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CODE OF ETHICS

The ethical principles and values that inspire our business culture and conduct.

LETTER FROM OUR C.E.O.

Dear colleagues and associates,

For years, ICAM has been committed to increasing its value proposition, expanding its reference markets and improving its processes, to establish itself as a leading player in the international panorama of solutions to support the mobility of materials and goods in smart cities.

The achievement of this goal is fundamentally important if we want to build a strong, sustainable future for our company and for all of us who work here.

Our ambition is to follow a strategy aimed at growth, and at consolidating a solid image of a company which remains true to the values of fairness, honesty and innovation into every area of our everyday working life.

Our shared quest for innovation and excellence must be accompanied by a common commitment to act in accordance with our values: integrity, responsibility, teamwork and innovation; values which define the character of our company and are the foundations of an ethical workplace and which in turn provide the backbone to this Code of Ethics.

I want to be sure that each of you understands and displays these values at a personal level, when working in teams and in the company in general. In terms of ethics, this booklet aims to provide a point of reference and help you manage some of the occasionally difficult and complex situations you may face and offer guidance on how to respect our company values, vision and mission.

As much as the Code of Ethics might be able to help you understand your commitments, it cannot obviously envisage every single ethical issue you may face. You each, therefore, have a duty to ask for support when you are not able to handle a particular situation autonomously.

Our reputation and our success depend upon the personal commitment that each of us makes to uphold our company’s values and practice ethical behaviour in all of our business dealings. Each of us, regardless of our professional experience, position in the company or geographic location, is called upon to confirm this commitment on a daily basis, both individually and collectively, so that we may continue to maintain the business practice standards outlined in this Code of Ethics.

The promise our brand offers is simple and clear: Intelligent Space Solutions. We respect this promise in everything we do, so that together we can all flourish together.

Roberto Bianco

CEO

September 2024

1. INTRODUCTION AND FIELD OF APPLICATION

1.1 CODE OF ETHICS

This Code of Ethics brings together the ethical principles and values that underpin our business conduct and is intended to inspire the right kind of behaviour and conduct in those who work on behalf of ICAM s.r.l. (hereinafter referred to as “”or “Company”), both internally and outside the company itself.

By expressly defining and communicating fundamental principles and the rules of business conduct, this Code of Ethics should be considered an essential component of our Company’s model of organization, management and control adopted in accordance with Legislative Decree 231/2001. 231/2001.

It sets forth ethical principles and rules of conduct, which are also relevant for the reasonable prevention of the offences specified in Legislative Decree no. 231/2001, on the administrative liability of legal persons, companies and associations, with or without legal status, and aims to recommend, promote or prohibit certain types of behaviour, above and beyond that which is required by legislation.

1.2 PURPOSE

With this Code of Ethics ICAM aims to:

recognize the juridical relevance and obligatory validity of the ethical principles and behavioural standards described, also with a view to preventing corporate crimes;

define and clarify the values and principles that shape our company and our relationships with our employees, contractors, business partners, shareholders, institutions and more generally with all others (such as stakeholders), in accordance with the company’s business values and principles;

indicate the code of conduct which the Recipients of this Code are required to observe and which is explained in more detail below;

make those, who for various reasons have a business relationship with ICAM, more responsible for compliance with these principles and providing, where appropriate, a system of penalties which will ensure the effectiveness and validity of this Code of Ethics;

communicate and promote the Company’s business practices, both inside and outside the Company itself.

This Code is valid throughout Italy and abroad, and should be applied according to the various political, cultural, social, economic and business situations in which ICAM operates.

1.3 RECIPIENTS

The provisions in this Code are aimed, without exception, at partners, directors, employees, consultants, administrators, auditors of the Company and business partners (e.g., suppliers, agents, lawyers, brokers, consultants, dealers and distributors) as well as all those who directly or indirectly, permanently or temporarily, establish a relationship with the Company, for whatever reason and however it may be identified, or those who supply or act in the interests of the Company. Henceforth these individuals will be referred to as “Recipients”.

2. ICAM, INTELLIGENT SPACE SOLUTIONS

Intelligent solution for Supply Chains

We design and manufacture innovative automatic solutions to store, distribute and sell materials and goods, quickly, efficiently, sustainably and safely.

