Code of Ethics

1. Premise

Founded in 1996, AREA is a research and development company that deals exclusively with the design and management of computerized systems for the control and monitoring of telecommunications.

Values such as honesty, transparency of intentions, innovation, ethics, social and environmental responsibility, internal and external trust and satisfaction have always been part of the Area culture and the spirit with which every action is carried out; in line with these values, which are part of personal and corporate baggage and which have always been the engine of every Area action, this Code of Ethics has been drawn up, the value of which is aimed at reaffirming that in no way can the conviction to act for the benefit of the Company justify the adoption of behaviours contrary to the rules, principles and values shared daily.

This document (hereafter “Code of Ethics”) represents, among other things, a founding component of the Business Management System adopted by the Company pursuant to Legislative Decree.231/01 (hereafter “Model 231”) and the overall internal control system, in thebelief that the values mentioned above in the conduct of the business are to be pursued as a condition of the success of the company. In this perspective, the principles and values expressed in the Code of Ethics are also a useful interpretative reference in the concrete application of model 231 in relation to business dynamics.

The Company intends to make once again and even more common and widespread the values in which Area is recognized and in which it has always been recognized, ensuring that anyone, whenever called upon to make a small or great decision, is clear that it is not only the interests, rights and duties of their own that are at stake, but also and above all those of everyone else: his colleague, his manager, the whole area, his client, society and the environment. It is necessary to be aware that the well-being and respect of all must always be considered at every single stage of daily action; these by Area are essential conditions for the very existence of the company and cannot therefore be considered only objectives of a Code of Ethics, the adoption of which is in substantial continuity with the ethical and corporate conduct rules already issued and disseminated by Area.

2. Introduction

What does ethics mean? And what is ethics by Area and area? If we try to look at the dictionary, we find a different definition depending on the activity we want to refer to. Ethics is a set of rules and conduct followed by a person or group of people and which in the common mentality indicates a set of rules and principles to be followed in practical life. In many ways it may seem like an abstract and theoretical concept but, if well analysed, ethics is a “modus vivendi” that is reflected and translated into a rule of unique behaviour, which implies many small things, which today it is necessary to put together to better clarify the way to the future, both to assume awareness and, in a more responsible and mature industrial economic system, to compete with integrity.

Applying the exact same concept from individual action to the business organizational model, the concept of ethics is transformed into a broader concept of “Corporate Social Responsibility”, which is configured as the ability to integrate its business activities with respect for and protection of the interests of all the individuals with whom we deal daily, with the protection of environmental resources and their conservation.

You can pursue your business as an end to your actions and not as a means to achieve only an economic profit; all this means doing your job well and with dignity, having respect for the rules, but also and above all being inspired by shared principles and values the Code of Ethics for Area wants to be a moral contract signed by all collaborators, it must be understood as a moral bond that becomes personal baggage.

It must not and does not want to be an imposition, but a rational incentive to try to understand not only what is right to do, but also why it is necessary to do it, and to do it ethically. It is necessary to introduce an ethical evaluation, both in deciding one’s own behaviours and in evaluating that of others, in this way combining the moral sphere with the managerial sphere, individual responsibilities with company responsibilities, the personal sphere and the organizational sphere: translating reasoning into concrete ethical action.

The goal is to ensure that the fundamental values of the Area are clearly defined and constitute for everyone a constant reference in the performance of their activity, allowing everyone to adopt an ethical vision and a shared culture.

The Code of Ethics is a natural continuation of the work carried out with the drafting and dissemination of the Business Management System, with which it integrates entirely in representing what is and will be the culture in which Area recognizes itself and that gives strength to its corporate mission.

It is therefore an important tool, but its concrete effectiveness depends on the harmony with the attitude, principles, and values of each individual component of the Area and above all on the ability of each to frame its responsibilities and functions within the history of the company that wants to see us always active protagonists of every important result and goal.

3. Addressees and scope

This Code of Ethics:

it is consistent with current regulations.

defines the set of principles that Area is inspired by in its action.

is for Area an additional rule of the discipline of each relationship.

This Code of Ethics is valid both in Italy and abroad, with adaptations that are necessary or appropriate due to the different realities of the countries in which area you should be working. If even one of the provisions of the Code of Ethics conflicts with provisions provided for in internal regulations or procedures, the Code of Ethics will prevail over any of these provisions.

