CODE OF ETHICS

1. Introduction.
Recoop is aware that unethical behaviours in business compromise the reputation of Recoop itself and its Associates, and obstruct the pursuit of the cooperative mission, identified in our own associates’ professional development and in the satisfaction of its customers and its stakeholders, in a market in which values such as competence, fairness and legality should prevail.
The present Code of Ethics, issued by the company Board of Directors and approved by the Board of Associates, defines the values and ethical responsibilities to which the company intends to orientate its conduct for business and its activities. The Board of Directors and the Board of Associates oblige all the managers, directors, employees and partners to respect it and stick to its contents.
2. Principles of Recoop’s Code of Ethics

2.1. General Principles
PRINCIPLE 1. All Recoop’s activities refer to the principles of the present Code. The company expresses the intention not to set up or continue any relationships with those who do not share its contents and/or break its rules.
PRINCIPLE 2. All the company bodies, the company employees, associates and partners are obliged to respect the ethical principles contained in the present Code.

2.2. Legal Compliance.
PRINCIPLE 3. An essential principle for the company is the abidance of the laws and regulations in force in all the countries in which it operates.

2.3. Relations with Public Institutions
PRINCIPLE 4. All the company bodies, employees, associates, auditors, all external collaborators (consultants, intermediaries, partners, agents and, more generally, all persons who are in contact with our company), and other parties who in one way or another and at any level act for and on behalf of Recoop in the relations with (Italian, EU or belonging to any other foreign country) Public Institutions, are obliged to stick to the code conduct of behaviour, in order not to compromise the public administration’s impartiality and good conduct.
Relations with the public institutions of any country have to be exclusively managed by the persons to whom the company have assigned the specific role.

PRINCIPLE 5. Recoop is committed to avoiding and disapproving any conduct that may be misinterpreted as aimed at unfairly gaining advantages or favours from Italian, EU and foreign public officers. It especially forbids any exchange of gifts and contributions, money and any other benefits with them not compliant to the procedures in force.

PRINCIPLE 6. The Interested Parties appointed by Recoop to perform the relations or negotiations with the public administration of any country, are not allowed to distort the normal relations of collaboration, professionalism and independent assessment by carrying out any form of conditioning that may influence decisions of the Public Authority in order to unfairly gain advantages from it.

PRINCIPLE 7. It is forbidden to channel funds, grants and contributions (obtained from the Government, from the European Union or any other public institution) into other purposes than those for which they have been given.
PRINCIPLE 8. Recoop disapproves behaviours aimed at obtaining from the Government/EU/other public institutions any form of funding, grant, subsidised loan or similar aid, by means of statements and/or documents that have been altered or falsified for this specific purpose, or through omitted information, any form of deception (included the computer fraud).
PRINCIPLE 9. Recoop will not be in the position of being represented by third parties in the relations with the Italian/EU/of any other country public administration if assignments may result in a conflict of interests.
2.4. Organisation of the Company
PRINCIPLE 10. Every operation and/or transaction, in the broadest sense of the word, must be lawful, authorised, coherent, appropriate, documented, recorded and easily verifiable.
PRINCIPLE 11. Employees and all the subjects that carry out purchases of goods and/or services, including external advice, on behalf of the company, must act in accordance with the principles of fairness, cost-effectiveness, quality, and lawfulness, and operate as if they were good family men.
PRINCIPLE 12. Recoop is committed to giving the same job opportunities to all the employees, collaborators as well as those applying to join its ranks and ensuring a system of personnel selection based solely on the criteria of merit. All the information are requested only to verify if the candidate’s profile matches with the company’s needs, fully respecting the candidate’s privacy and opinions.

PRINCIPLE 13. Recoop is committed to focus its activity solely on annual targets that can give a possible, specific, tangible, measurable, and achievable on the estimated outcome.
PRINCIPLE 14. Each company function is responsible for the truthfulness, authenticity, and originality of the documents and the information produced during its own activity.

