CODE OF ETHICS

F.A.P. Fabbrica Armi F.lli Pietta di Pietta Giuseppe e C. S.r.l.

 

CHAPTER I – GENERAL PRINCIPLES

 

1. Purpose and function of the Code of Ethics

F.A.P. Fabbrica Armi F.lli Pietta di Pietta Giuseppe e C. S.r.l. (hereinafter also referred to as “Pietta Armi” or the “Company”), a successful business reality which has been on the market for over 50 years, is a world-leading company in the historical firearms and shotguns replica. The Company is also present on the American market and in other European and non-European countries.

This Code of  Ethics (hereinafter also referred to as the “Code”) contains the ethical principles, the shared values and the rules of conduct adopted by Pietta Armi as well as the commitments and the ethical and behavioural responsibilities the Company adopts and implements within the course of its own business. These responsibilities regulate the behaviour of those who work in and for the Company.

 

2. Recipients

The Code applies to all those who act in the Company’s interest.

The Recipients of the Code are the members (natural or legal persons), the directors, the members of any supervisory authority (Supervisory Board, Audit Body or something else) and the Company employees as well as those who work to pursue the Company objectives even on an occasional and non-exclusive basis, both in Italy and abroad.

 

3. Contract value and field of application         

It is compulsory to comply with the ethical principles and the standards of behaviour established in the Code. It is essential to know the Code prescriptions and to comply with them to establish and maintain the labour and cooperation relationships with the Company.

Pietta Armi promotes the widest circulation of the Code, the right interpretation of its contents and provides the most suitable instruments to foster its implementation, also in order to ensure that all the Recipients feel responsible and involved in the optimal implementation of the Code.

Under no circumstances will the claim of acting in the interest of the Company justify the adoption of behaviours in contrast with those set forth in this Code.

The infringement of the above-mentioned principles jeopardizes the trust relationship with the Company; therefore, it is effectively, promptly and immediately prosecuted through sanctions and suitable, proportional disciplinary proceedings, and/or through the termination of the existing relationship regardless of any criminal relevance of the behaviour adopted and/or the institution of criminal proceedings.

Therefore, in case of breach of the provisions of this Code, anyone will be subject to the applicable sanctions the corporate disciplinary rules establish for the directors, the members of the supervisory bodies and the employees. On the contrary, the sanctions for the collaborators and the other Recipients require specific contractual clauses allowing the Company to terminate the contract for breach in case of more serious violations.

 

CHAPTER II – BUSINESS ETHICS

 

The Company acts and pursues its business goals in compliance with the laws in force. The compliance with the law, the corporate rules and the Code is essential for the optimal functioning and the good reputation of the Company towards the human resources, the Public Administration, third parties and the market in general.

Therefore, while performing their tasks and powers, the Recipients shall know and comply with the laws and the rules in force in all the countries where they operate.

 

1. Loyalty, fairness, good faith and compliance with the law

All the Recipients shall act in compliance with the principles of legality, fairness and loyalty in performing their internal and external functions, also to safeguard Pietta Armi’s reputation and image as well as the trust relationship with the customers and the market.

The Recipients shall behave correctly and loyally in performing their tasks avoiding pursuing illegal and unlawful goals and creating any conflict of interest to obtain an undue benefit for the Company or third parties.

Under no circumstances can the Company’s interest or advantage cause and/or justify a dishonest and/or unlawful behaviour.

The Company does not tolerate any form of illegality, participation, connivance or collusion, even if indirect, with national and international criminal organizations.

The Company rejects any kind of relationship, even if indirect or through a third party, with individuals who are known or believed to belong to or carry out support activities in Italy or abroad in favour of any criminal organization, including mafia organizations, human trafficking, child labour exploitation or arms trafficking organizations, as well as terrorist activities.