Area requires compliance with the Code of Ethics to the following recipients, without exception:

the subjects within area, namely:

external entities directly involved in the Area’s activities, namely:

- Consultants
- List of statutory auditors of the company
- Business partners
- Investee companies

To external entities over which the company cannot exercise complete control, Area communicates its Code of Ethics as a proposal to be shared.

Suppliers.

in general, all those who establish with Area any relationship or collaboration.

The recipients are required to protect, through their behaviours, the respectability and image of Area and its corporate heritage, and in particular:

the members of the Board of Directors are inspired by the principles set out in this Code of Ethics in setting area objectives.

managers give concrete form to the values and principles contained in this Code of Ethics, taking responsibility internally and externally, strengthening trust and team spirit.

the members of the Board of Statutory Auditors ensure compliance and complete compliance with what is contained in this Code of Ethics in the performance of their duties.

all employees adapt their actions and behaviours to the principles, objectives and commitments provided for in this Code of Ethics.

business partners align their conduct with their practices with the principles set out herein.

In addition, the recipients undertake to behave in line with what is indicated by the Code of Ethics, to consult their manager and /or company representative with respect to any doubts or possible interpretations of parts of the Code of Ethics and to report all violations of the code of ethics of which they may become aware.

4. General ethical principles and relationships

4.1 Mission

The Area Mission has always been to “Design and produce products and services with quality by ethically creating real well–being for all people working with Area”.

Area presents itself as a company attentive to customer needs by offering a service characterized by quality, punctuality, and confidentiality; with the aim of anticipating customer requests, it takes a proactive approach, acting before being asked or told to do so. Constantly driven by a passion that pushes her to achieve exceptional results and high, but at the same time realistic, Area strives to constantly improve its performance and acts to put its employees and collaborators in a position to do so. At the base of all this there are two “musts” that must be constantly borne in mind: professionalism and confidentiality, two words that are often generic or misused or that lend themselves to a subjective interpretation or dependent on the activity in which they are placed; but if you apply their primary meaning to everything you face on a daily basis, you see how professionalism and confidentiality converge towards the same concept, which can be encased in a coherence between what you think and what you prove to be, the right mix between competence, ability and attitude that is realized on three main lines: the specific technical contribution of the professional activity, daily operation, managerial and leadership.

4.2 Values

The values and ideals that under undersea each area action is:

Ethics.

Service.

Quality.

Innovation.

Research.

All this allows Area to obtain:

maintaining technological leadership.

absolute centrality of the customer in every business activity.

constant control of the market and competition.

optimization in the use of resources and reduction of waste.

enhancement of human resources and dissemination of the company culture.

In recent years practices and scenarios have changed, but consistency with these values is and will remain the area’s eye ticket, the “Being Area” understood as mutual human and professional enrichment of the people who work there.

Honesty and transparency are the fundamental principle for all Area activities, initiatives, products, and communications, and are an essential element of business management.

Relations with stakeholders must be based on criteria and behaviours of fairness, consistency, loyalty, and mutual respect: AREA dialogues in a clear, transparent, and accurate way.

4.3 Behavioural rules and internal relations

Each area employee and collaborator carry out their work and performance in compliance with every rule, with:

diligence.

professionalism.

efficiency and correctness.

making the best use of the tools and time at its disposal, and assuming, depending on the role played, the responsibilities related to its actions and/or omissions; it is inspired by shared principles and values, which refer to consent and not to obedience: the sharing and application of the principles collected in this document lead us to define what we want to be the “Area style”.

4.3.1 Internal communication

Area considers internal communication a fundamental value, an important starting point for the effectiveness and efficiency of business processes, both because it contributes to the sharing of values, strategies, and objectives by all collaborators, and because it facilitates the exchange of information and therefore of experience.

Therefore, Area provides, with reference to the Code of Ethics:

its dissemination to the Recipients, by different methods depending on the category of recipients (information meetings and illustration, publication on the www.area.it website, …) to its interpretation and clarification of the provisions contained in it.

verification of its effective observance.

any future updates and any implementation of the provisions contained in it if specific needs are manifested.

It is the task of each area manager to promote internal communication through an adequate management of interpersonal relationships with his collaborators, which is based first and foremost on being a good example as well as in ensuring moments of dialogue and listening, both individual and group.

4.4 Employment relationship

The relationships between person, company and community are set based on

loyal.

honest.

inspired by widespread and shared ethical principles.