In over 60 years of history, we have earned a reputation as a company committed to applying innovation and creativity to meet the most diverse and unique needs of industrial intralogistics, BtoB and BtoC distribution and archiving.

To the products that have contributed to creating the history of our brand, new ones are constantly being added: the result of constant monitoring of market trends, the collection of customer insights and research aimed at innovating not only the functionality and design of the solutions, but also the entire process underlying design and production.

In this direction, we have evolved our technologies for automated storage to create a new range of intelligent solutions for the collaborative supply chain that allow the creation of proximity spaces accessible in self-service mode, 24/7, to temporarily deposit, deliver or sell goods.

Today, our technology portfolio includes a wide range of “intelligent”, highly flexible and modular solutions, designed specifically for the needs of storage and distribution of goods in cities, companies and organizations operating in different business sectors, in line with the new of Industry 4.0 paradigm.

2.1 MISSION

Developing smart technologies for the storage and distribution of materials

t ICAM, we design and manufacture automatic solutions for the advanced and efficient management of various types of items. We design them modular to fit different space and process needs, enriching them with high-value functionalities and add-ons to enable new services and business models.

2.2 VISION

Bringing goods closer to people

In today’s dynamic world, millions of goods move rapidly every day. We are committed to innovating production and distribution models to build a future where every product arrives at its destination with care, safety, respecting our planet and enhancing people’s lives.

2.3 CORPORATE VALUES

Our Code of Ethics is inspired by some of the values on which the company was built and which affect the life of our company in all its forms:

TOGETHER, WE AIM FOR EXCELLENCE

We are a community of talents, joining forces to accelerate technological progress. We give our best and inspire others to do the same, enriching our collective potential.

WE ADAPT TO EVOLVE

We have reinvented ourselves many times and will continue to do so, to respond effectively, with tenacity and commitment, to the needs of a constantly evolving world with ever-blurring boundaries and expanding horizons.

WE FOSTER TRUST TO CREATE MEANINGFUL CONNECTIONS

We believe in transparency and shared responsibility, with quality that goes beyond our products and into the relationships we cultivate, every day, building lasting connections.

INNOVATION IS OUR DAILY COMMITMENT

In everything we do, we infuse passion and dedication, investing time to perfect our skills and solutions. We tackle challenges, embracing uncertainty as part of our journey to success.

BOLDNESS AND AMBITION ARE IN OUR DNA

We use our knowledge and intuition to push boundaries, anticipating customer needs, and challenging the status quo. We experiment with new approaches, learning to do better with every setback.

3. GENERAL ETHICAL PRINCIPLES OF OUR COMPANY POLICY

3.1 APPROPRIATENESS AND LEGALITY

We acknowledge that it is essential to respect the laws and regulations of the countries in which we do business and also adopt appropriate business ethics. All of our activities, whether in-company or external, must by characterized by the utmost loyalty and integrity, we should strive to operate responsibly and in good faith, establishing business and commercial relationships based on fairness.

When carrying out their functions and business activities, all Recipients are required to comply with the local legal system. Each Recipient should undertake to acquire a knowledge of the regulations which apply to the execution of their own duties, at the time in question, and follow them with due diligence.

The Recipients are also required to comply with our company regulations as it constitutes a legal obligation.

3.2 TRANSPARENCY AND COMPLETENESS OF INFORMATION

At ICAM we have adopted accounting and quality control systems designed to ensure that the financial, asset and liabilities, and profit and loss results that we publish are true and fair.

Reports on management results and the preparation of financial statements are made according to the criteria of promptness, transparency, correctness and completeness, in full accordance with the law and the applicable accountancy principles, in order that the Recipients may make informed decisions about the type of relationship to maintain with our company.

In keeping accounting records and other related records, the Recipients are called upon to:

represent the management facts and information in a complete, clear, truthful, accurate and timely manner, in accordance with the procedures provided;

properly record, without omissions, every economic operation and financial transaction;

keep adequate documentation on all operations and transactions so as to facilitate the verification and/or reconstruction of the decision-making process and authorization, which must be carried out according to the level of responsibility defined by ICAM;

archive all of the accounting documentation and accompanying material in a logically organized fashion to ensure they can be easily accessed, verified and understood;

provide appropriate support to the competent authorities when carrying out checks to verify the characteristics and motivation for recorded transactions.

