CODE OF ETHICS

Thus, LaPresse’s Board of Directors has adopted this Code of Ethics, which reflects the Company’s commitment towards:

• Devoting high attention to managing risk areas;
• Providing guidelines to staff for recognizing and dealing with ethical issues;
• Maintaining a culture of integrity, honesty and accountability within the company.

The Code of Ethics includes all those rights, duties and responsibilities due to interested parties, and reflects the Company’s commitment towards observing current regulations, besides respecting the standards of correctness, integrity and loyalty expressed within the Code itself.
The Company is fully committed to respecting and ensuring compliance with the Code of Ethics, while paying attention to the management methods for risk areas, and adopting all the necessary tools and precautions.
The Company also resolves to divulge the Code of Ethics’s contents to all external subjects entering relationships with it.
In no case may the pursuit of LaPresse’s interest justify an act which is not compatible with an honest course of conduct.
This Code of Ethics also aims to implement the provisions of the June 8th 2001, n. 231 Legislative Decree. This document dictates the general management, supervision and control principles on which LaPresse’s Organization Model is based. For further information on this subject you may refer to the adopted Organizational Model found in Annex II, which features the said Code of Ethics as an integral component.

The Code of Ethics is binding for all Subjects operating for the achievement of corporate objectives, whether they are top management staff or employees subject to the authority or supervision of hierarchical superiors. The Code of Ethics is also binding for subjects belonging to corporate bodies, including all members of Board of Directors, Auditors, Statutory Auditors, Provosts and Shareholders.
This Code applies, within certain parameters, also to collaborators, which are external consultants acting in the interest of LaPresse, as well as to all those maintaining any kind of relationship with the Company for the pursuit of business results, either directly or indirectly, permanently or temporarily.
The aforementioned Subjects must behave based on respect for the fundamental principles of honesty, moral integrity, correctness, transparency, objectivity and respect for individual personality, in pursuit of corporate objectives and in all relations with people and entities, both internal and external to the Company.
In no case can the pursuit of LaPresse’s interest justify an modus operandi which does not comply with an honest and legitimate course of conduct. Thus, the Company reserves the right to refuse or discontinue any type of relationship with a person or organization which adopts any behavior which differs from what is set forth within the Code of Ethics.

1. General ethical principles

This Code of Ethics intends to clarify those ethical values of LaPresse which are considered a prerequisite in order to engage in any business activity:

Legality principle
The Subjects are required to comply with the law or acts equivalent to it.
This principle is also valid for the national legislation of any country with which the Company has commercial relations.
The Subjects are also required to comply with the corporate provisions issued by the Company, given that they have the e purpose of better allowing continuing and precise compliance with the law and its provisions.

Correctness
The Subjects are required to comply with professional rules, with particularly referring to duties of diligence and expertise, applicable to operations carried out during the development of any business activity.

Transparency
All activities carried out for LaPresse are based on respect for the principles of integrity and transparency and are conducted with loyalty and a sense of responsibility, fairness, and in good faith. The Company resolves to guarantee correctness, completeness, accuracy, uniformity and timeliness in the management and communication of corporate information, thus avoiding deceptive behavior from which undue advantage can be derived.

Respect for fundamental human rights
In carrying out its activity, the Company resolves to observe and guarantee respect for the fundamental rights of a person, in compliance with the Constitution and with international charters on human rights, particularly preserving the dignity of a person.

