CHAPTER I
 

GENERAL STRUCTURE
 

1. Scope of application and Addressees
    

2. Obligations of Employees

 

CHAPTER II
 

THE ETHICAL PRINCIPLE
 

3. Ethical Principles

 

3.1. Observance of Laws

 

3.2. Impartiality

 

3.3. Conflict of Interest

 

3.4. Transparency and accountability

 

3.5. Confidentiality

 

3.6. Respect for people and human resources

 

3.7. Professionalism

 

CHAPTER III
 

RULES OF CONDUCT

 

4. Correctness and transparency of corporate information

 

5. Anti-money laundering

 

6. Gifts

 

7. Prohibited Workplace Conduct

 

8. Workplace Safety

 

9. External Communications

 

10. Supplier relations

 

11. Relations with Institutions and Public Administrations

 

12. Relations with political and trade union organisations

 

13. Relations with the press and external communications

 

14. Protection of competition
     

CHAPTER IV
 

PENALTY PROVISIONS

 

15. Violations and sanctioning consequences

 

CHAPTER V
 

FINAL PROVISIONS

 

16. Approval of the Code of Ethics and related amendments
     

PREMISE

 

In the awareness that, for the proper conduct of its business and the pursuit of its objectives, one cannot disregard respect for the laws in force and certain fundamental ethical principles, it was deemed necessary to formally adopt a set of rules of conduct valid in internal relations and in those with third parties, aimed at spreading a solid ethical integrity and a strong sensitivity to compliance with the regulations in force among all those who work within CSC COMPAGNIA SVIZZERA CAUZIONI S.A.

 

With the firm intention of ensuring the utmost fairness and transparency in the management of activities and to protect the image and reputation, this document (hereinafter also the "Code of Ethics") has been adopted, which clearly defines the set of shared values and represents, at the same time, an essential element in the prevention of crimes.

 

This Code of Ethics, which therefore sets out the ethical principles, which must be strictly observed by management, employees, collaborators and, more generally, by all those with whom business relations are maintained, will be disseminated in the future also through a training and awareness program regarding its contents in order to ensure compliance.

 

CHAPTER I
 

GENERAL PROVISIONS

 

1. Scope of application and Addressees

 

This Code of Ethics contains the ethical principles and rules of conduct that must guide all actions, operations, relationships and transactions carried out in the management of the various activities.

 

It is binding, without exception, for all those who hold positions of representation, administration or management, or who exercise, even de facto, management and control, or who cooperate or collaborate, for any reason, in the achievement of objectives, for all employees, without exception, for collaborators (including, by way of example, consultants, attorneys, reporters and intermediaries) and for anyone who has business relationships (hereinafter "Recipients").

 

All Recipients are required to be familiar with the provisions of the Code of Ethics and, consequently, to scrupulously observe them, refraining from conduct contrary to them; employees are also required to actively contribute to the observance of the principles enshrined therein.

 

2. Employee obligations

 

Employees, each in relation to their duties and powers, are required to operate according to principles of honesty, fairness, commitment and professional rigor, and to act in full compliance with the law.

 

Every action, operation, negotiation and, more generally, any activity carried out by employees must comply with the rules of fairness, transparency, completeness and truthfulness of information, as well as with existing procedures.

 

Principles of collaboration, loyalty and mutual respect must guide the relationships between employees at any level, and between them and third parties with whom they come into contact as a result of their work activities.

 

In particular, employees are required to:

 

1. a) diligently observe the provisions of the Code of Ethics, refraining from any contrary behaviour;

 

1. b) report to the Administrative Body any news concerning presumed violations of this Code of Ethics;

 

1. c) offer maximum collaboration in the investigation of possible and/or presumed violations of this Code of Ethics;

 

1. d) inform third parties, with whom one has business relations, about the prescriptions of the Code of Ethics.

 

In case of violation of the provisions of this Code of Ethics, sanctions proportionate to the violation committed will be imposed with consistency, impartiality and uniformity, in compliance with the provisions in force on labour relations.
 

CHAPTER II
 

ETHICAL PRINCIPLES

 

3. Ethical Principles

 

In the performance of activities, the following principles (hereinafter referred to as the "Principles") must in all cases be observed:

 

(a) Compliance with Laws;

 

(b) Impartiality;

 

1. c) conflict of interest;

 

1. d) transparency and reliability;

 

1. e) confidentiality;

 

1. f) respect for the person and human resources;

 

1. g) professionalism.