 

 

2. Product and service quality

The Company focuses on meeting its current and potential Customers’ requirements and expectations to provide always competitive products and services in its business sector ensuring the maximum professionalism, innovation and a high quality and certification standard. The Company aims at supplying excellent products and services in terms of quality, safety, respect for health and environment. Therefore, all those who deal with the products and services offered by the Company must resolutely undertake to pursue these values.

Any information, communication and description concerning the products and the services offered by the Company must be true, complete and correct.

 

3. Relationships with the Public Administration

The Company relationships with public officers, public service officers, civil servants and companies working on behalf of public services are based on principles of legality, transparency, loyalty and fairness. The responsible and authorized business functions shall handle any kind of relationships with the Public Administration and/or with public officers.

All those who act in the name and/or on behalf of the Company are not allowed to  show favouritism, exercise pressure, or adopt other behaviours aiming at obtaining decisions in favour of the Company unlawfully and contrary to the principles of this Code during the management and the relationships with the Public Administration.

The Recipients shall not offer, accept or promise anyone (public or private body), for themselves or on behalf of others, any kind of gift, payment, benefit or service – not even economic ones - influencing or reserving a preferential treatment while performing their duties. Acts of business courtesy are allowed as long as they are gifts of modest value and they cannot be conceived as acts aimed at getting improper or illegal advantages.

While carrying out its activity the Company can request authorization and licenses if the conditions are satisfied. It can also benefit from loans, grants and contributions of any kind given by public national, European or foreign bodies,  which  shall be limited to the specific use which they are granted and/or requested for. For this purpose, a transparent and truthful documentation about the Company and the project and/or the service must in any case be provided.

 

4.  Cooperation during inspection visits and with the authorities

The Company cooperates actively with the judicial, tax, customs and supervisory authorities, with the police and with any public officer in carrying out its duties during inspections, supervisions, investigations or legal proceedings. Its members must refrain from offering gifts, money and other advantages or from exerting undue pressure on the representatives of these authorities, on those who carry out inspections and supervisions, as well as on those who must make statements during judicial proceedings to influence their behaviour or to perform any activity impeding the regular course of judicial proceedings.

The documentation provided to all authorities must be based on truthfulness, authenticity and transparency.

 

5. Relationships with Customers and third parties

The relationships with Customers and third parties operating in the interest of the Company are managed according to the principles of maximum cooperation, availability, professionalism and transparency in compliance with the confidentiality and privacy protection to establish a solid and lasting relationship based on mutual trust and satisfaction.

The third parties operating in the interest of the Company (partners, consultants, collaborators, etc.) are identified and chosen according to objective, transparent and documentable evaluation criteria in accordance with the prearranged internal procedures and based on usefulness, fairness and transparency principles. Their remuneration is based on proportionality and effectiveness criteria of the performance.

As to the relationships with the suppliers, the Company undertakes to adopt a selection system in compliance with the law, the company statute and the equal opportunities. In any case, the suppliers must be selected and the conditions of purchase must be adopted according to parameters previously identified, such as in particular:

• the interlocutor’s professionalism and reliability;

• the duly documented access to resources, organized structures, design capabilities, know-how, etc.;

• the existence and the real implementation of quality management, safety and environment systems;

• behaviours that do not have a negative effect on the image and reputation of Pietta Armi.

The relationships with the Customers are unavoidably ruled by transparency, professionalism and good faith principles in every phase (from the negotiation to the performance execution).

The Company operates properly in offering its own products and does not assume behaviours that can negatively affect or unlawfully change the competition among the different participants of the reference market.

As part of the relationships with external parties, the Company refrains from any conduct which might in any way compromise its own or third-party integrity, reliability and safety of electronic or computer systems and data.

 

 

CHAPTER III – PRINCIPLES AND RULES OF CONDUCT IN THE COMPANY MANAGEMENT

 

 

1. Corporate assets protection

 

The Company ensures that the use of the business resources and assets aims at guaranteeing, increasing and strengthening the corporate assets. Every company employee and collaborator is directly and personally responsible for the protection and care of the assets, both tangible and intangible, and human, tangible or intangible resources assigned to them. They must use them in the interest of the Company for professional purposes only in compliance with the regulation in force and the corporate statute, and with the principles set out in this Code and with the company procedures.