2. Human Resources

LaPresse protects and promotes the value and development of human resources, promoting full professional fulfillment based on merit criteria.
Any form of discrimination, and particularly, any discrimination based on race, nationality, sex, age, disability, sexual orientation, political or union opinions, philosophical or religious beliefs towards any person inside and outside the Company, must be avoided.
Each individual must be treated with respect, without intimidation, sexual harassment and physical or psychological harassment, and with respect for his or her moral personality, avoiding illegal conditioning, bullying, offensive behavior or marginalization within the workplace.
Sexual harassment or acts of physical or psychological violence are not tolerated. LaPresse resolves to protect the moral integrity of its collaborators, by guaranteeing the right to working conditions which respect personal dignity.
In respect of human rights and individual dignity protection, the Company repudiates any form of labor exploitation.
No form of irregular work is tolerated, meaning, besides the mere absence of any regularization of a relationship, any type of use of work services not inferred in a contractual and regulatory framework, which is consistent with the Italian one. No form of irregular work will be tolerated, including: absence of a defined working relationship, any type of services not secured via a contractual, regulatory framework consistent with Italian law.
Furthermore the following is prohibited: any employment of foreign workers irregularly staying within Italian territory, due to lack of residence permit, or its expiration without any request to renew it as provided by the law, or still due to it being revoked or canceled.
It is also forbidden to exploit child labor. LaPresse considers it crucial to protect minors against all forms of exploitation, and therefore prohibits their hiring for any form of collaboration. Age of all workers cannot be lower than the minimum legal age allowed in the relevant state.
The Company resolves to consider candidates for employment solely based on merit and professional competence.
All hiring, transfer or promotion practices must not be influenced in any way by offers or promises of sums of money, goods, benefits, facilities or services of any kind.
The assessment of personnel to be hired is carried out based on matching candidates profiles with those of required positions and with corporate needs, adhering to the principle of equal opportunities for all interested parties.
Where hierarchical structure in managing relationships is necessary, the following principle will be observed: the Company requires that authority be exercised with equity and fairness, prohibiting any behavior which could be considered harmful to the employee’s dignity and autonomy.
As part of the personnel management and development of personnel, all decisions taken are based on the matching between expected and possessed profiles, or on strictly merit-related considerations. All decisions in the area of personnel management and development of personnel are to be taken based on the match between the advertised role profile and the candidate’s suitability for that role, or on strictly merit-related considerations. Access to roles or positions is also established in the first place in consideration of both skills and abilities.
Employee privacy is protected, in accordance with Legislative Decree 196/03.
All competent functions are vigilant for the purpose of making sure that the working environment is also devoid of prejudice, and not only adequate from a health and safety point of view.
The manufacture, possession, distribution, sale or use of alcohol, illicit drugs and/or other substances not permitted by law by employees within the Company’s premises is prohibited.

3. Protection of health and safety at work

The Company considers the pursuit of its objectives in the area of improving the safety and health of workers as an integral part of its business, and as a core strategic value.
To this end, LaPresse is committed to spreading and consolidating a culture of health and safety within the workplace, by developing risk awareness and promoting responsible behavior by all employees.
LaPresse fully supports this policy, and guarantees that all employees have the necessary resources for its effective implementation and continuous improvement.
The Company’s activities are carried out in full compliance with current legislation on prevention and protection; the management team makes continuous reference to advanced criteria of environmental protection and energy efficiency, pursuing the improvement of health and safety conditions at work. In particular, managing the “security system” is carried out on the following principles:

• avoiding risks;
• evaluating the risks which cannot be avoided:
• combating the risks at source;
• 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, with a view, in particular, to alleviating monotonous work and work at a predetermined work-rate and to reducing their effect on health.
• adapting to technical progress;
• replacing the dangerous by the non-dangerous or the less dangerous;
• 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;
• giving collective protective measures priority over individual protective measures
• giving appropriate instructions to the workers

4. Duties of LaPresse top management and employees

The Code of Ethics represents a guide for LaPresse’s staff in performing their functions, and imposes specific duties on individuals.
LaPresse staff must understand and respect the ethical responsibilities established within this Code.
Situations which may even appear to be non-compliant or irregular with respect to this Code are to be avoided.
The Company does not tolerate behavior in violation of the Code of Ethics, or which may appear as not compliant with it.
Any staff member having any doubts about their responsibilities is invited to seek assistance from their line manager, or from the Supervisory Body.
Each Subject is required to approach and notify a colleague if that person’s actions appear to violate this Code. If the apparent violation persists, it must be reported to the hierarchical superior and to the Supervisory Body.

