Code of Ethics – ISA Spa – P.IVA 00338960123

I.S.A. S.p.A. is aware that the authority of a company is recognized not only by the competence of its collaborators and the high quality of the services provided to clients, but also by the attention it gives to the needs of the entire community.

The principles that have always inspired the work of this company are formally collected in an Ethical Code of Conduct, based on the belief that reliability is built daily by respecting norms and valuing people.

Therefore, this Ethical Code represents a distinctive and identifying element for the market and third parties. Its knowledge and sharing, which are required of all those who work within the company or collaborate with it, constitute the foundation of our activities and the first step in achieving our vision.

I.S.A. S.p.A.’s goal is to pursue excellence in the market in which it operates through Sustainable Development, safeguarding the Environment and the Safety of people involved by maintaining a consistent ethical approach. This aims to ensure satisfaction and add value to Employees, Clients, and, in general, to the Community.

PURPOSE AND RECIPIENTS

This Ethical Code (hereinafter referred to as the “Code”) outlines the ethical and moral principles that form the foundation of I.S.A. S.p.A.’s activities (hereinafter referred to as “the Company”), as well as the behavioral guidelines adopted by the Company both internally (in relations between employees) and externally (in relations with institutions, suppliers, clients, business partners, political organizations, and trade unions).

Compliance with these principles is essential for achieving I.S.A. S.p.A.’s business mission and for ensuring its reputation in the socio-economic context in which it operates.

It is important to emphasize that I.S.A. S.p.A. firmly believes that every activity must be carried out ethically, adhering to the principle established in Article 41 of the Constitution, which states that private economic initiatives “cannot be carried out in contrast to the public utility or in a way that harms safety, freedom, or human dignity.”

This Code is binding for I.S.A. S.p.A.’s directors and employees, as well as for all those who operate and collaborate, whether on a permanent or temporary basis, on behalf of the Company (hereinafter referred to as “Recipients”).

The Code will be widely disseminated within the internal governance structure and broadly communicated externally, including through the company’s website.

I.S.A. S.p.A. is also committed to adopting any additional provisions to ensure the timely dissemination and application of the principles and rules of the Code.

1. GENERAL PRINCIPLES

The conduct of the Recipients, at all levels of the company, is based on the principles of legality, fairness, non-discrimination, confidentiality, diligence, and loyalty.

1.1 Legality

I.S.A. S.p.A. operates in full compliance with the law and this Code.

All Recipients are therefore required to comply with all applicable regulations and continuously update themselves on legislative developments.

The Company considers transparency in its financial statements and accounting as a fundamental principle for conducting its activities and safeguarding its reputation.

1.2 Fairness

Fairness and moral integrity are an undeniable duty for all Recipients.

Recipients are required not to establish any privileged relationships with third parties that result from external pressures aimed at obtaining improper advantages.

In carrying out their activities, Recipients must not accept donations, favors, or benefits of any kind (except for small-value items) and, in general, must not accept any counterparty in exchange for granting advantages to third parties in an improper manner.

For their part, Recipients must not make donations of money or goods to third parties or offer any illicit benefits or favors (except for small-value items or authorized commercial courtesies) in connection with the activities they perform for I.S.A. S.p.A.

The inherent belief that they are acting in the best interest of the Company does not exempt Recipients from the obligation to strictly follow the rules and principles of this Code.

1.3 Non Discrimination

In relations with stakeholders and particularly in the selection and management of personnel, in the organization of work, in the choice, selection, and management of suppliers, as well as in relations with entities and institutions, I.S.A. S.p.A. avoids and repudiates any form of discrimination based on age, sex, race, sexual orientation, health status, political and trade union opinions, religion, culture, and nationality of its interlocutors.

I.S.A. S.p.A., at the same time, promotes integration by fostering intercultural dialogue, protecting the rights of minorities and vulnerable individuals.

1.4 Confidentiality

I.S.A. S.p.A. is committed to ensuring the protection and confidentiality of the personal data of Recipients, in compliance with all applicable data protection regulations.

Recipients are required not to use confidential information obtained in the course of their work for purposes unrelated to the performance of that work and always to act in compliance with the confidentiality obligations assumed by I.S.A. S.p.A.

In particular, Recipients must maintain the utmost confidentiality regarding documents that may reveal know-how, transportation information, commercial information, and corporate transactions.