3.3 IMPARTIALITY AND CONFLICTS OF INTEREST

A conflict of interest arises when your personal, social or financial interests interfere in any way with the way our business is carried out, or with your ability to act in our best interests.

The Recipients of this Code of Ethics must ensure that all business decisions are made in the interests of our Company. They are furthermore required to avoid situations of personal gain related to the handling of their work-based activities.

Any potential conflicts of interest for Employees should be communicated to the Human Resources management team, who will assess the case. Please find below, by way of example only, some types of situations that would fall within these conditions:

occupy additional professional positions outside this company without authorization;

carry out personal tasks during company working hours;

use corporate assets for one’s own interests;

have holdings in companies which have a professional relationship with ICAM, without prior notification;

perform work or services for companies which have a professional relationship with ICAM, without prior notification

3.4 TREATMENT AND CONFIDENTIALITY OF INFORMATION

We will protect the confidentiality of all the information, of any nature or subject, which comes into our possession during the execution of our duties and ensure any misuse or unnecessary disclosure of such information is avoided, with the exception of any disclosures required by law. We will also refrain from seeking confidential data through illegal means.

Each Recipient is obliged to ensure the highest possible confidentiality of any information which is acquired, in order to safeguard our technical, financial, legal, administrative, managerial and business know-how.

More specifically, each party shall be required:

to obtain and process only the information and data necessary for the task to be performed;

to keep the data and information in such a way as to prevent it being released to unauthorized persons;

to communicate the data and information in accordance with established procedures or with the express authorization of their superiors;

to ensure that there are no absolute or relative restrictions on the dissemination of data and information concerning third parties, linked to ICAM in any way and, if necessary, ensure that their permission is sought.

3.5 PROTECTION OF FREE COMPETIVENESS

We believe that the freedom to compete is a right that should be protected and we recognize that fair and honest competition has a bearing on our reputation and works to help the sustainable development of our company and the market in which we operate. We are committed to practising fair competition and recognize that other companies have exactly the same right.

With this in mind, we refrain from any conduct which might result in an unfair business advantage or that which violates any laws or regulations and we condemn any act which violates the laws in force, especially acts which involve the use of threats and/or violence.

3.6 A FOCUS ON PEOPLE

We are committed to considering individuals as part of a stable social relationship, which bestows dignity by encouraging them to speak out and listening to what they have to say.

3.6.1 HUMAN RIGHTS

In the execution of our business, we operate in accordance with the principles of freedom, human dignity and a respect for diversity. We categorically denounce any discrimination based on sex, race, language, personal or social conditions and religious or political beliefs.

3.6.2 HEALTH AND SAFETY AT WORK

We promote a culture of health and safety at work, confirming our full commitment to implement and maintain safe environments and workplaces for our employees. All of our activities are carried out in full compliance with current regulations on the prevention of accidents and protection of the workplace and workforce.

We demand the strict, rigorous observance of any safety measures for third parties who work within our systems or on- site for our clients, ensuring that those involved have been given the correct health and safety information and are properly equipped to carry out their duties safely.

3.7 PROTECTION OF THE ENVIRONMENT

Here at ICAM we are inspired by the idea of protecting the environment.

The production processes in our factory are certified by the System of Environmental Management which meets the UNI- EN ISO 14001 standards and shows our commitment to this principle.

Research and technological innovation allow us to pay particular attention to the creation and promotion of more environmentally friendly products and processes.

Our Environmental Policy is based on the undertaking of the following key obligations and the implementation of an Environmental Management System to act as a reference framework for their application:

compliance with all legislation, regulations and applicable legislation, paying particular attention to the regular updating of any legal and other requirements and the prevention of every possible type of environmental abuse;

continual improvement in performance with the aim of improving the environmental characteristics of the company’s products and services and reducing their direct and indirect environmental impact together with the environmental risks related to the company’s activities;

the diffusion of a culture of awareness towards environmental protection supported by both internal and external stakeholders and the encouragement of a sense of responsibility towards and respect for the environment in all those with whom the Company interacts, both in terms of our supply chain and also in the community as a whole.