5. Conflicts of interest

In conducting any activity, all kinds of conflicts of interest must be avoided.
The Recipient must guarantee neutral and impartial decisions, and therefore, must refrain from making any decision in a position of conflict of interest.
In particular, all staff, collaborators, and agents, while performing their duties, must refrain from taking part into any activities in which a conflict of interest may arise, meaning any situation or relationship which involves personal or other interests related to it, even if only potentially.
Each case of conflict of interest must be known and evaluated by the Company.

6. Use of company assets and IT systems

LaPresse’s assets are the resources with which business is conducted.
This heritage includes physical properties such as buildings, machinery and goods, as well as intangible assets such as confidential information, inventions, plans and commercial ideas, either stored on paper, IT support or as knowledge of individuals. Intangible assets can be of greater value than physical ones, and are usually more difficult to protect against theft and unauthorized use.
Each Subject is responsible for protecting the corporate assets placed under his direct control.
Everyone must pay attention to security procedures and supervise all those situations which may lead to loss, theft or misuse of company assets.
For staff members the following are strictly prohibited:

• Abusive access to an IT or telematic system;
• Unauthorized possession and abusive disclosure of access codes to computer or telematic systems;
• PInstallation of computer equipment, devices or programs aimed at damaging or interrupting an IT or telematic system;
• Illegal interception, impediment or interruption of IT or telematic communication;
• Damage to information, data and IT programs and IT and telematic systems.

Persons may not upload rented or unauthorized software to corporate systems, nor make unauthorized copies of licensed programs for personal, corporate or third-party use.

7. Confidentiality and Privacy

Disclosure of confidential information outside the company damages its competitive position.
All Subjects of this Code are required not to use confidential information for purposes unrelated to the activity being performed.
Information and/or any other kind of news, data documents, etc. having a confidential nature must not be disclosed, nor used, let alone communicated, without specific authorization, as and when a task or operation demands that this information is necessary for the completion of the operation.
The information held by the Company is processed by it in full respect of the privacy of all interested parties. The Company protects information relating to its employees and third parties, and activates any other useful measure aimed at avoiding improper data use. The Company guarantees the confidentiality of all information in its possession, and refrains from seeking confidential data, except in the case of express and conscious authorization and compliance with current legal regulations.

8. Corporate administration

LaPresse is required by law to maintain accounting records which accurately and objectively represent its activities and transactions.
Every operation or transaction must be precise, verifiable and legitimate.
All supporting documents, including agreements, invoices and expense reports must be truthful and accurate.
All invoices issued must exactly reflect the commercial transaction which took place. No false or misleading entries should be entered in the Company’s books or records, for any reason.
It is absolutely forbidden to establish or maintain funds or accounts for a purpose which is not fully documented.
It is forbidden to prevent or otherwise hinder the performance of control activities which are legally imposed upon corporate entities.
All those subject to these regulations must collaborate fully and promptly with the company’s internal and external control bodies and so enable them to best perform their duties.
The need for accurate and objective recording of information goes beyond the Company’s accounting and financial functions. All Subjects must objectively record the information they become aware of, in the course of their work.

9. Prohibition of operations aimed at receiving stolen goods, money laundering, the use of money, goods or benefits of illegal origin and self-laundering

LaPresse carries out its business in full compliance with current anti-money laundering regulations.
The Company absolutely stands by the principle of maximum transparency within all commercial transactions, and provides all fitting instruments for the purpose of countering phenomena such as fencing, money laundering and use of money, goods or utilities of illicit origin.
Staff must never engage in or be involved in activities which involve laundering (i.e. acceptance or treatment) of proceeds from criminal activities, in any form or manner.
Furthermore, staff must not carry out operations involving self-laundering, such as the use, replacement or transfer in economic, financial, business or speculative activities of money, goods or other utilities deriving from another crime, or from offenses related to compliance with tax or tax legislation.
Staff belonging to the Company must at all times verify in advance available information (including financial information) on commercial counterparts, consultants and suppliers, in order to ascertain their moral integrity, their respectability and the legitimacy of their activity, before establishing any relationships business with them. Furthermore, they are required to strictly observe the laws, policies and company procedures in any economic transaction involving them, ensuring full traceability of incoming and outgoing financial flows, as well as full compliance with anti-money laundering laws where applicable.

