of public works or the performance of activities in the public interest, for purposes other than those for which they are granted;
– Unlawfully exchanging bid information with participants in any public tenders or procedures.

It is a violation of DEA’s institutional policy to engage in conduct constituting the crime of bribery, extortion, and improper receipt even in foreign countries where such conduct was not punished or otherwise prohibited.

Finally, to avoid giving or receiving improper payments, employees and contractors, in all their dealings, must comply with the following principles regarding documentation and record keeping:
– All payments and other transfers of currency made by or to DEA must be accurately and fully recorded in the required books and records;
– All payments must be made only to recipients and for activities contractually formalized and/or approved by DEA;
– No false, incomplete or misleading records shall be created and no concealed or unrecorded funds shall be established and , nor may funds be deposited in personal or non-DEA accounts;
– No unauthorized use of DEA funds or resources shall be made.

3.5 JUDICIAL AUTHORITIES AND SUPERVISORY AUTHORITIES.
DEA acts in accordance with the law and promotes, within the limits of its powers, the proper administration of justice.
In carrying out its activities, DEA acts lawfully and fairly by cooperating with judicial authorities, law enforcement agencies, and any public official who has powers of inspection and conducts investigations against it.
In fact, DEA reiterates that it condemns any behavior that may constitute an act of corruption. Employees and collaborators must report to their supervisor any attempt at extortion or bribery by a public official or person in charge of a public service of which they may be the recipient or have knowledge.
DEA requires all employees or collaborators to be helpful and cooperative toward public officials or Supervisory Authorities who come to carry out inspections and checks on the company’s operations.

In anticipation of a judicial proceeding, investigation or inspection by the Public Administration or Supervisory Authorities, no one shall destroy or alter records, minutes, accounting records and any kind of document by lying or making false statements to the competent authorities.
No one shall attempt to persuade others to provide false or misleading information to the competent authorities.
No one shall engage in business activities, give professional appointments, or give or promise gifts, money, or other benefits to those who carry out assessments and inspections, or to the competent authorities.
All public contributions received must be used for the purposes prescribed in the notices themselves without unlawful or ulterior uses.

4. CORPORATE ASSETS AND REPORTING OBLIGATIONS

4.1 CORPORATE COMMUNICATIONS AND ACCOUNTING RECORDS
DEA believes that accounting transparency as well as the keeping of accounting records in accordance with the principles of truth, completeness, clarity, precision, accuracy and compliance with current regulations are the basic prerequisite for efficient control.
Adequate supporting documentation must be kept on file for each transaction, such as to allow for easy accounting records, reconstruction of the transaction, and identification of any responsibilities.
Similarly, DEA reiterates that the financial statements must represent the company’s economic, asset or financial situation in a true, clear and complete manner.

4.2 OTHER OBLIGATIONS IN RELATION TO ADMINISTRATION
DEA’s corporate assets shall be managed in a fair and honest manner and, therefore, all those obligated to comply with this Code shall concur to protect its integrity so that the maximum safeguard of the same is realized to protect creditors, investors etc.
In light of the above:
– The company’s assets, assets, and receivables must be valued correctly, not attributing to them values higher than those due;
– No operations on the share capital, or any other type of operations, may be carried out through the use of non-distributable profits or reserves required by law;
– Share capital may not be reduced except in the event of losses or write-downs;
– Directors may not purchase or subscribe for shares or stock except through their own resources;
– Statutory purposes must be pursued;
– Management of corporate assets must be consistent with the nature of DEA, which operates according to principles of transparency and morality;

The same principles must be used in evaluations and any other extraordinary transactions (Mergers, demergers, etc…).

4.3 CONFLICT OF INTEREST
DEA ensures that its employees, Directors, representatives or collaborators are not placed in a condition of conflict of interest, all transactions and activities must be undertaken solely and exclusively in the interest of the company and in a lawful, transparent and fair manner.
All choices and actions taken by DEA’s employees and collaborators must be oriented toward the best possible benefit for DEA and the pursuit of social development. DEA, therefore, establishes the following rules:

– Directors may not make or cooperate in transactions (or participate in related deliberations) in which they have a competing interest, even partially, with that of the Company;
– Employees and collaborators of DEA may not engage in business or other professional activities that compete with the interests of DEA and the purposes it pursues, set forth in the bylaws and referred to in this Code.

Employees and collaborators of DEA may not participate or collaborate in any way in any transaction, financial transaction, or investment made by the Company from which they may derive a profit or other type of personal advantage not provided for in the contract, unless expressly authorized by DEA itself.
It is the duty of all employees, collaborators and Directors of DEA to avoid and prevent the occurrence of a conflict of interest.
Every employee and collaborator in charge of conducting negotiations with private parties on behalf of DEA must inform where the possibility exists that a conflict of interest may arise.
In order to comply with the principle of fairness and transparency, as well as to ensure the trust of the community and the beneficiaries of its interventions, DEA ensures that all obligated recipients of this Code do not come into a conflict of interest.