In line with these principles, we aim to achieve the following objectives:

prevent any situation which could harm the environment and people’s health as part of their workplace activities and all those who directly or indirectly, permanently or occasionally work in collaboration with or on behalf of the Company (suppliers, contractors and subcontractors);

promote a systematic and continual reduction in the consumption of both energy and water;

minimize waste and optimize the recycling and re-use of waste material;

monitor and oversee the environmental aspects connected to our business, as well as monitoring and promoting awareness and involvement for our employees so that they may share and put into practice our Environmental Policy and adopt the appropriate type of behaviour expressed in it and made official in the Environmental Management System, thereby aiming to progressively reduce the environmental impact and risk to the environment inherent in the business activities they perform;

promote awareness and involvement in all the parties of our supply chain so that they too may implement the proper environmental procedures and consistently apply the principles of environmental responsibility and legality in all the operations they carry out in collaboration with or on behalf of our Company.

We are committed, therefore, to putting into place all the necessary measures and economic, technical and human resources to pursue these objectives, in line with the commitments we have undertaken and to regularly assessing the degree to which they have been successfully implemented.

4. PRINCIPLES OF CORPORATE GOVERNANCE

4.1 ANTI-MONEY LAUNDERING AND ILLEGAL ACTIVITIES

Money laundering refers to the process of concealing the source of a sum of money obtained illegally, or in a suspicious and potentially unethical way, in order to make it appear legitimate. By anti-money laundering we intend any measures implemented to prevent, detect and report potential money laundering activities.

We abide by the principle of complete transparency in commercial transactions and we have implemented the most appropriate mechanisms to combat the possibility of receiving of stolen goods, laundered money or using money, goods or assets of illicit origin. We intend to engage in commercial transactions uniquely with clients and business partners involved in legitimate activities, financed lawfully.

While carrying out their normal business, all of our Employees and Associates are urged to:

get to know their clients in order to ensure they are transacting legitimate business and check the legitimate origin of their funds;

ensure compliance with the laws and regulations regarding anti-money laundering;

make sure they follow the relevant processes to prevent and detect unacceptable and suspicious forms of payment;

pay careful attention to clients or business partners who are reluctant to provide information or who provide false or insufficient information;

not accept any cash payments from clients for any amount higher than those allowed by law;

take special care in case of any requests to transfer money to a third party who is not involved in the transaction or into any unknown accounts;

avoid transactions with tax havens or with countries known to have a reputation for money laundering;

pay careful attention if asked to transfer funds to or from countries with no logical connection to the transaction in question.

4.2 RESTRICTIONS ON TRADE

Numerous national and international laws restrict or prohibit the import, export or exchange, within their national boundaries, of goods, technology or services or they regulate any transaction of goods, capital and payments (embargoes). These restrictions and prohibitions may depend on the nature of the goods, the country of origin or on the end user, as well as the identity of the Client.

All employees should act in accordance with regulatory legislation during the purchase, manufacture or marketing of products or during the transfer or acquisition of technology. The necessary permits from the relevant authorities must be obtained, together with any declarations regarding the end-use as prescribed by law or specifically required by us, prior to dispatch or export.

Failure to comply with international trading laws can subject our company, or the employee or associate involved, to civil and criminal sanctions, including the suspension of business licences. It is therefore essential to:

carry out thorough research on trading partners;

analyse the possible causes if the business partner is reluctant to provide information.

In case of doubt, the business partner’s details should be checked against any possible blacklists and checks should also be made to see if this third party is subject to any trade restrictions.

4.3 ACCURACY AND INTEGRITY OF COMPANY DOCUMENTS

The Recipients undertake to respect a high standard of accuracy and integrity in all business records.

4.4 PROTECTION OF INDUSTRIAL AND INTELLECTUAL COPYRIGHT

Our trade secrets, industrial property and many other pieces of internal information are valuable assets. The protection of this information, including its secrecy, is of vital importance in our continued growth and ability to compete in the market.

A trade secret is generally corporate information which is confidential and difficult to access and the company makes the greatest effort to prevent its disclosure. Other industrial property such as know-how also needs to be protected.