Area bases business development on

respect for man and the environment.

transparent action vis-à-vis all stakeholders.

compliance with the rules and regulations existing in the various sectors in which the Company operates.

There is a principle on which all relations between the Area and third parties are based and even more carefully with its collaborators: transparency. And it is on this principle that all employees and collaborators must be based both internally and externally, highlighting any shortcomings and /or omissions found, which must not be concealed and /or resolved outside the standard company procedures, but involving their managers will have to be detected and addressed to avoid the onset or prolongation of situations of potential risk for AREA and for all those who collaborate with Area.

4.4.1 Human Resources Management

People are the main and constant point of reference for everything we do. They are the central resource for the development of AREA and have four fundamental rights:

The right to security

The right to be informed.

The right to choose.

The right to be heard.

AREA recognizes the merits, work performance and professional potential of the fundamental criteria for salary and career developments. The strong pact that AREA makes with all its employees and collaborators is the constant commitment to discover, develop and promote people’s skills.

AREA and its employees and collaborators form a single great team, proud to be AREA: each is important and valuable for AREA.

Commitment is the fundamental pact of the individual with the company, which is born from doing things with passion, sharing the company vision and the objectives of its area of activity.

The possibility of possible career advancement, deriving from the recognition of professional potential, the identification of the results achieved, and the skills expressed, is based exclusively on criteria of objectivity and transparency, guaranteeing equal opportunities, and avoiding any form of favouritism.

AREA, always attentive to the management and development of human resources, offers all employees and collaborators, on equal terms, the same opportunities for improvement and professional growth.

Depending on its growth, AREA is committed to using methodologies aimed at obtaining a correct assessment of the expectations of its employees and collaborators, and then providing the most suitable training.

From a remunerative point of view, AREA is committed to ensuring and maintaining a competitive wage structure in comparison with the reference market starting from the evaluation of the professionalism of the roles and results achieved.

Both the updating and the definition of remuneration takes place by means of clear and fair criteria and is the subject of company and individual communication with those directly concerned.

4.4.2 Recruiting

AREA, always attentive to technological innovation and the service offered to the customer, with a view to evolution and continuous growth, is constantly looking for people who can expand their team of employees and collaborators. The research is aimed at the creation of a new management and the acquisition of high technical skills in specific sectors, aimed at favouring the maintenance of their leadership.

The entire process of selecting Area staff is aimed not only at evaluating the professional requirements of the candidate, but at illustrating the project of the same and finding people who share the excitement for the activity carried out, people who are excited about what they do: working with AREA and not for AREA.

4.4.3 Recreational and sporting activities

For AREA it is important not only practical involvement, but also emotional involvement, to get to know each other more deeply and to share moments of life outside of the work commitment that sees us united every day.

In sport as well as in every challenge that life offers us daily, the team is stronger than the sum of individuals, and it is with this awareness and certainty that area corporate events are organized, to rediscover that enthusiasm and that desire for collaboration that accompanies every daily action within the Company.

4.5 Control and transparency of transactions and transactions

Each recipient of the Code of Ethics is required to cooperate so that the management facts are correctly and promptly represented in the records of transactions and transactions, for example in accounting, because of truthful, accurate, complete, and verifiable information.

Every operation and transaction must be correctly.

registered.

authorized.

verifiable.

legitimate.

consistent and consistent.

No false or artificial accounting statement may be entered in the company’s accounting records for any reason, no employee may engage in activities that result in such an offence, even if at the request of a superior.

Documents attesting to the accounting activity must allow the rapid reconstruction of the accounting operation, the identification of any error, as well as the degree of responsibility within the individual operational process.

Truth, completeness, clarity, and timeliness of information, both inside and outside the company, as well as the utmost accuracy in the processing of data and information, must be constantly guaranteed.

4.6 Prohibition of corrupt practices

AREA is committed to implementing all necessary measures to prevent and avoid corruption and bribery. Sums of money or other forms of corruption are not allowed to be paid for to cause direct and/or indirect benefits to the company itself.

4.7 Harassment and discrimination in the workplace

AREA claims that there is no form of harassment in any external and/or internal employment relationship that may affect a serene and collaborative environment.

Any approach to discrimination linked to differences in sex, race, language, religion, political opinion, trade union membership, personal or social status is also unacceptable.

Anyone who considers that he or she has been harassed and/or discriminated against, as well as anyone who becomes aware of it indirectly, must report what has happened, without this entailing any form of retaliation against those who complain or report such events.