 

1. Administration and Management

 

The administration and management of the Company and its departments must comply with the following principles and rules of conduct:

• maximum cooperation, transparency, fairness and efficiency in the relationships with potential supervisory bodies (Supervisory Board, Audit Body, etc.) as well as in case of requests from members and in the relationships with public authorities;

• diligence, expertise, correctness and precision in the organization and check of data and information that will be received and transposed in corporate balance sheets, reports or in other corporate communications required by law or sent outside the Company;

• the integrity of the corporate assets must not be damaged in any way or by any means; in particular it is forbidden, apart from the cases or with methods other than those expressly allowed by law, (i) to refund contributions in any way whatsoever or to release the shareholder from the obligation to execute the same; (ii) to distribute profits not effectively attained or by law allocated to a reserve, that is, reserves not distributable by law; (iii) to purchase or subscribe shares or stocks of the Company (iv) to reduce the share capital, bring about mergers or splits thereby breaching the rules intended to protect creditors; (v) to form or increase the share capital fictitiously; (vi) to satisfy, in the case of winding-up, the demands of the shareholder to the detriment of company creditors; (vii) to carry out any simulated or fraudulent act to affect the will of the partners’ meeting to obtain the irregular creation of a majority and/or influence a decision.

 

 

 

1. Accounting Entries

 

3.1. Truthfulness Transparency and Completeness of Accounting Entries

The truthfulness, transparency and completeness of accounting entries are irreplaceable reference values for the Company.

Therefore, the Company ensures a truthful and correct presentation of its economic, capital and financial results in compliance with the Italian Civil Code and the tax laws in force to guarantee a truthful and prompt check.

The corporate communications, the balance sheet, the corporate books and, in general, the reports on the economic, property and financial situation provided for by law, are drawn up in accordance with the principles of truthfulness, clarity, transparency and correctness, and with the provisions of the Italian Civil Code and with the current laws and principles.

Pietta Armi condemns any conduct intended to alter the corporate and accounting information and data sent inside and outside the Company, to public authorities or to Stakeholders.

The Company, through the Recipients, each insofar as it concerns them, guarantees the regular, clear and accurate keeping of accounting records and therefore:

• encourages proper and prompt notification to all bodies and departments involved, as well as a proper cooperation between the above-mentioned corporate bodies and functions;

• prescribes that in case of economic and financial assessments, the corresponding records must be made observing the criteria of reasonableness and suitability, explaining clearly the criteria that guided the evaluation of the asset;

• encourages the required controls by the competent bodies and departments;

• controls that all operations are duly authorized and adequately documented and that the documentation is kept so as to allow at any time the accounting entry, the identification of the different levels of responsibility as well as the precise reconstruction of the operation;

• guarantees that all corporate and extraordinary transactions are duly justified, also to monitor and prevent any transfer of funds from being connected with unlawful activities, such as the support of terrorist or subversive groups or criminal and mafia associations, from which the Company dissociates itself. 

 

3.2. Anti-money laundering and control of financial flows

The Company complies with all the national and international standards on the prevention of money laundering, receiving stolen goods and, in any case, the re-investment of illicit funds in economic activities.

Except as provided by law or applicable company rules, it is in any case forbidden to receive large amounts of cash or to receive money through irregular methods of payment and also to purchase goods of illegal or uncertain origin.

The Company strictly regulates the internal management of financial flows to trace their origin and destination and it prevents the reuse of money deriving from potentially illegal activities.

 

 

 

4. Personnel policy

           

The Company considers human resources as an essential element for its activity and as a fundamental value for its success. Its policy promotes the improvement of the professional skills of each employee and collaborator so that each one can succeed in reaching common goals.

The Company pays particular attention to the selection and engagement of its employees and workers according to competence and merit criteria, ensuring the principle of equal opportunities and equality, in compliance with the laws in force, the Workers’ Statute and the applicable National Collective Labour Agreements.  