Confidential information and trade secrets which should be protected may consist of formulas, designs, devices or information, which may not solely be of a technical nature, which is used in our business and which allows our company the opportunity to obtain an advantage over competitors. This could be for example, market research data, new product plans, strategic objectives, financial information or prices that are not made public, lists of employees, customers or re-sellers or information regarding the needs, preferences, business habits and plans of our clients. Confidential information or trade secrets need not necessarily require patent protection, it is sufficient that it remains hidden from the public domain.

With regard to the trade secrets and confidential information of our company you have the obligation to:

not provide this information to other employees unless they have a real need to be informed or use this information;

not pass on this information to people outside the company;

not use this information in your own interests or in the interest of people outside of the company.

Should you leave ICAM, your obligation to protect trade secrets and confidential information continues until such information should be made public knowledge or until we should consider that such information is no longer confidential material.

You should also remember that any correspondence, printed material, documents or records or any kind, any knowledge of specific operational processes, procedures or settings, whether confidential or not, all belong to our company and must remain within the company. Of course, personal skills acquired on or improved upon on the job are the personal assets of the individual leaving the Company. If you have any questions regarding confidential information or trade secrets, please contact the ICAM Legal Department.

4.5 PROTECTION OF THE COPYRIGHT AND INTELLECTUAL AND INDUSTRIAL PROPERTY RIGHTS OF THIRD PARTIES

We guarantee the enforcement of the intellectual and industrial property rights, trade secrets and confidential information of all third parties.

4.6 GIFTS AND COMPANY HOSPITALITY

In many countries business relationships can or may involve occasions in which gifts of a modest value or invitations to social events are exchanged between the parties involved. The acceptance of these offers of gifts, invitations or benefits of any type by an employee is only allowed if this is permitted by the applicable laws and follows the spirit of the Code of Ethics.

In general, gifts and invitations may only be accepted or offered on the condition that they are of modest value, are not offered as the result of a direct request, happen occasionally and are not made in a monetary or similar form.

The exchange of gifts or other forms of hospitality is not appropriate under any circumstances, where a sense of obligation is created between the parties, or they are used to create an improper influence on any possible business decisions.

It is therefore necessary to avoid accepting items of value, including presents, free complimentary gifts or invitations, if they constitute an inducement to make, or reward for having made, a decision which is favourable to a third party or in self-interest. When in doubt about the proper behaviour to follow, please contact your manager or legal representative for assistance.

The guidelines to be applied are usually much more rigid in the case of transactions with public officials or state employees, as compared to other clients or suppliers.

4.7 TREATMENT OF COMPANY ASSETS AND I.T. SYSTEMS

Each employee and associate, when receiving a company asset, undertakes to use it with the care a parent would lavish on a child and to scrupulously adhere to the rules governing its use, as dictated by the specific characteristics of the asset.

All company assets should be considered tools for work and used exclusively for that purpose. In no case it is permitted to use company assets, and in particular network and I.T. resources for purposes contrary to the mandatory provisions of law, public order or moral code. It is also not permitted to commit crimes such as accessing child pornography or take actions which may lead to crimes being carried out, such as inciting racial hatred, the glorification of violence or the violation of human rights.

4.8 USE OF TIME

The Recipients and Associates of this Company may not carry out any activities which are unrelated to their duties and/or organizational responsibilities, during their normal working hours.

5. GUIDELINES ON CONDUCT

We adopt a multi-stakeholder approach, or in other words we aim to create lasting and sustainable growth with the objective of fulfilling the expectations of all those who interact with our company.

5.1 PRINCIPLES OF CONDUCT IN CUSTOMER RELATIONS

Putting the Client first is the principle behind everything we do here at ICAM. Our work is aimed at creating real value for our clients, taking into account their specific needs and fulfilling their highest expectations in every aspect of our business.

Producing proof of our high standards of quality, keeping our promises and continuously innovating to provide better products are all ways in which we create and maintain the confidence of the clients who choose our products and services;

Focusing on the Client means:

Developing a highly-personalized and qualified relationship with all types of clients, ensuring mutual satisfaction in the medium to long run;

Talking to clients in order to understand their real needs and their requirements in terms of simple, practical solutions;

Making the clients’ needs the focal point of our strategy and therefore the decisions we make;

Using the information and feedback we gather from our clients and other stakeholders to give new impetus to the research and development of new solutions to introduce onto the market.