4.8 Working environment and code of conduct.

Area is committed to ensuring the safety and health of the working environment, requiring all its employees and collaborators to strictly respect the following:

smoking ban in places where this could pose a danger to people’s safety and the healthiness of the environment.
prohibition on any employee and/or collaborator from working in a drunken state or in a state of conscience altered by the intake of hallucinogenic drugs or which in any case affect the regular performance of their work.

In addition, all the principles contained in Legislative Decree81/08 on safety at work are transposed and implemented, including:

risk minimisation.

the design of workstations and the choice of work equipment.

collective protection measures.

instructions to be given to workers, by means of appropriate information and training.

4.9 Conflict of interest

All area employees and collaborators must refrain from carrying out activities that are also potentially in conflict with the interests of the company itself.

4.10 Gifts, gifts, and other forms of benefits

It is forbidden to accept gifts or favours from third parties that go beyond the normal rules of hospitality and courtesy, this applies both if an interest other than the mission of AREA is pursued and personally takes advantage of business opportunities.

It should also be noted that any tribute received by the staff who collaborate with Area in recognition is in fact to be considered the property of the Company and not of the individual who received it. Therefore, the individual will have to inform the Management, in the figure of the HR-Manager of any gifts received to decide on their subsequent use.

4.11 Protection of the company’s assets

All recipients must feel responsible for safeguarding the company’s assets, whether tangible or intangible such as computers, printers, mobile phones, cars, etc. and their correct use.

The protection and conservation of these assets is a fundamental value for AREA, and their use must therefore be functional and exclusive to the performance of the company’s activities and to the purposes authorized by the company functions concerned.

It must be the care of every employee and /or collaborator of AREA, in the performance of its activities, to process and take advantage of these goods with the utmost attention and confidentiality, avoiding and preventing improper or fraudulent use also by third parties.

It is absolutely forbidden to:

Use for leisure and non-professional purposes, especially if they can harm the decorum and ethics of the company and all its collaborators.

Use software not officially distributed by your manager and/or from outside.

Duplicate software products or data in any way and in any way

All supplied workstations, whether fixed or portable, must be password protected, which must be diligently guarded and must not under any circumstances be revealed to unauthorized third parties, they must not be left unattended and any company file must be protected by password and/or encrypted, to prevent unauthorized use, loss and/or theft from putting the company in a situation of risk of misuse of data.

As far as the use of the Internet is concerned, it is usually allowed to brows sites related to the performance of the work activity, while the download of software is not allowed without prior authorization from the management.

Each employee and/or collaborator is responsible for the protection of the resources entrusted to him and has the duty to promptly inform about events potentially harmful to the company. The theft, damage or loss of such instruments must also be promptly reported to the company.

With reference to this topic, Area has prepared specific “Security Policies” to which reference is made for details.

4.12 Intellectual property

The exclusive intellectual property of Area, on which the company will have every wider faculty for use, consists of all technical information, know-how related to the reduction, development and marketing of products or services, proprietary software, business, strategic, commercial, and economic plans and, in general, everything achieved by Area and /or its collaborators in the context of its work activity.

Area will put in place any more appropriate initiative provided for by law to preserve intellectual property and to verify that its employees and collaborators, for whom there is a duty of safeguard and an absolute prohibition on the use of such resources in a personal capacity and /or in favour of third parties, does not appear any act aimed at violating and/or infringing in any way the rights of area on intellectual property.

It is also the duty of any employee or collaborator to keep confidential information about area or area business partners secret, avoiding revealing it to third parties.

Each employee or collaborator is also invited to scrupulously comply with the provisions of the company’s security policies, in order not to compromise the functionality and protection of the IT systems and the information contained in them.

4.13 Image protection

The good reputation as well as the image of Area is an essential and essential principle for a relationship of trust and collaboration.

Each employee and/or collaborator undertakes to act in compliance with the principles dictated by this Code of Ethics in relations with colleagues, customers, suppliers, partners, and any person with whom any relationship is established, maintaining a behaviour that reflects canons of ethics and seriousness of area.

With specific reference to the behaviour to be taken in direct relations with the Customer, Area has

prepared a specific “Policy of behaviour”, including the rules of good conduct that, if respected, guarantee respect for the image that Area wants to give itself towards the Customer.

4.14 Confidential information and privacy protection

“Confidential information” is the knowledge of a project, a proposal, a negotiation, price policies, corporate development strategies, a commitment, a rush, or an event, even if future and uncertain, related to the sphere of business activity.