 

3.1 Compliance with the law

 

The conduct of Recipients is inspired by legality and legitimacy, in full compliance with current regulations.

 

3.2 Impartiality

 

Recipients must operate impartially, carrying out their activities and making decisions with rigor and transparency, according to objective and neutral evaluation criteria.

 

3.3 Conflict of interest

 

The Addressees shall refrain from carrying out activities that are in contrast with the interests of CSC COMPAGNIA SVIZZERA CAUZIONI S.A., aware that conduct contrary to the Principles shall not be justified in any case. In the conduct of activities, Recipients shall avoid situations in which the subjects involved in the transactions are or may be in conflict of interest, meaning any situation in which the Recipient pursues an interest different from that of CSC COMPAGNIA SVIZZERA CAUZIONI S.A. or carries out activities that may interfere with its ability to make decisions in its exclusive interest. In the event of a conflict of interest, Recipients shall inform their manager or contact person without delay, complying with the decisions that will be made by them in this regard.

 

3.4 Transparency and reliability

 

In the performance of work activities, the actions, operations, negotiations and, more generally, the conduct of Recipients must be inspired by the utmost transparency and reliability.

 

Recipients are required to provide truthful, transparent, complete and accurate information.

 

Every operation must be duly authorized and correctly registered, as well as verifiable, legitimate, congruous and adequately documented, in order to allow, at any time, the verification of the relative process of decision, authorization and execution.

 

The culture of control is promoted at all levels by raising the awareness of employees and collaborators of the importance of the internal control system and of compliance with existing procedures when carrying out work activities.

 

Within the scope of their functions, employees are required to collaborate actively for the correct and effective functioning of the internal control system.

3.5 Confidentiality

 

Respect for confidentiality is a fundamental and necessary rule in all conduct.

 

The confidentiality of the information received is ensured and the use of confidential data is forbidden, except in the case of express and conscious authorization and, in any case, always in the strictest compliance with current legislation on privacy. The Recipients, including management, directors and employees, are required to maintain the confidentiality of confidential information acquired from client companies and of the information they have at their disposal due to their professional activity. Recipients must therefore refrain from using confidential information, which they have come to know by reason of their office and/or profession, for personal purposes or for operations of their own personal interest and, in any case, not connected with the exercise of the working or professional activity entrusted or carried out by them, since they may not disclose such information to third parties or make improper use of it. Confidential information may only be disclosed to those who have a real need to acquire it and the relative communication to third parties must be made by specifically authorised persons and in any case in compliance with the laws and internal procedures in force. Employees and collaborators and, more generally, the Addressees, are also required to strictly observe the principle of confidentiality, even after the termination of their employment. In particular, the corporate bodies, management, employees and collaborators must guarantee the confidentiality of the information, documents and confidential data of which they become aware in the course of or on the occasion of their working activity. Confidential information, where contained in computer systems, must be protected by adopting appropriate security measures.

 

Violation of the duty of confidentiality by employees will result in the application of disciplinary sanctions in accordance with the applicable employment contracts.

 

3.6 Respect for People and Human Resources

 

Human resources represent an indispensable and precious value; for this reason, individual freedom is protected in all its forms and all manifestations of violence and intolerance are repudiated, valuing the abilities and skills of each individual.

 

Authority must be exercised with fairness and impartiality, avoiding any form of abuse. In particular, authority must never become an exercise of power detrimental to the dignity and autonomy of individuals, and work organization choices must give priority to the professional value of individuals.

 

Requests or threats aimed at inducing people to act in violation of the law or contrary to the Code of Ethics, or to adopt behaviors detrimental to the moral and personal beliefs and preferences of each individual shall not be tolerated in any way. 

3.7 Professionalism 

All activities must be carried out with the utmost commitment, diligence and professionalism, in a spirit of mutual respect and collaboration, guaranteeing equal opportunities at all levels and promoting the aspirations of individuals, their expectations of learning and professional and personal growth. 

Employees and collaborators are, on the other hand, required to commit themselves and act loyally, ensuring the services due and respecting the commitments undertaken. 

Aware that professionalism is a value that is acquired through practice and experience, the decisive contribution of professionals with more seniority is recognized and the transfer of their knowledge to younger staff is promoted. 

CHAPTER III

RULES OF CONDUCT 

4. Correctness and transparency of corporate information 

Every action, operation or transaction must be correctly recorded in the company's accounting system according to the criteria indicated by the law and the applicable accounting principles, and must be duly authorized, verifiable, legitimate, consistent and congruous. 