10. Anti-corruption policy and policy regarding the giving and receiving of gifts

Corruption destroys the integrity and ethical foundations of all institutions: it is a crime. All forms of corruption are prohibited by the Company.
The Company adopts a “zero tolerance” approach towards corruption of any nature, which is implemented on employees or third parties.
No Recipient, within the scope of their functions, can offer or provide money, services, information, benefits or other utilities which may be perceived as a bribe, to third parties, including public officials, either directly or indirectly. Exceptions are gifts of modest value, not exceeding the amount of €250, which can be attributed to normal commercial courtesy relations. These may not in any case foster within the other party or in a foreign and impartial third party the impression that they are aimed at acquiring or granting undue advantages, or to foster an impression of illegality or immorality.
Taking into account the gift’s recipient, if an opportunity to offer gifts exceeding the aforementioned limit were to present itself, it would be necessary to notify the Legal Department for assessing the suitability of the gift.
Such gifts include money and tangible property, as well as services and discounts.
Corporate gifts, entertainment activities and other forms of hospitality must be lawful, reasonable and authorized by the Company.
In no case may the Subject accept money.
In case of doubt regarding the opportunity to accept or give gifts, or concerning the modesty in value of business and hospitality gifts, LaPresse’s staff are to inform the Supervisory Body and request prior advice from their hierarchical superior, who, in turn, will approve or deny the request in compliance with the principles set forth within the Code of Ethics.
Particular attention and prudence must be used for gifts or offers from representatives of companies with which there are, or may be, commercial relationships, even if only potentially.
Any form of gift or benefit to public officials is prohibited.
During a business negotiation, an administrative process such as a request or an application, or a commercial relationship with the Public Administration, the following actions should not be taken:

• examining or proposing employment and/or commercial opportunities which may benefit employees of the Public Administration in a personal capacity;
• offering or providing free gifts;
• soliciting or obtaining confidential information which may compromise the integrity or reputation of both parties.

11. Institutional relations

Any relationship with State institutions, with the Public Administration and with national or foreign Public Institutions (Ministries and their peripheral offices, entities and Companies operating in the public services sector, Territorial Bodies, Local Bodies) must be kept in compliance with all legal provisions and the provisions of this Code of Ethics, as well as in strict observance of all principles of correctness, transparency and efficiency.
In order to ensure maximum clarity in all relationships, contacts with institutional interlocutors are exclusively carried out through authorized Company Officers or Managers, or by persons delegated for this purpose.
In compliance with the above, by way of example and not exhaustively, it is specified that:

• It is forbidden to use contributions, loans, or other disbursements however called, granted by the State, by a Public Body or by the European Union, for purposes which differ from those for which they were assigned.
• in the case of commercial relations with the Public Administration, including participation in public tenders, it is always mandatory to operate according to the law, and in compliance with all correct commercial practices.
• It is not allowed, either directly nor indirectly, or through a third party, to conduct the following; offer or promise money, gifts or compensation in any form; exercise unlawful pressure; promise any object, service, provision or favor to Public Administration managers, officials or employees, or to persons in charge of public service, or to their relatives or cohabiting partners, for the purpose of inducing performance of an official act, or other deed which is contrary to official duties.
• Deceptive conduct capable of misleading the Public Administration is prohibited. Particularly, it is not allowed to use or present false declarations or documents attesting to untrue facts, or to omit information in order to obtain, for the Company’s benefit or interests, contributions, funding or other disbursements however denominated granted by the State, by a Public Body or by the European Union.
• It is forbidden to alter in any manner the functioning of an IT or telematic system belonging to a Public Body, or to illegally intervene in any way into the data, information and programs contained therein or relevant to it, in order to achieve an unjust profit, while causing damage to others in the process.

Correct use of Public Service activities, in favor of Judicial Function, is guaranteed in that all subjects required to comply with this Code of Ethics, are prohibited from undertaking, either directly or indirectly, any illegal action which may favor or damage one of the parties involved in civil, criminal or administrative proceedings.
In particular, the following scenario is expressly forbidden: engaging in undue pressure (in the form of offers or promises of money or other benefits) or unlawful coercions (violence or threats) in order to induce a person to give false declarations or to maintain silence, while called to provide statements in front of a judiciary authority, which may be used in a legal proceeding, if such a person has the right to remain silent.