1.5 Diligence

The relationship between I.S.A. S.p.A. and its employees is based on mutual trust: employees are therefore required to act in the best interests of the company while respecting the values outlined in this Code.

Recipients must refrain from any activity that could create a conflict with I.S.A. S.p.A.’s interests and must renounce pursuing personal interests that conflict with the Company’s legitimate interests.

In cases where a potential conflict of interest exists, Recipients must promptly inform their hierarchical superior so that the company can evaluate and, if necessary, authorize the potentially conflicting activity.

In cases of violations, the Company will adopt all measures necessary to end the conflict of interest, reserving the right to act for its protection.

1.6 Loyalty

I.S.A. S.p.A. and the Recipients are committed to ensuring fair competition, in compliance with national and EU regulations, recognizing that virtuous competition serves as a healthy incentive for innovation and development processes, while also protecting the interests of consumers and society.

2 RELATIONSHIPS WITH EMPLOYEES AND COLLABORATORS

2.1 Personnel Selection

The evaluation and selection of personnel are carried out with fairness and transparency, respecting equal opportunities to align the needs of I.S.A. S.p.A. with the professional profiles, ambitions, and expectations of the candidates.

I.S.A. S.p.A. is committed to taking all necessary steps to avoid any form of favoritism in the personnel selection process, using objective and merit-based criteria, respecting the dignity of the candidates, and ensuring the company’s best interests.

The hired personnel, through the implementation of this Code, receive clear and correct information regarding roles, responsibilities, rights, and duties of the parties involved.

2.2 Personnel Management

I.S.A. S.p.A. protects and values its human resources, committing to maintaining the necessary conditions for the professional growth, knowledge, and skills of each individual, providing appropriate training for professional updates and any initiative aimed at achieving this goal.

I.S.A. S.p.A. promotes employee participation in the company’s life, providing participatory tools to collect feedback and suggestions from workers, ensuring their full involvement.

While maintaining maximum availability towards the company, no worker can be forced to perform tasks, services, or favors not due under their employment contract and their role within the company.

The Company is firmly committed to combating instances of mobbing, stalking, psychological violence, and any behavior that discriminates against or harms the dignity of individuals inside and outside the company premises.

Employee relationships should be based on loyalty, fairness, and mutual respect, in observance of the values of civil coexistence and the freedom of individuals.

2.3 Human Rights and Labor Rights of Employees

For I.S.A. S.p.A., respecting internationally recognized human rights is the foundation of commercial relationships.

No slavery and no human trafficking. There are no forced labor or involuntary prison labor. Employment relationships are voluntary and may end at the employee’s discretion within a reasonable notice period.

No child labor and protection of young employees. The minimum age for employment must be respected according to national laws.

Wages and benefits must at least correspond to the minimum legally guaranteed. Where there are no legal provisions or contractual agreements, they should be based on local sector-specific wages or benefits.

Working hours. I.S.A. S.p.A. adopts working hours that respect national legal requirements.

Freedom of association. All I.S.A. S.p.A. employees have the right to form or join trade unions or be part of them.

3 WORKING ENVIRONMENT

I.S.A. S.p.A. is committed to offering its employees a healthy, safe, and respectful working environment.

Workplace safety is ensured both by strictly implementing the provisions set by current law and by actively promoting a safety culture through specific training programs. Employee training is a central element of the management system in place.

I.S.A. S.p.A. protects the health of its employees, also ensuring compliance with hygiene standards and health prevention measures.

4 BUSINESS MANAGEMENT

4.1 Compliance with Internal Procedures

I.S.A. S.p.A. believes that management efficiency and a culture of control are essential for achieving the company’s goals.

Recipients are required to strictly follow the internal procedures and instructions within the company.

4.2 Accounting Management

In accounting management, Recipients are required to act in compliance with the principles of truthfulness, accuracy, and transparency, in order to protect the reputation of I.S.A. S.p.A. both internally and externally.

Respect for these principles also enables the company to plan its operational strategies based on its real economic and financial situation.

All entries in the accounting records must, therefore, be supported by complete, clear, and valid documentation, avoiding any form of omission, falsification, or irregularity.

4.3 Asset Protection

Recipients exercise their functions with the aim of rationalizing and limiting the use of company resources.

Recipients must apply the provisions related to security to protect hardware devices from unauthorized access, which could severely infringe on the personal data protection rights of I.S.A. S.p.A.’s employees and customers.