Accounting and consecutive data, even consolidated by the company, are considered “confidential” until they are disseminated to the public, following communication made in accordance with the rules.

All personnel data are “confidential”.

In addition, “confidential information” is considered all data, documents, and know-how of any kind and on any medium, referring, or referable to area and/or activities, in any capacity and in any field, of AREA and all its employees and collaborators.

All these types of information must be accessible exclusively to area employees and collaborators or to other qualified subjects within the limits strictly necessary for the performance of the functions and tasks entrusted to them.

Each employee or collaborator is required to protect the confidentiality and confidentiality of the information learned in the performance of his activity that cannot be disclosed; he must therefore:

acquire and process only the necessary information and data directly related to your business.

consult only the documentation to which it is authorized to access, allowing access only to those who are entitled to it and preventing third parties from having aware of it.

communicate and/or disclose information as part of the pre-established procedures and subject to area authorization through the person delegated to it.

undertake to ensure the possible dispersion of data, observing the security measures given, keeping the documents entrusted in order and avoiding making unnecessary copies of them.

respect the confidentiality of the information learned in the exercise of its functions even after the termination of the employment relationship with Area.

All employees and collaborators must maintain the strictest confidentiality about the information, even if it is not expressly classified as confidential, and about the confidential information they may become aware of by putting in place everything possible to safeguard further disclosure of such information to third parties; in addition to the above mentioned any information, whether confidential or not, cannot be disclosed by collaborators to third parties.

No employee and/or collaborator may disclose confidential internal information. Only institutional information may be disclosed, subject to the criterion that the disclosure of confidential information is decided only by the information managers.

With reference to the specific topic, it should be specified that the Business Management System also meets the requirements of the technical regulations relating to Information Security (ISO/IEC 27001). Within the specific procedures of the Business Management System, the security measures to be implemented to protect the confidentiality of information and ensure the correct processing of personal data have been defined in detail.

Area informs each employee and/or collaborator about the nature of the data being treated by the company itself, the methods, and areas of communication; it also takes the appropriate measures to ensure its confidentiality.

4.15 External relations

4.15.1 Customers

The service, even before the product, is at the centre of every activity and daily commitment of Area: the customer is a partner of area and together it is necessary to work to continuously improve what is done.

All area employees and collaborators undertake to have a relationship of maximum transparency towards customers, always considering the trust that is granted to the Company and protecting all the information provided to it.

The spirit that must move any action within the Area is to

dedicate yourself to the maximum satisfaction of your customer.

pursuing excellence.

improve and innovate their skills for business and personal satisfaction.

do well from the first time.

At the centre of the attention of area’s corporate policy is customer satisfaction and the quality of relationship with the latter, in a dimension as lasting and communicative as possible.

It is necessary to anticipate changes as a continuous challenge for success, to act in real time, promoting innovative solutions, exceeding expectations, investing in innovation to generate superior quality that can only be perceived as distinctive quality.

Area aspires to an active collaboration with its customers in the design and production of innovative solutions and is committed to anticipating and responding quickly to changes in customer requests, preserving a culture that stimulates the best of each actor in the relationship.

Area is also committed to:

a style of behaviour based on efficiency, collaboration, and courtesy.

always respect the commitments and obligations made to the customer.

provide accurate and complete information to allow the customer a conscious decision.

stick to truth in commercial or other communications.

no market logic should ever hinder full information transparency, let alone the pressure of its competitors.

do not influence customer decisions and behaviours with substantial offers and/or gifts.

4.16 Environment, community, and social context

Area plans the development of its activity by enhancing natural resources and with constant attention in preserving the environment.

The environmental policy it is inspired by is based on an environmental awareness that involves all collaborators, starting from simple but very useful behaviours, such as the recycling of some operational materials (toner, paper, plastic) and separate collection.

In the Area it is strongly believed that there can be an ethical way of realizing the entrepreneurial adventure, respecting the rules, people, and the environment in perfect harmony with society and the local territory.

This is confirmed by the new company headquarters located within the Ticino Park, which in the future will be part of a wider context (Malpensa Business Park), which will not only have productive use, but will also offer services for the community, such as areas equipped for sport and leisure, multifunctional rooms, and media library.

By marrying the philosophy of biocompatible construction and through clean production, the desire for maximum integration with the territory and environmental enhancement will be respected, without violently invading the landscape, ensuring high quality working conditions.