2.5. Responsible stewardship of resources
PRINCIPLE 15. Recoop disapproves whatever behaviour aimed at altering the correctness and authenticity of data and information contained in balance sheets, reports and other company notifications provided for by law to the public and to the associates.
PRINCIPLE 16. Recoop demands that managers, executives and employees behave correctly and transparently while performing their functions, especially as regards any requests from the company members or other bodies.
PRINCIPLE 17. Behaviours aimed at harming the corporate assets are forbidden.
PRINCIPLE 18. Managers are not allowed to perform any corporate operation that might cause damage to creditors.
PRINCIPLE 19. It is forbidden to perform acts, fraudulent or feigned, aimed at conditioning the Board of Associates’ will in order to get the majority irregularly or a different deliberation than that that would have been issued.
PRINCIPLE 20. It is forbidden to deliberately spread false and misleading information and news, both within and outside the company, concerning Recoop itself, its employees, its partners, and third parties that cooperate with the company, especially when fully aware of their falsehood.
PRINCIPLE 21. During inspections and checks carried out by the public competent authorities, all the company bodies, members and employees must have an extremely collaborative helpful attitude; they must not obstruct the inspectors’ tasks in any case.

2.6. Social Responsibility (CSR)
PRINCIPLE 22. Recoop disapproves any conduct detrimental to the individual freedom and the physical, cultural and moral integrity of people the company interacts with, and is committed to hindering any behaviour of this kind, including unreported employment.
PRINCIPLE 23. Recoop disapproves child labour; for this reason, the company is willing not to use of support it.
PRINCIPLE 24. Recoop disapproves any form of unfree labour, therefore the company is committed not to use or support it.
PRINCIPLE 25. Recoop is committed to guaranteeing a safe healthy workplace.
PRINCIPLE 26. Recoop is committed to respecting the right of workers to join trade unions.
PRINCIPLE 27. Recoop is committed not to making any form of discrimination.
PRINCIPLE 28. Recoop is committed not to implementing disciplinary actions such as corporal punishments, physical and/or psychological coercion, and verbal abuse.
PRINCIPLE 29. Recoop is committed to respecting the working time regulated by law and by Collective and Local Agreements.
PRINCIPLE 30. Recoop is committed to remunerating its employees in compliance with the Collective Agreement and with the Enterprise Bargaining Agreement.
PRINCIPLE 31. Recoop is committed to respecting its employees and partners’ privacy through the implementation of data utilisation and protection procedures in compliance with the existing legislation on the matter.
Principles from 23 to 30 are taken from SA8000 criteria, in compliance with the existing national legislation, with ILO Conventions and Recommendations (n° 29, 87, 98, 100, 105, 111, 135, 138, 146, 155, 159, 164, 177, 182), with the United Nations Universal Declaration of Human Rights, with the United Nations Convention on the Rights of the Child, and with the Declaration by United Nations to eliminate discriminations against women. Moreover, the same principles are at the root of the United Nations Global Compact, to which Recoop takes part.

2.7. Sustainability
PRINCIPLE 32. Recoop is committed to fulfilling the just expectations of all its stakeholders, with whom it intends to establish a dialogue aimed at a better understanding of their needs.
PRINCIPLE 33. Recoop is committed to pursuing the protection of the environment, since the improvement of its environmental performances has always been one of the company’s main goals. Our environmental commitments include:
– the full respect of existing national and international laws on the matter;
– prevention of pollution;
– the implementation of an ISO 14001: 2004 – certified environmental management system for the control and the improvement of direct activities with a potential environmental impact.

PRINCIPLE 34. Recoop is committed to promoting safety and health at work, since the ongoing improvement of its performances concerning safety and health has always been one of the company’s main goals. For this purpose, Recoop’s measures concerning safety and health at work include:
– the full respect of national, Eu, and international laws on the subject;
– the implementation of an occupational health and safety (OHSA) in compliance with the UNI-INAIL guidelines for the control and improvement of direct activities that are potentially harmful to workers’ health and safety.
Particularly, when making any decisions at an operational level, Recoop is inspired by the following principles of the Safety and Health at Work Directive 89/391/EEC:
(a) avoiding risks;
(b) evaluating the risks which cannot be avoided:
(c) combating the risks at source;
(d) adapting the work to the individual, especially as regards the design of work places, the choice of work equipment and the choice of working and production methods;
(e) adapting to technical progress;
(f) replacing the dangerous by the non-dangerous or the less dangerous;
(g) developing a coherent overall prevention policy which covers technology, organization of work, working conditions, social relationships and the influence of factors related to the working environment;
(h) giving collective protective measures priority over individual protective measures;
(i) giving appropriate instructions to the workers.