12. Suppliers

The relationship with suppliers is based on principles of transparency, loyalty, integrity, confidentiality, diligence, professionalism and objectivity of judgment.
All purchasing processes are aimed at seeking the maximum competitive advantage for the Company, without prejudice to the granting of equal opportunities for each supplier, loyalty and impartiality in the management of negotiations.
The choice of suppliers and the purchase of goods and services are performed by the appropriate company functions, based on objective assessments regarding lawfulness, competences, competitiveness, quality, fairness, respectability, reputation and price.
LaPresse suppliers must not be involved in any illegal activities, and must guarantee working conditions based on respect for fundamental human rights, international conventions and applicable laws, for all their employees.
The Company recommends that its suppliers to refrain from offering goods or services, particularly as gifts, to Company employees, which may go beyond normal courtesy practices. The Company also prohibits its staff from offering goods or services to personnel of other companies or entities, in order to obtain confidential information or significant direct or indirect benefits, for oneself or for the Company.
In case of violation for the principles of legality, correctness, transparency, confidentiality and respect for the dignity of the person, LaPresse is entitled to take appropriate measures, including the termination of the relationship with the supplier.

13. External collaborators (journalists and photographers)

LaPresse selects its external collaborators with impartiality, autonomy and independence of judgment, governed by the parameters of competence and professionalism.
All LaPresse collaborators are obliged to conduct themselves in a manner which complies with the principles of this Code, as well as with applicable legislation.
LaPresse recommends that its collaborators refrain from offering goods or services, particularly in the form of gifts, to third parties, in order to obtain confidential information or significant direct or indirect benefits, either for themselves or for the Company.
All behaviors which are contrary to principles expressed in the Code of Ethics, as well as in current legislation, shall be considered as a serious breach of duties of correctness and good faith in the execution of the contract. Against these LaPresse will be lawfully entitled to terminate the collaborative relationship.

14. Customers

LaPresse places maximum importance on the quality and value of the services it offers.
It is therefore essential that all customer relationships are based on full transparency and fairness, respect for the law and independence from all forms of internal and external conditioning.
Thus, all contracts and communications to customers must be:

• clear and simple;
• compliant with current regulations and based on maximum propriety
• compliant with the company’s commercial policies and with all parameters defined in them;
• thorough, in order not to overlook any element which may become relevant for the user’s decision.

Within the context of commercial relations with customers, it is forbidden to carry out any conduct which may damage consumer confidence or serve to compromise transparency and market security.

15. Protection of fair competition

LaPresse acknowledges the value of fair competition, which is why it resolves to refrain from collusive and predatory behaviors. For this reason, LaPresse strongly prohibits acquisition of information through improper means, such as industrial espionage, by undertaking to hire employees of a competitor for the purpose of obtaining confidential information, nor it encourages employees belonging to competitors into disclosing confidential information.
Additionally, the Company and its collaborators resolve not to violate third party rights relating to intellectual property, and to comply with rules set to protect the distinctive signs of intellectual property or industrial products (trademarks, patents) by putting in place thorough audits towards full compliance with all regulations for the protection of industrial property rights.

16. Community

LaPresse does not provide any contributions to political parties or candidates.

17. Environmental protection

LaPresse is fully committed to respecting the environment in which it operates.
The company commits itself to absolute observance of all local laws and regulations. This Code of Ethics binds all Company personnel and stakeholders to full compliance with environmental legislation, as indicated by Legislative Decree 152/2006 and related laws.
LaPresse promotes environmental planning, sustainable use of natural resources, as well as an integrated approach towards solid waste management and energy saving.
All employees must act as responsible citizens, adhering to rules and regulations also within the workplace.

18. Media relationships

LaPresse maintains relations with the press and mass media entities solely through the corporate entities and the corporate functions delegated to it. These relationships must be based on principles of correctness, availability and transparency, in compliance with Company guidelines.