The Company prohibits any discrimination based on race, sex, age, religion and political views.

Any form of non-meritocratic favouritism is forbidden as well. 

The staff shall always be hired with the relevant formal employment agreement in compliance with the legislation applicable to foreign workers as well. In no way shall any form of irregular employment or child labour be tolerated.

The Company also undertakes to develop the spirit of corporate belonging and condemns any form of discrimination and/or abuse both in internal and external relationships.

The Personnel shall avoid any and all situations and activities that could entail a conflict of interest with the Company or otherwise interfere with their ability to make impartial decisions in the Company’s best interest and in full compliance with the rules of this Code.

Furthermore, all the employees shall refrain from deriving personal benefit through the disposal of corporate assets or through business opportunities that may have come to their attention in the course of their service with the Company.

The Personnel shall not accept, for themselves or for others, gifts, benefits or others services from anybody who may take advantage of the Company, except for what can be considered of modest value and in compliance with the intended use.

 

1. Protection of workplace health and safety

The Company ensures its personnel suitable working conditions, in a safe and healthy environment, in accordance with the law on physical and moral integrity and in full compliance with human rights and the workers’ rights and the relevant industry standards.

The Company’s prevention and safety system establishes appropriate rules of conduct for managers and employees to prevent illness or accidents. The Company and his workers cooperate closely to ensure the real application of the highest  safety standards that must be continuously integrated and improved to prevent Recipients and third parties from running the risk of accidents or illness. 

All the Recipients must be informed and updated about the prevention and safety system, in so far as they are concerned, and the relevant certifications and supplements. In case of doubt, they must contact their superiors or representatives or consult the documentation available from the Company.

 

6. Privacy protection

The Company operates in full compliance with the right to privacy, according to the applicable rules.

The Company acquires and processes only necessary personal data and data directly connected with its duties, saving them in such a way as to prevent third parties from taking knowledge, communicating and disclosing them in compliance with the internal procedures or with the prior  authorization of the person delegated to give such authorization. 

The Company provides its employees, partners and third parties with the complete and updated privacy policy statement for the data acquired during its business, requesting the release of their informed consent every time this may be necessary and exclusively for the purposes for which the data handling is intended.

 

7. Intellectual Property and Confidentiality

Pietta Armi has its own know-how or information made available for the development of its business.

The information, know-how and data acquired or processed by the Recipients during their work or while performing their duties belong to the Company and cannot be used, communicated or disclosed without specific authorization.

The Recipients shall never disclose information about technical and scientific knowledge and about the Company management methods, nor use it in such manner as may be prejudicial to the company or to other contractual parties.

The Company strictly respects copyright and the industrial rights of his own customers, suppliers, partners and third parties. The Company prevents the Recipients from performing any act that may prejudice these rights.

Due to the specific nature of the business of the Company and its customers, all the Recipients shall keep strictly confidential - and, therefore, shall not disclose or unduly ask for information – all documents, know-how, research projects or transactions. In particular, confidential or secret proprietary information means all information subject to specific laws or regulations relating, for instance, to national security, military fields, inventions, scientific findings, protected technologies or new industrial applications, as well as information declared secret by contract.

 

8. Environmental Protection

The Company contributes to the spreading and awareness of environmental issues, managing its activities according to the principles of sustainable development and the laws in force.

That is why, in terms of environmental prevention and protection, the operational management of corporate activities must refer to the most advanced environmental protection, waste disposal and energy efficiency criteria.

 

9. Spreading and implementation of the Code

The Code is delivered to all the Recipients and a copy is kept by the general management or can be consulted online on the Internet website of the Company.

The Company ensures the maximum dissemination of the Code, within the limits of its powers, and undertakes to provide suitable information tools on its contents to ensure the effective application and sharing of the Code.

 

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This Code of Ethics was adopted by resolution of the Board of Directors of the Company.