In order for the accounting system to meet the requirements of truthfulness, completeness and transparency of the recorded data, adequate and complete supporting documentation of the activity carried out must be kept for each transaction, so as to allow for:

 (a) an accurate accounting record; 

1. b) an immediate identification of the underlying reasons for the transaction carried out; 

1. c) an easy formal and chronological reconstruction of the operation; 

1. d) a verification of the decision-making, authorisation and implementation process, as well as the identification of the various levels of responsibility. 

Each employee and collaborator works, to the extent of his or her competence, to ensure that any fact relating to management is correctly and promptly recorded in the accounts. 

Each accounting entry must reflect the results of the supporting documentation. The accounting records must reflect the results of the supporting documentation; therefore, it is the responsibility of each employee and collaborator to ensure that the supporting documentation is easy to find and ordered according to logical criteria. 

The functions responsible are guaranteed free access to the data, documentation and any other information deemed useful for the performance of their respective control activities. 

5. Anti-money laundering

Recipients must not, in any way or under any circumstances, be implicated in events connected with the laundering of money deriving from illegal or criminal activities, receiving stolen goods or the use of money, goods or utilities of illegal origin, and must comply with the national and international regulations in force on anti-money laundering. Before establishing relationships or entering into agreements with suppliers and other business partners, their moral integrity, reputation and good name must be thoroughly checked. 

6. Gifts 

No form of gratuity or favor is allowed that could in any way be interpreted as exceeding normal business practices or courtesy, or that is in any way aimed at acquiring favorable treatment not due in the conduct. This rule applies to both gifts promised or offered and those received, meaning any kind of benefit, compensation, personal advantage or favour. In any case, gifts - except those of modest value - must be duly authorised and adequately documented in order to allow for the appropriate and necessary checks. 

7. Prohibited conduct at work

In confirming the centrality of the human person, no discriminatory conduct is tolerated in relation to race, sex, religious beliefs, nationality, age, sexual orientation, disability, language, political and trade union opinions or other personal characteristics not related to work, nor any form of harassment and/or personal offence. 

In the workplace, any illegal conduct or any form of abuse, threat or aggression to persons or company property is strictly prohibited. Personnel are required to report to their supervisor any conduct that violates these prohibitions and, in any case, any alleged violation of rules, directives or procedures. 

8. Safety in the workplace 

Working conditions that respect the dignity of the individual and a safe and healthy working environment must be ensured, including through the dissemination of a culture of safety and awareness of risks, promoting responsible behavior by all in order to protect the health of employees and anyone who enters the offices, as well as the community that surrounds them. With this in mind, every employee and collaborator is called upon to contribute personally to maintaining the safety and quality of the working environment in which they operate. 

9. External Communications 

Any external communication of documents and/or information must be made in compliance with the laws, regulations and procedures in force. It is, in any case, forbidden 

1. the disclosure of any "privileged" information that may be acquired during the performance of professional activities; b) the disclosure of false information; c) any form of pressure aimed at acquiring favours from the organs of communication/information to the public.
2. Relations with Suppliers 

Relations with suppliers are managed with loyalty, fairness and professionalism, encouraging ongoing collaboration and solid and lasting relationships of trust. 

The selection of suppliers and the determination of the conditions of purchase of goods and services take place on the basis of objective and impartial evaluations, based on quality, price and the guarantees and services provided. The following principles are observed in relations with suppliers: 

(a) purchasing is referred to the Sector Managers and Department Managers, in compliance with the powers of attorney granted to them and the procedures in force; 

1. b) no form of "reciprocity" is practiced with suppliers: goods/services are chosen and purchased on the basis of their value in terms of price/quality ratio; 

1. c) any negotiation with a supplier, whether current or potential, must relate exclusively to the goods/services being negotiated with the supplier 

1. d) the personnel responsible for the purchase of goods and services must not be subjected to any form of pressure, from suppliers, to donate materials, products and/or sums of money to charity/solidarity associations or similar. 

The assumption of commitments and the management of relations with current and potential suppliers must be carried out in compliance with the directives on conflict of interest and business management. 

11. Relations with Institutions and Public Administration 

In relations with national and supranational institutions and with the Public Administration and its representatives (including, by way of example, public bodies, including economic ones, local, national or international public bodies and/or companies, concessionaires of public services and/or those charged with public functions), the strictest compliance with the applicable legal provisions and with the principles of transparency, honesty and fairness is required in order to ensure the utmost clarity in institutional relations, thus avoiding compromising integrity and reputation. 