4.17 Business partners, suppliers, and competitors

4.17.1 Relations with business partners

The selection of business partners is based on criteria of merit, competence, and professionalism. All external collaborators are required to scrupulously observe the principles of this Code of Ethics and, when provided for, include in the contracts the obligation to comply with them.

Any behaviour of a partner that appears to be contrary to the principles contained herein should be noted. Each employee and/or collaborator, in relation to their duties, guarantees, towards each partner, a treatment based on extreme seriousness, loyalty, clarity in communications and professionalism.

4.17.2 Choice and supplier report

The choice of supplier and the negotiation of the conditions of purchase of goods and services must take place with criteria of loyalty, fairness, and impartiality. The selection of suppliers and the determination of purchasing conditions is based on objective and documented criteria that consider the price, the ability to provide and guarantee services of an adequate level in a timely manner and the honesty and integrity of the supplier. Each trade agreement must be written and clearly display at least the services and/or products covered by the supply, the timing of the supply, the price applied and the conditions and methods of payment.

It will then be the task and duty of those who have relations with the supplier to ensure that the supplier maintains the agreements in terms of quality, cost, and time of delivery of the goods or the provision of services Any pressure, of any kind, in the choice of the supplier, must be strictly rejected and reported.

4.17.3 Relations with competition

Area pursues principles of competition and loyalty in all its relations with competition. Area considers it counterproductive in general to describe its products and services since comparisons with the products and services of competing companies.

The only way that is considered valid for marketing is to focus on the added value and qualities of the Area, refraining from denigrating competition in any way. If the customer explicitly requests comparisons with products of competing companies, it is correct to highlight the advantages of area products and services, making sure that each comparison meets the criteria of fairness and correctness: there is no doubt, in fact, that it is preferable for the customer himself to evaluate and ascertain first-hand any comparisons between competing services and products.

4.17.4 Relations with the Public Administration

The relations that Area has with the Public Administration must be inspired by the strictest compliance with the legal provisions and cannot under any circumstances compromise the integrity and reputation of the Area itself.

The assumption of commitments and the management of relationships of any kind with the Public Administration, public officials, or subjects in charge of the public service, are exclusively reserved for the company functions responsible for this and for authorized personnel and must be exercised in a transparent, rigorous, and coherent way, avoiding attitudes from which attempts to improperly and / or unduly influence the activities and decisions of the same can be deduced.

4.17.5 Relations with public supervisory authorities

Relations with public supervisors are inspired by full compliance with principles of fairness, transparency, integrity, timeliness, and collaboration, avoiding obstructive behaviour.

Each area employee and/or collaborator ensures the completeness and integrity of the information; it is forbidden to conceal any information or provide false documentation or attesting to untrue things or otherwise prevent or hinder the performance of the control or review activities of such subjects.

5. Implementation and control

Area recognizing this Code of Ethics as an act of seriousness and consistency with its values, has identified a function to which the Management has entrusted supervisory and monitoring tasks regarding the implementation of the Business Management System with reference to the administrative responsibility of the bodies ex Legislative Decree 231/2001.

The methods of monitoring and control are defined in the document” Regulation of the Supervisory Body”.

The supervisory body is assigned the following main tasks:

Verify the application and compliance with the Code of Ethics.

Monitor initiatives for the dissemination of knowledge and understanding of the Code of Ethics.

Receive and analyse reports on violation of the Code of Ethics.

Report violations of the Code of Ethics to management,

Suggest any revision of the Code of Ethics of the same.

5.1 Violation of the Code of Ethics and related sanctions

The violation of this Code of Ethics, as well as constitute non-compliance with the obligations deriving from the employment relationship and disciplinary offense, may cause the fiduciary relationship between the Area and the company representative who committed it to disappear; in addition to leading to the legal consequences, it may compromise the existing trust, up to determine, in cases considered more serious, the interruption of the relative employment relationship and any claim for damages.