5. INSIDER INFORMATION
All information obtained by employees and collaborators of DEA in connection with their employment and collaboration relationship is the property of the Company.
DEA respects the principles of loyalty, fairness, equal access to information and transparency, in full compliance with the law.
Therefore, should DEA, because of relationships through partnerships, hold inside information, it is committed to maintaining strict confidentiality.
Insider information is specific information, not available to the public, concerning clients, projects, corporate know-how, suppliers, financial instruments or issuers of the same, whether listed or unlisted, which, if made public, is likely to influence the financial performance of the parties involved.
The prohibitions are also extended to family members, cohabitants, collaborators and anyone who, due to his or her confidential relationship with the above-mentioned subjects, comes into possession of such information.

6. PRIVACY- CONFIDENTIALITY.
In order to safeguard its communication and public relations policy, its image and the accuracy of the information released, DEA requires that:
– No employee and/or collaborator release to unqualified external parties any type of statement with information regarding DEA that has not been authorized by the person in charge;
– Any employee and/or collaborator who is solicited by unqualified external parties to make statements or information regarding DEA and from the release of which harm may result to him/her, refer the applicants to the appropriate bodies;
– No employee and/or collaborator, unless authorized, shall in any way expose the name of DEA or its President to third parties for the purpose of procuring advantages for themselves or others.
– All collaborators are therefore required to maintain the strictest confidentiality about all information related to the Company and/or its employees and/or clients and/or business partners.

6.1 COMMERCIAL, PROCUREMENT AND MARKETING ACTIVITIES -ANTI CORRUPTION AND MONEY LAUNDERING
Any employee or collaborator operating within the scope of a business activity is encouraged to bring to the attention of the Management any doubts or initiatives that may fall within the legal sanctions provided for in order to operate in full compliance. The customer is at the heart of the company’s business; employees and external collaborators are therefore expected to constantly strive to ensure the best quality standards that are part of our excellence
All business dealings are guided by the principles of loyalty, lawfulness and transparency, aimed at maximum fairness in business and customer relations. No gifts or money may be offered to officers, employees, managers to directors, partners or their relatives. Any expenses incurred must be authorized to be documented, identified in the accounts and properly processed for tax purposes according to the prescribed internal controls. Any employee who receives gifts or handouts from third parties must be brought to the attention of management.

For relations involving the supply of goods and/or services, it is essential to comply with any internal procedures established for the selection and management of relations with suppliers, including sustainability; to ensure maximum customer satisfaction in terms of quality, cost and delivery times; to observe the contractually stipulated conditions and good business practices with suppliers by bringing to the attention of Management and Superiors any problems that have arisen.
In marketing campaigns, Dea is committed to providing information that is consistent with its reality together with the protection of Privacy regarding news and information related to data handled.
Dea does not tolerate any form of corrupt practices, such as but not limited to fraud, extortion or bribery.
The Company strives to prohibit bribery in all domestic and international business transactions through the above principles that may compromise the fair management of business decisions.
The Company condemns any action aimed at money laundering or terrorist financing that may be promoted directly or indirectly.

7. IMPLEMENTATION PROVISIONS.
In order to pursue compliance with the principles set forth in this Code, DEA ensures:
– The internal dissemination and knowability of this Code;
– The uniform interpretation and implementation of this Code;
– The conduct of audits on reports of violations of this Code and the application of sanctions in case of violations thereof in accordance with current regulations;
– The prevention and suppression of any form of retaliation against those who contribute to the implementation of this Code;
– The periodic updating of this Code, based on needs that arise from time to time, including in light of the activities indicated above.

All recipients are required to cooperate in the implementation of the Code, within the limits of their competencies and functions.

7.1 SYSTEM OF SANCTIONS AGAINST EMPLOYEES AND DIRECTORS
Failure to comply with and/or violation of the rules of conduct indicated in the Code of Ethics by employees and Directors of DEA constitutes non-compliance with the obligations arising from the employment relationship and gives rise to the application of disciplinary sanctions.
The sanctions will be applied in accordance with the provisions of the law and collective bargaining and will be proportionate to the seriousness and nature of the facts.
The ascertainment of the aforementioned infractions, the management of disciplinary proceedings and the disbursement of sanctions remain the responsibility of the company functions appointed and delegated for this purpose.

7.2 SYSTEM OF SANCTIONS AGAINST COLLABORATORS, SUPPLIERS, CONSULTANTS AND BUSINESS PARTNERS
Any conduct engaged in by collaborators, suppliers, consultants and business partners connected to DEA by a non-employee contractual relationship, in violation of the provisions of this Code, may result, in the most serious cases, even in the termination of the contractual relationship, without prejudice to any claim for compensation if damage to the Company results from such conduct