CODE OF ETHICS

·Document details

1Introduction

1.1 Purpose and content

The Code sets out the ethical principles, duties and responsibilities that doValue and the other companies in the Group undertake towards all parties with whom they collaborate in order to achieve their business objectives, ensuring that the conduct of those to whom it applies is always guided by integrity, collaboration, loyalty, transparency, compliance with the law, sustainability and mutual respect.

The Code forms an integral part of the Organisation, Management and Control Model in accordance with Legislative Decree 231/01. Its equivalent in Spain is Article 31 bis of the Criminal Code, which governs the criminal liability of legal persons.

1.2 Intended audience

The principles and provisions of the Code must be observed by all parties operating within the Group’s companies and by all external parties who, through contractual relationships, collaborate with those companies.

• Internal parties: members of the Board of Directors, the Audit Committee, the Supervisory Board, the Chief Executive Officer, the Sole Director and all types of employees (executives, staff, temporary staff, and employees of other Group companies).
• External parties: self-employed individuals, suppliers of goods and services, professionals and consultants.

2Mission and values

2.1 Mission

The corporate purpose of doValue and the Group companies is to fulfil their institutional objectives, contributing to the creation and maximisation of value for stakeholders, whilst respecting the principles set out in this Code.

Creating value does not simply mean increasing the company’s profitability in order to reward shareholders appropriately. It also means meeting the needs expressed by all stakeholders, whilst respecting each other’s interests.

2.2 Values

All relationships, transactions, activities and, in general, the conduct of the Recipients are based on the principles of the utmost honesty, fairness, integrity, loyalty, transparency and sustainability.

3General principles

4. External relations management

4.1 Customer relations

Fully meeting our clients’ needs is a priority for doValue, with the aim of building a strong relationship based on honesty, courtesy, transparency and collaboration.

It is not permitted to offer clients improper business opportunities, to submit false documents or data, to issue invoices to enable third parties to evade tax, or to behave in a deceptive manner.

4.2 Relations with the Public Administration

Relations with the public authorities must be conducted with the utmost transparency and integrity, whilst respecting the roles and levels of responsibility assigned to each company within the Group.

It is not permitted to solicit or induce favourable treatment, nor to withhold information with the intention of unduly influencing the decision to enter into agreements.

4.3 Relations with Supervisory Authorities

Relations with the supervisory authorities must be managed in an ethical, transparent, professional and proper manner. It is not acceptable to obstruct their audit and supervisory activities.

4.4 Relations with suppliers and business partners

When selecting suppliers, doValue will act in a fair and transparent manner, avoiding any discriminatory practices. It will avoid entering into relationships with parties involved in illegal activities.

4.5 Media and market relations

Relations with the media must be managed in full compliance with the principles of transparency, accuracy, completeness and timeliness. Communications shall only be carried out by authorised persons.

4.6 Management of gifts and entertainment expenses

Gifts may only be offered or accepted if they are of modest value, are customary in business dealings and do not compromise independence of judgement. Under no circumstances may they be interpreted as a means of obtaining favourable treatment.

4.7 Donations, charitable causes and sponsorships

Sponsorships must promote the Group’s name and its products and services. Under no circumstances may they be used to gain an unlawful advantage. All payments must be recorded and accounted for clearly and accurately.

5Management of the company’s obligations and inside information

5.1 Accounting, taxation and internal controls

All relevant parties involved in business activities and audits must cooperate to ensure compliance with legislation and internal procedures, as well as the correct and accurate management of accounting and financial data. Concealing or destroying accounting entries or documents is considered unacceptable.

5.2 Corporate communication

Recipients involved in the preparation of financial statements, reports and other corporate communications must ensure that the information is comprehensive, transparent and clear, and that the data is accurate.

5.3 Relations with shareholders and corporate bodies

Relations with shareholders, supervisory bodies and the auditing firm are established and maintained in accordance with the principles set out in this Code, ensuring that the information provided is prompt, faithful, truthful, complete, comprehensive and accurate.