More specifically,

regarding Area Employees and Collaborators with the qualification of “managers”, the above applies to employees and collaborators, with specific reference to the applicable National Labour Contract Executives and/or the contract concluded with them.

regarding external subjects with whom commercial relations are in place, the conduct held in violation of the rules of the Code of Ethics and Model 231 may constitute non-compliance with the contractual obligations assumed, with any legal consequence, including the termination of contracts (or the withdrawal for good cause of the same) and /or assignments and may result in compensation for any damage suffered by the Area.

finally, regarding directors and statutory auditors, the competent corporate bodies will evaluate and decide on the adoption of the measures deemed most appropriate for the specific case, within the framework of those provided for by the legislation of time in force, including the withdrawal for good cause of their assignments.

with reference to the members of the Supervisory and Control Board referred to in Legislative Decree 231/01, if the relationship with the Area is subordinate work, the provisions relating to employees will apply, if, instead, the relationship is of collaboration / consultancy, the provisions for collaborators will apply.

Area undertakes to provide and provide with consistency, impartiality and uniformity sanctions proportionate to the respective violations of this Code of Ethics and in accordance with the current provisions on the regulations of the employment relationship.

With reference to this topic Area has prepared within the Organizational Model a “Sanctioning System”, drawn up and defined in accordance with current regulations (CCNL, Workers’ Statute, …).

Every company representative, employee, external collaborator, consultant, or agent is obliged to comply with this Code of Ethics and must accept it explicitly.

Everyone has an obligation to know the rules, refrain from conduct contrary to them, contact the person directly responsible or the staff responsible for clarifications or complaints, collaborate with the structures responsible for verifying violations and not hide from their counterparts the existence of a Code of Ethics.

The observation of the rules of the Code of Ethics of Conduct is to be considered an essential part of the contractual obligations of all employees pursuant to art.2104 of the Italian Civil Code.

5.2 Communication

Training and information on the contents of the Code of Ethics is a fundamental aspect and has among its objectives to promote and strengthen the corporate culture around recognized values, to disseminate the rules, procedures, and practices to be followed and above all to keep alive the sharing of area’s mission.

To this end, Area undertakes to prepare and implement appropriate internal communication and training and information plans, organizing meetings dedicated to the presentation and description of the code, at the end of which a full copy of the Code of Ethics will be made available.

All managers of organizational unit and/or function have a primary responsibility in relation to the Code of Ethics and for this purpose must:

ensure conduct in line with the principles of this Code of Ethics, to set the first good example for its collaborators.

offer complete availability to analyse the aspects of application and interpretation of the Code of Ethics.

believe first-hand and transmit to their collaborators that compliance with the Code of Ethics is an essential part of the quality of the work activity.

report to the Supervisory Board cases of violation of the Code of Ethics.

report any lack of controls to management.

report suspicious behaviour.

change the control systems of its function on the recommendation of the Supervisory Board.

Management is required to observe the Code of Ethics in proposing and implementing any project, action and investment of the company and the members of the Board of Directors, in setting the business objectives, must be inspired by the principles of the Code of Ethics.

5.3 Implementation

This Code of Ethics and its future updates are and will be made known to all area employees and collaborators by personal illustration to each and attestation of receipt.

This delivery is equivalent to the affixing of the Code of Ethics in the company register in accordance with current regulations.

The ethical principles and rules of conduct contained in the Code of Ethics are, however, complementary to any further provisions of law, regulation, organizational provision valid within the Area.

Each employee and/or collaborator is required to comply with the provisions of the Code of Ethics and therefore behaviours and work activities of each collaborator must comply with the principles contained herein; any declarations of non-knowledge or partial knowledge of this Code of Ethics in case of found non-compliance by collaborators will be allowed.

The Code of Ethics aims, among other things, to represent a moment not only normative, but above all ethical-behavioural of a high level, unhooked by purely sanctioning logics, but aimed at personal evolution and relationships.

We are therefore counting on everyone to join fully and voluntarily.

The verifications related to the application of the Code of Ethics are delegated:

to each employee and/or collaborator.

(a) each function manager.

supervisory board provided for in this Code of Ethics.

Any sanctions will be applied in accordance with the labour laws and in compliance with current regulations. Any information and reports relating to the application of this Code of Ethics may be submitted to the Supervisory Board.

The recipients of the Code of Ethics may report, in writing and both anonymously and nominally, any violation or suspicion of violation of the Code of Ethics to the Supervisory Board that provides an analysis of the report, possibly listening to the author and the person responsible for the alleged violation. The Supervisory Board acts in such a way as to guarantee whistle-blowers against any type of retaliation intended as an act that can give rise to even the suspicion of being a form of discrimination or penalty. The confidentiality of the identity of the whistle-blower is also ensured, without prejudice to legal obligations.

The report can be made by:

e-mail to the specific e-mail address OdV@area.it

delivery of the paper report in a special mailbox.