Relations with the Public Administration and with institutional interlocutors, and in any case relations of a public nature, are exclusively reserved for the functions appointed and delegated to this task or which, due to the role they hold, have the power to do so. In relations with the Public Administration, no attempt must be made to improperly influence the decisions of the Administrations concerned, in particular of the officials who deal with or make decisions on behalf of the same. 

In the context of relations with the Public Administration, one must refrain from conduct contrary to the principles set out above, including but not limited to 

1. a) offering or granting work opportunities and/or commercial advantages to Public Administration personnel, involved in the negotiation or relationship, or to their family members; 

1. b) offering or receiving gifts or other benefits, unless they are acts of commercial courtesy of modest value 

1. c) providing untrue information or omitting to communicate relevant facts, where requested by the Public Administration. 

In dealings with the Public Administration, in Switzerland and abroad, it is not permitted to pay or offer, directly or through third parties, sums of money or other benefits of any kind and entity, whether they are public officials, government representatives, public employees or private individuals, to compensate or repay them for an act of their office, or to achieve or delay the performance of an act contrary to the duties of their office. 

12. Relations with political organizations and trade unions 

In order to contribute to the economic wellbeing and growth of the community, respect for local and national communities is required in the performance of activities, favouring dialogue with trade unions or other associations, and imprinting any relations with political parties or their representatives or candidates on the strictest compliance with current legislation. In particular, relations with political organizations and trade unions must be based on the utmost fairness, transparency and independence, refraining from giving even the impression of wanting to receive preferential treatment. 

Relationships with organizations, associations or movements that pursue, directly or indirectly, criminal purposes or, in any case, purposes prohibited by law, are prohibited. 

13. Relations with the press and external communications 

Relationships with the press and other means of communication are reserved exclusively for the relevant department and must in any case take place in full compliance with previously established procedures. 

14. Protection of Competition 

The rules in force concerning competition shall be scrupulously observed and the Company shall refrain from putting in place and/or encouraging behaviours that may integrate forms of unfair competition. 

CHAPTER IV
 

PENALTY PROVISIONS 

15. Violations and sanctions 

Anyone who, in the course of his or her work, becomes aware of alleged violations of this Code of Ethics must immediately inform the Administrative Body, which will proceed, with due respect for confidentiality, to verify the validity of the alleged violations, hearing, if necessary, the person who made the report and the alleged perpetrator. Compliance with the principles and provisions of the Code of Ethics forms an essential part of the contractual obligations of employees. It follows that any violation may constitute a breach of the obligations of the employment relationship and/or a disciplinary offence, with all the consequences of the law, also with regard to the preservation of the employment relationship, and may lead to the payment of compensation for the damages deriving therefrom.

 Compliance with the principles of this Code of Ethics also forms an essential part of the contractual obligations assumed by collaborators and other subjects in business relationships, with the consequence that any violation of the provisions contained herein may constitute a breach of the contractual obligations assumed, with all legal consequences with regard to the termination of the contractual relationship and any compensation for damages arising therefrom. 

It is understood that any violations committed by persons holding top positions, including the violation of the specific obligation to supervise subordinates, will entail the adoption of the sanctioning measures deemed most appropriate in relation to the nature and gravity of the violation committed and the qualification of the apical author of the violation. 

CHAPTER V 

FINAL PROVISIONS
 

16. Approval of the Code of Ethics and related amendments
     

The Code of Ethics is approved by the Management Body. 

Any changes and/or updates will be approved by the same body and brought to the attention of the Recipients, in the manner deemed most appropriate.

“This document is a simple translation into English of the original document in Italian, the official language of Cantone Ticino, which can be found on the website www.csc-lugano.ch. Therefore, in the event of inaccuracies, errors, imprecisions, or difficulties in interpreting this document, the original document in Italian shall prevail; this also applies if there is a contrast between what is reported in this document and what is reported in the original document in Italian. - Il presente documento è la traduzione semplice in lingua inglese del documento originario in lingua italiana, lingua ufficiale del Cantone Ticino, presente sul sito www.csc-lugano.ch; pertanto in caso di inesattezze, errori, imprecisioni, difficoltà interpretative del presente documento, prevale il documento originario in lingua Italiana; questo anche nel caso in cui vi fosse un contrasto fra quanto riportato nel presente documento e quanto riportato sul documento originario in lingua Italiana.”