5.4 Confidentiality

Employees, directors and auditors are obliged to keep any information disclosed to them strictly confidential, except where its disclosure is authorised or required by law.

5.5 Inside information and market abuse

All Recipients undertake to protect the confidentiality of relevant and privileged information, preventing its misuse and unauthorised use. doValue implements physical and logical measures to manage and protect such information.

6Management and protection of human resources, assets and the environment

6.1 Recruitment and management of human resources

Each company within the Group shall adhere to the principles of objectivity, competence and professionalism, whilst upholding the principle of equal opportunities. The moral and physical integrity of individuals shall be protected, and working conditions that respect personal dignity shall be guaranteed.

6.2 Protection against harassment and discrimination

Respect for each person’s individuality and dignity is the foundation for fostering a stimulating and inclusive working environment. No behaviour that could be classified as harassment, physical or psychological abuse, or sexual or personal offence will be tolerated.

6.3 Health and safety in the workplace

Promoting and maintaining a healthy and safe working environment for employees is of particular importance to the Group. Health and safety risks will be assessed and appropriate management measures put in place.

6.4 Management and protection of the company’s assets

Recipients are responsible for protecting the company’s assets, as well as any passwords or access codes assigned to them. Network resources must be used correctly and must not be disclosed to unauthorised third parties.

6.5 Environmental protection

Recipients must comply fully with environmental laws and regulations, carefully assessing the environmental consequences of every decision they make in the course of their work.

6.6 Protection of cultural heritage

The Group has appointed officers to fulfil the obligations laid down by the relevant legislation on cultural heritage and to oversee the proper implementation of activities.

7Prevention of corruption

doValue and the Group companies do not tolerate any form of corruption and are committed to ensuring compliance with the requirements laid down by the applicable law.

The Group has implemented a management system to prevent corruption and has set out in its internal regulations the general principles, roles and responsibilities, as well as the key processes for managing the risk of corruption.

Specifically, Recipients must not:

• Offering, promising, giving, paying or authorising anyone to give or pay, either directly or indirectly, any financial advantage or other benefit to either a public official or a private individual.
• Accepting requests or inducements, or authorising anyone to accept or induce, either directly or indirectly, any financial advantage or other benefit from any person.

8Governance of the Code of Ethics

8.1 Approval

This Code of Ethics has been approved by a resolution of the Board of Directors of doValue. Its provisions are implemented by all Group companies by means of resolutions adopted by their respective Boards of Directors.

8.2 Distribution and training

Each company undertakes to ensure that the Code of Ethics is disseminated as widely as possible, both internally and externally. Every member of staff is informed of the provisions of the Code at the start of their employment, upon its adoption, and via the intranet.

8.3 Implementation and monitoring

Responsibility for ensuring the effective application of the principles of the Code lies with each Group company and is carried out by the supervisory bodies in accordance with Legislative Decree 231/2001, or by other specifically designated local bodies or functions.

8.4 Notification of potential infringements

Anyone who becomes aware of breaches or situations that do not comply with the principles of the Code of Ethics must report this to the Supervisory Body without delay.

Available channels:

• Postal address: doValue Spain Servicing S.A.U., Avda. de Manoteras 14–16, 28050 Madrid
• Email: etica@dovalue.es
• Whistlelink anonymous reporting channel: https://dovalue.whistlelink.com/
• TEAM4 channel: https://team4.canalhelas.com/home

Any form of retaliation against whistleblowers is prohibited.

8.5 System of sanctions

Compliance with the principles and provisions of the Code forms an essential part of the contractual obligations of all Addressees. Any failure to comply constitutes a breach of the relationship between the Addressees themselves and the Company.

Specifically, where a breach is found:

• Internal staff: they may be subject to the sanctions set out in the Company’s Disciplinary Regulations, proportionate to the specific offence.
• Third parties: they may be subject to the measures laid down for breaches of contractual obligations, with all the associated legal and compensatory consequences.