5 RELATIONSHIPS WITH EXTERNAL PARTIES

5.1 Relationships with Authorities and Public Administrations

Relationships with authorities and public administrations must be based on maximum clarity, transparency, and collaboration, in full compliance with the law and according to the highest moral and professional standards.

Recipients, unless expressly authorized, cannot interact on behalf of I.S.A. S.p.A. with authorities or public administrations.

In relationships with public officials, public service officers, and public administration in general, authorized Recipients must adhere to the highest standards of fairness and integrity, refraining from any form of pressure, explicit or subtle, aimed at obtaining any undue advantage for themselves or I.S.A. S.p.A.

In this regard, authorized Recipients must strictly observe the provisions of this Code, as well as, more generally, the guidelines issued by I.S.A. S.p.A.’s management.

5.2 Relationships with Political and Trade Union Organizations

I.S.A. S.p.A. does not favor or discriminate against any political or trade union organization.

The Company refrains from providing any undue contributions in any form to political parties, trade unions, or other social formations, except for specific exceptions and always within the limits of what is allowed by current regulations.

Recipients must refrain from any direct, indirect, or implied pressure towards political representatives or trade union leaders.

5.3 Relationships with Clients and Suppliers

Recipients interact with third parties with courtesy, competence, and professionalism, believing that their conduct directly impacts the company’s image and reputation and, consequently, the achievement of business objectives.

In particular, Recipients must refrain from any unfair or deceptive behavior that could lead clients or suppliers to rely on unfounded facts or circumstances.

Recipients must continuously strive to provide timely and high-quality services to clients, minimizing any form of service disruption or delay to maximize customer satisfaction.

Relationships with suppliers are based on loyalty, fairness, and transparency.

Supplier selection is based on objective criteria of cost-effectiveness, opportunity, and efficiency.

Supplier selection is prohibited based on purely subjective or personal reasons or, in any case, in violation of the company’s interests.

Recipients must take all necessary precautions to ensure that suppliers and clients also adhere to the ethical principles set out in this Code.

6 INTERNAL CONTROL SYSTEM

Compliance with the provisions of this Code is entrusted to the prudent, reasonable, and diligent supervision of each Recipient, within their respective roles and functions within the company.

All Recipients are encouraged to report to their direct superiors any facts and circumstances potentially conflicting with the principles and provisions of this Code.

The management of I.S.A. S.p.A. and the bodies specifically appointed will adopt all necessary measures to put an end to violations, potentially taking disciplinary action in accordance with the law and workers’ rights, including trade union rights.

7 GUIDELINES FOR THE SANCTION SYSTEM

The internal control system is focused on adopting tools and methodologies aimed at addressing potential business risks, ensuring compliance not only with laws but also with internal provisions and procedures.

In fact, violating the principles established in the Code and the procedures outlined in internal controls undermines the trust relationship between the company and its directors, employees, consultants, collaborators of various kinds, customers, suppliers, and commercial and financial partners.

Such violations will, therefore, be promptly addressed by I.S.A. S.p.A. through effective and timely measures, including appropriate and proportional disciplinary actions.

The effects of violations of the Ethical Code and internal protocols must be considered by all those who, for any reason, have relationships with I.S.A. S.p.A. Depending on the severity of the conduct involved in illicit activities defined in the Code, I.S.A. S.p.A. will promptly take appropriate actions, regardless of whether criminal action is taken by the judicial authorities.

That said, behaviors that violate the Ethical Code constitute:

Serious breach for employees (workers, office staff, supervisors, and executives), with sanctions applied based on severity, as provided by the applicable National Collective Labor Agreement (verbal warning, written warning, fine of no more than three hours of pay, suspension from work and pay for up to three working days, dismissal for just cause or justified reason); in case of pending criminal action or execution of a personal freedom restriction measure against the employee, disciplinary action may include a suspension from service and pay for the duration of the criminal process or the restrictive measure.
Just cause for revocation of the mandate to directors.
Just cause for immediate termination of the contract in the most serious cases for external collaborators and quasi-subordinate workers.
Just cause for immediate termination of the contract in the most serious cases for suppliers, contractors, and subcontractors.

The identification and application of sanctions will always consider the general principles of proportionality and adequacy concerning the violation.

In all these cases, I.S.A. S.p.A. also reserves the right to take any actions it deems appropriate to recover damages incurred as a result of behavior that violates the Ethical Code.