5.1.1 CUSTOMER RELATIONS

Contractual relationships and communications with our clients are based on the principles of fairness, honesty, professionalism, transparency and are marked by a sense of utmost cooperation.

Behaviour towards clients should be based on efficiency, helpfulness, respect and courtesy as part of a collaborative and highly professional relationship.

5.1.2 RESPONSIBLE MARKETING

Our company establishes and maintains long-term relationships with our clients based on the quality and value of our products and services. For this reason, it is essential that our products are marketed and sold responsibly, focusing on their originality and competitive advantages. Our clients trust our word because we demonstrate integrity and honesty in our marketing activities, providing them with the right information on which to base their decision to purchase the item which is most appropriate to their needs. It is forbidden to endanger the reputation we have built by using irresponsible marketing strategies.

5.1.3 HIGH-QUALITY, SAFE, RELIABLE PRODUCTS WITH EXCELLENT PERFORMANCE

High-standards, safety, reliability and performance are the most valuable qualities we offer. Our dedication to safety, to the quality of the items we produce and our after-sales service distinguishes us from others and underlines the concern we feel for the well-being of our clients.

An essential component to all innovation is an increasingly level of product safety. Our commitment to this allows us to build lasting trust in our products.

5.1.4 PRIVACY AND PROTECTION OF INFORMATION

With the expansion of global business, we increasingly need more personal information about our clients. If on the one hand technology has expanded our access to this type of information and has accelerated the time required to gather it, technology is also responsible for increasing the risk of misuse. Our customers rely on us to protect the personal information they provide to our company against improper use and disclosure. Only by demonstrating integrity and validating the trust our clients place in us, can we foster the exchange and sharing of this valuable information.

5.1.5 QUALITY AND CUSTOMER SATISFACTION

We believe it is essential to maintain high standards of quality in the services we offer to maximize customer satisfaction. Our internal procedures and the I.T. technology we use support these objectives, which are reinforced by a continuous process of monitoring customer feedback.

5.1.6 MANAGEMENT OF CREDITORS

When recovering outstanding payment, we act according to objective and well-documented criteria, using the following principles:

the initiation of recovery procedures based primarily on the size of the amount owing

ensuring the debtor is properly informed on the status and amount of the outstanding credit

Consistent with corporate interests, we encourage the amicable resolution of any disputes.

5.2 GUIDELINES FOR CONDUCT IN EMPLOYEE RELATIONS

We recognize the importance and value of our employees whether they are employed by us and/or are interns.

Our employees are our most important, fundamental asset; we are fully aware that only through the intervention of your staff is it possible to achieve and even better excellent results within our target market.

For these specific reasons we are committed to:

maintaining a suitable climate for the personal and professional growth of our employees within our organization;

respecting the dignity, professionalism and health and safety of our employees;

acting in full compliance with current legislation, with the National Collective Labour agreement and with the company’s Enterprise Bargaining Agreement;

nurturing our staff and supporting their training and professional development;

fostering a working environment characterized by dialogue and mutual exchange.

Compliance with the provisions of this Code is an essential part of the contractual obligations of our employees and therefore of their work, according to article 21041 and/or article 21052 of the Italian Civil Code. Violation of our Code of Ethics may therefore constitute a breach of the conditions of their employment contract and become a disciplinary offence.

5.2.1 EQUAL OPPORTUNITIES, DIVERSITY AND INCLUSION

We will never engage in any discriminatory behaviour with regard to the selection and hiring or personnel, the assignment of tasks and responsibilities, training, remuneration and professional growth.

5.2.2 FORMALIZATION OF EMPLOYMENT

Working relationships are formalized with a regular contract; we reject any form of illegal labour. We are committed to ensuring full cooperation and transparency with any new employee, so that they may have a clear awareness of the assignment conferred upon them.