19. Compliance with the Code of Ethics

The Supervisory Body is responsible for monitoring that the Code of Ethics is observed by all subjects, and is adapted from time to time for complying with current legislation.
Observance of this Code by staff and collaborators, as well as their commitment towards respecting all general duties of loyalty, correctness and execution of the employment contract in good faith, must be considered as essential part of contractual obligations, also based on and for the effects of art. 2104, of the Italian Civil Code.
Compliance by third parties (suppliers, consultants, etc.) with the Code of Ethics integrates the obligation to fulfill all duties of diligence and good faith, both during negotiations and in the execution of existing contracts with the Company.
Violations of the rules of the Code of Ethics are serious acts, capable of damaging the relationship of trust established with the Company, and may imply the application of disciplinary sanctions (disciplinary actions, warnings, suspensions, dismissals), in compliance with all applicable rules and the current Collective Labor Agreement of the sector, depending on severity, as well as any criminal and civil actions against the responsible Subjects, including compensation for damages suffered by the Company.
In the event of violation of the Code of Ethics by a Subject, such a violation must be promptly reported to the Supervisory Body, at e-mail address odv@lapresse.it. Following receipt of the reports, the Supervisory Body carries out all related audits, while also calling upon competent company functions. The Supervisory Body then informs all competent entities of the imposition of disciplinary sanctions regarding violations of this Code.
The information received by the Supervisory Body is handled with absolute confidentiality, under the penalty of mandate revocation for its members.
All staff members are strongly encouraged to report any violations of the Code of Ethics that they perceive to be in good faith. These good-faith whistleblowers will be protected against any form of retaliation, discrimination, penalization, and in any and all cases, confidentiality of their identity will be granted, without prejudice to legal obligations and protection of Company rights or those of persons being accused erroneously or in bad faith.

20. Diffusion and updating of the Code of Ethics

LaPresse is committed to promoting and ensuring adequate knowledge of the Code of Ethics, passing it over it to Subjects through specific effective and adequate information and communication activities.
This Code of Ethics is published on the Company’s website.
The Company also resolves to update its contents, whenever any appropriate and necessary needs dictated by changes in context, reference regulations, environment or corporate organization were to arise.
The Board of Directors is competent for any modification and/or integration of this Code of Ethics.

LaPresse S.p.A. provides design and supply of photographic and press agency services. Design and production of video and multimedia productions. Television channels productions.

It is the will of the Company to operate in compliance with the safety of its employees, its customers and third parties in general, preventing accidents from occurring and mitigating their possible harmful effects, in full awareness that workers’ psychological and physical safety and well-being are indispensable resources for the execution of a working activity, and that their preservation deserves adequate commitment and attention over time.

LaPresse S.p.A. has therefore adopted an Occupational Health and Safety Management System, committing itself to:

• Checking compliance with mandatory laws and regulations, through constant monitoring of safety and health in the workplace;
• Prevent accidents (reduction in number of accidents, downtime and associated costs) and occupational diseases, as well as continuously improving the safety management system and its implementation, as well as monitoring its performance;
• Having a tool for safeguarding personnel and property, owned by involved third parties, and supporting the management of technological changes and modifications aimed at systematic improvement of safety standards;
• Ensuring an effective, systematic and predetermined approach to emergencies resulting from injuries and accidents;
• Improving relationships and communication with customers and third parties involved in workplace health and safety issues;
• Involving LaPresse employees and collaborators, raising awareness concerning their role and responsibilities in the field of security, and promoting safe behavior;
• Developing awareness, skills and attention within the staff at all levels.

In order to achieve the above objectives, LaPresse S.p.A. considers as crucial:

• Setting up a safety management structure, allowing for clear and organic definition of tasks and responsibilities;
• Implementing training and formation for the entire staff, in order to increase their competence, protect their health and safety and make each worker aware of risks related to the activity performed, as well as of the importance of their role in their correct management;
• Involving all workers in the company’s life, through the introduction of procedures and tools needed for encouraging dialogue and exchange of information;
• Implementing continuous improvement of communication and information channels with customers, employees and all interested parties;
• Implementing constant and coordinated monitoring and audits on suppliers.