2.8. Market Transparency and Fairness
PRINCIPLE 35. Recoop, its managers and employees must provide, when specifically requested, prompt, accurate, complete, correct, clear and comprehensible information – both outside (the market, partners, Ministry of Infrastructure and Transport, etc) and inside the company – and preferably in written form.
PRINCIPLE 36. All Interested Parties are strictly forced to observe the laws concerning the abuse of confidential information (so called insider trading) in force in the area of jurisdiction
in question. In particular, under no circumstances are the Interested Parties to use information unknown to the general public, acquired through their position within the company or because of their collaboration with it, to get some personal advantage or to favour third parties. Confidential or price sensitive information is always treated with the utmost respect for the specific internal procedure.

Commitment to Contrasting Terrorism and Crime
PRINCIPLE 37. Recoop disapproves any activity implying counterfeit, forgery, alteration or expenditure of money, stored-value cards, and stamp values. For this purpose, all the Interested Parties are required to implement and respect the Italian and EU legislation, to monitor in order to prevent the possession, the use and the expenditure of these goods, even if in good faith. The Interested Parties are obliged to report any potential or supposed violation that might result in crimes of this nature.
PRINCIPLE 38. Recoop disapproves any activity implying laundering of money or other incomes coming from criminal activities. For this purpose, all the managers, partners and employees are obliged to implement Italian and EU anti-money-laundering laws and invited to report to the authorities any potential or supposed violation that might result in crimes of this nature.
PRINCIPLE 39. Recoop truly believes in democratic values and disapproves any conduct and activity aimed at terrorism and subversion of democracy. For this purpose, all the managers, partners and employees are obliged to implement Italian and EU anti-terrorism laws and invited to report to the authorities any potential or supposed violation that might result in crimes of this nature.

2.9. Cases in which Recoop is comparable to the Public Administration
PRINCIPLE 40. The Board of Managers, the company members, partners, representatives, employees and, more in general, third parties that act on behalf of Recoop performing a public function, must orientate their conduct to the principles of impartiality and smooth-running with which the public administration must comply.
PRINCIPLE 41. Recoop disapproves any conduct aimed at making someone promise or directly/indirectly accepting gifts, contributions, money and any other benefits from third parties that are interested in the results of the public function performed by the company members, employees, managers, representatives, and third parties that act on behalf of the company.
PRINCIPLE 42. Persons appointed by the company to carry out a public function on behalf of the Italian public administration, of a European institution or other foreign countries, must not accept behaviour aimed at unfairly conditioning their own decisions.
PRINCIPLE 43. Recoop will not be able to assign the Interested Parties a public function behalf of the Italian/EU/of any other country public administration if assignments may result in a conflict of interests.
The term “public administration” also includes private subjects carrying out a public function or a public service. Public functions Recoop is allowed to perform are, for example, activities related to some kinds of concessions.

3. Reactions to the Breaches of the Code of Ethics
The Board of Managers will evaluate any violation of the principles of the present Code of Ethics performed by the company members, managers, directors, employees and partners. If the violation is confirmed, the Supervisor will take measures provided for in the Regulations or the Company Charter.
4. Adoption Procedures for the Code of Ethics.
The present Code of Ethics has been approved and/or issued by the Board of Associates. In order to guarantee a prompter upgrade of this Code to the new needs deriving from changes made to the Italian law known as DLgs 231/2001, the procedures concerning changes and approval of the Company Code of Ethics are the following:
– The Board of Managers periodically examines the Code of Ethics, especially those aspects related to necessities deriving from legislative changes, and proposes the possible changes and supplements.
– The Board of Associates examines the proposals of the Board of Managers and, if they agree with them, approves and issues the Code of Ethics as modified, so that it becomes immediately effective.
– The Board of Managers notifies the new approved version of the Code inside (managers, directors, partners) and outside (associated companies) the company.
– The Board of Managers notifies to the other members the changes of the Code during the first meeting immediately after the date in which these changes took place.