5.2.3 RESPECT AND COLLABORATION

The relationship between our employees is of great importance to us and we endeavour to create the right sort of conditions so that all of our staff find themselves in a working environment where everyone is allowed to reach their full potential. We aim to create a working environment which allows the full potential of our employees to be realized and encourages both creativity and productivity. It is precisely for this reason that we ask all involved to work together in the company to:

respect the work of others and facilitate the activities of all the stakeholders with whom we hold a business relationship within the organization of the company;

collaborate with colleagues in order to best achieve the company objectives;

help to maintain a calm atmosphere within the working environment;

refrain from practising any kind of discrimination.

We believe that cooperation between the individual Areas of the Company is a priority if we wish to achieve our planned objectives.

For this reason, we request that all those who work in the Company work together to maintain a high level of collaboration and communication between the various areas of the Company, pursuing the common goal of success for the company as a whole, while maintaining the specific tasks and objectives assigned to each individual role.

5.2.4 TRAINING AND DEVELOPMENT OF HUMAN RESOURCES

We work to enhance the competence and professionalism of our staff through the use of training tools and refresher courses to aid the professional growth of our employees.

5.2.5 HARASSMENT IN THE WORKPLACE

We insist and endeavour to ensure that both internal and external work relationships do not result in harassment, more specifically defined as:

the creation of an intimidating or hostile work environment which isolates individuals or groups of employees;

unjustified interference in the way another employee carries out their job;

placing obstacles in the path of another’s job prospects merely because of personal rivalry.

5.3 GUIDELINES FOR CONDUCT IN THE RELATIONSHIP WITH OUR SALES NETWORK/DISTRIBUTION NETWORK OR SERVICE PARTNERS

We undertake to promote more transparency and fairness when dealing with business partners and service partners as they are privileged partners and a direct expression of the image of the brands they represent.

Each of our commercial partners, during the normal execution of their duties, will undertake to perform their work maintaining the highest standards of quality in order to meet the expectations and demands of the distribution network.

5.4 GUIDELINES FOR CONDUCT IN OUR RELATIONSHIP WITH OUR SUPPLIERS

The selection of suppliers, and the establishment of any purchasing conditions, is based on an objective evaluation of the quality and price of the goods or services, as well as the guarantees of assistance and willingness to respect deadlines.

In our relationship with suppliers, we will undertake to:

follow internal procedures for the selection and management of our relationship with suppliers; not prevent any supplier with the appropriate requirements from having the opportunity of bidding to supply our company; using objective evaluation criteria in their selection in accordance with the prescribed, transparent manner;

obtain the cooperation of suppliers to consistently meet the needs of our clients in terms of quality, cost and delivery times at least equal to their expectations;

maintain a frank and open dialogue with suppliers in line with good business practice.

5.5 GUIDELINES OF CONDUCT IN OUR RELATIONSHIP WITH INSTITUTIONS

Our relationship with local, national European and international institutions (“institutions”), as well as with public officials or public service agents or the authorities, representatives, agents, spokesperson, members, employees, consultants, public officers, public institutions, public administrations, public entities, including economic entities or public entities with a local, national or international representative (“Public Official”), are conducted by each Director and each employee, whatever their function or office may be, or where appropriate by each associate, in accordance with current legislation and on the general principles of fairness and loyalty. In our relationships with Institutions, or Public Officials we will never be represented by any Employees or Associates who may have a conflict of interest.

During the course of any business negotiation, request or business relationship with public officials and/or public service agents, whether in Italy or abroad, the following actions may not be undertaken, even by intermediaries:

the proposal, either personally or through third parties, of any form of advantage or money that could benefit public officials and/or those in charge of public service and which is not part of the negotiation or relationship in question;

the analysis or proposal of opportunities for employment and/or business opportunities that could benefit employees of the Institution or Public Official personally;

solicitation or acquisition of confidential information that may compromise the integrity or reputation of both parties or which in some way violates the idea of equal opportunities and the procedures of public evidence activated by the Institutions or the Public Officials.

the carrying out of any act aimed at inducing public officials, whether they are Italian or foreign, to do, or order to be done, anything which may be in violation of the organization to which they belong.

5.6 GUIDELINES OF CONDUCT IN OUR MEDIA RELATIONS

We are committed to providing accurate media communications, in complete conformity with our Company’s policies and plans, which are truthful, consistent, transparent and not misleading. To this end relations with the press and other media are the exclusive responsibility of the Chairman and Chief Executive Officer and of the departments involved (Marketing and Communications), so long as they are in compliance with the fundamental requirements of confidentiality that any information regarding the internal nature of the company may entail.

Information concerning objectives, results and the company’s point of view are provided by the Chairman, the C.E.O. and the relevant Managers.

The organization of public events, also those through the media, participation in conferences, congresses and seminars, the writing of articles and essays is not permitted without the prior, specific authorization of the Chairman and C.E.O. and is, in any case, subject to prior viewing of the texts and reports prepared by the Manager in question and with the relevant departments (Marketing and Communications).

6. IMPLEMENTATION PROCEDURES

6.1 OBLIGATIONS OF THE RECIPIENTS

We ask that all Recipients of this Code of Ethics act in accordance with the general principles contained herewithin. It is obligatory for all Recipients of this Code to refrain from any behaviour which may be contrary to the principles therein. We are committed to adopting the procedures, regulations or directives aimed at ensuring that the values stated in this Code are reflected in the concrete behaviour of each Recipient.

Any violation of the principles and contents of this Code may constitute a breach of the primary obligations of any employment and/or contractual relationship, with the resulting possibility that sanctions may be imposed against those responsible in the manner prescribed by law, collective agreements or contracts.

6.2 SUPERVISORY BOARD

The Supervisory Board, nominated by the Shareholders, has been given the task of checking that operations comply with the organizational processes and principles contained in the Code of Ethics. They are furthermore responsible for continually updating and verifying that any changes are consigned to employees, clients, suppliers, shareholders, partners and to any interested parties in general.

To this end, when carrying out its functions, the Supervisory Board will have free access to all company data and information it deems necessary to consult or acquire.

As part of the organizational system and controls currently in place, it will be the task of the Supervisory Board to ensure the correct interpretation of the fundamental principles expressed in this Code and their proper implementation and enforcement.

6.3 AVAILABILITY OF THE CODE OF ETHICS

The Code of Ethics, and any subsequent amendments or additions, has been published on the Company’s website and across the Company’s intranet; hard copies of the Code are available from the Personnel Department.

6.4 THE REPORTING OF ANY VIOLATIONS

Should you become aware of any behaviour that may be interpreted as a violation of the rules of this Code of Ethics, you are required to report it to the Supervisory Board. These reports, which will be treated confidentially, may be sent by mail to:

telephone contact with the designated body (Supervisory Body) appointed by ICAM S.p.A. to receive reports: +39 080.5237718 (Att. Giuseppe Delle Foglie);

transmission of a paper envelope to the same OdV at the following address: Via Nicolò Putignani, no. 12/A – 70121 Bari, according to the following procedure: the report must be placed in two sealed envelopes — the first containing the whistleblower’s identifying information together with a copy of their identity document; the second containing the report itself, so as to keep the whistleblower’s identity separate from the report. Both envelopes must then be placed inside a third sealed envelope marked on the outside as “confidential” and addressed to the report handler (e.g. “confidential to the RPCT”);



hand delivery of the paper envelope to the OdV address indicated above, following the same procedure as described in the preceding point.

It should be noted that reports may also be submitted to the National Anti-Corruption Authority (ANAC), as well as to the competent authorities (Public Prosecutor’s Office, judicial police bodies).

For further details, please refer to the content of the “ANAC Guidelines” mentioned above, available in the dedicated section of the Authority’s website (https://www.anticorruzione.it/-/whistleblowing), as well as the Organisational Act attached to the Model.

For every report made, the person who, in good faith, files the report indicating a violation of the Code of Ethics, will be protected from any adverse consequences of their action of any nature.

6.5 SANCTIONS

Any breach of the principles of this Code will be regulated by the Company Disciplinary Code.

In the case of any violation of the rules contained in this Code, the Supervisory Board, in accordance with the relevant corporate entities, suggests the adoption of appropriate measures and the imposition of sanctions, but only after it has conducted any necessary investigations and assessments in order to determine whether such violations do in reality exist or not.