Preamble
Identity of the Up Group
The Group, which has professed cooperative values for over 50 years, puts great emphasis on the exemplary nature of the behaviour of its employees, across borders, regardless of their position.
The Code of Business Conduct defines the framework of our actions and constitutes a shared platform for all employees. Even though the Code is based on our values (active approach, innovation, solidarity, entrepreneurial spirit, fairness) and on our prior policy, it also promotes our strategic plan, through new challenges and opportunities in a changing economic, technological, legal, and regulatory environment.
In line with the Group rule «Conduct in Business Relations»1, the Code formalises existing Group principles and specifies good practices to be observed in the execution of our daily activities.
Preventing corruption, money laundering, and the financing of terrorism, and respecting competition and persons deserving special attention, in particular with a view to the seriousness of potential legal penalties.
A commitment to all our stakeholders
By adopting this Code, we reaffirm our commitment made to our clients, suppliers, users of our products and services, associates, public authorities, and other partners, to maintain their trust under all circumstances and guarantee them conduct in accordance with business ethics. Our partners’ confidence in us is based on our integrity and good reputation.
A code applicable to all
This Code applies to all employees at all levels, the world over, and applies to all activities in all subsidiaries and controlled companies.
We also expect companies in which we hold an interest, as well as any third parties representing the Group (representatives, agents, consultants, and external suppliers) to adhere to it in full under all circumstances.
Hence, every Group company is responsible for introducing procedures and tools required for adhering to the rules set out in this Code.
Adherence to set rules
The Code not only sets outs rules, but also provides guidance to employees in facing potentially dangerous situations. Every individual action may have an actual impact on our Group. Employees are therefore asked to make these rules their own and adhere to them thoroughly.
A failure to adhere to the Code may result in disciplinary sanctions in line with local legislation and applicable Group collective agreements.
Some of those rules are based on national or international statutory or regulatory duties. Their breach constitutes a risk to the Group’s image and may shatter the confidence of internal and external stakeholders. In the event of a breach, civil or even criminal liability may arise for an employee or the Group.
Whistleblowing – reporting illegal conduct
If there is good reason to believe that a specific situation is not in accordance with ethical rules or with the laws and regulations applicable within the Group, each employee must be able to report this to his CEO or inform the competent department responsible for such issues.
Principles
Adherence to National and International Legislation
General guidelines
The Group’s general policy is in line with the law, as the guarantor of its good reputation and its integrity. Given its international operations, the activities of the Up Group are governed by a multitude of laws and regulations. Each Up Group company and its employees are obliged to comply with laws and regulations applicable in their country, in particular in the sphere of trade, financial law, taxes, social, and environmental obligations.
Furthermore, by joining the UN Global Compact initiative and supporting the Ten Principles concerning human rights, labour, the environment, and anti-corruption, the Up Group undertook to adhere to them on an international level, as well.
In this regard, each employee must, in addition to adhering to the letter of the law, manifest integrity in executing his work activities and respect the commitments made by all Up Group parties concerned.
Competition
The Up Group believes in sound and fair competition as the driver of growth. Hence, it promotes adherence to laws and principles fostering fair competition and prohibiting practices that may restrict the development of commerce.
In line with our Charter of Responsible Procurement, our decisions are based on objective criteria, such as service level, quality, adherence to social and environmental standards, and price. That is why we undertook to cooperate only with partners, clients, and suppliers who hold the same attitude.
Employees are acquainted with these rules and are mindful of their principles in exercising their activities.
Saying no to corruption
The Up Group refuses corruption in all its forms, whether direct or indirect and whether in the public or in the private sector.
That means that the Up Group prohibits all employees from providing, accepting, or soliciting any unfair advantages with the object of maintaining, providing, or obtaining an individual or collective advantage of a commercial or financial nature. Similarly, it is strictly prohibited to make any payments or provide valuable items such as gifts, loans, expensive entertainment expenditures, or use of the company’s capacities or assets, in order to influence any decision. Payment will be made only for services permitted by law that have been actually provided.
Preventing Conflicts of Interest
Relationships with competitors, clients, contractors, and employees
Conflicts of interest may arise primarily in situations when an employee is, by virtue of his position, able to influence decisions that may yield a personal benefit to himself or put his next of kin at an advantage. Every situation in which a conflict of interest may occur between the personal benefit of an employee (family relation, financial interest, etc.) or his family members and the interests of the Up Group is prohibited. Similarly, all employees must avoid conflicts of interest with respect to competitors, contractors, or clients.
It is the obligation of each employee to take decisions that serve, and do not run contrary to, the interests of the Group. Each employee is obliged to inform his direct superior of any situation that may cause a conflict of interest, such that measures may be set appropriate to preventing the occurrence of such situations.
Gifts and invitations
Up Group employees do not accept any gifts, hospitality, entertainment, or any other advantages from clients or contractors, if those may be liable to pose a threat to the employee’s ability to make objective professional decisions in the interest of the Group. Similarly, employees do not provide any bonuses or advantages to clients or potential clients in an attempt to influence their decisions, such as, in order to win a contract.
Nevertheless, the Group admits that certain gifts and invitations of a business nature that an employee accepts or that are provided to him in accordance with applicable legislation and local business usage do not fall under this ban, provided they are not motivated by an attempt to create an undue advantage.
Public activities
The Up Group, as a proud bearer of its social past and its values, is politically, religiously, and philosophically neutral. In particular, it does not promote any public policies, political parties, or related institutions.
As an engaged and active entity, it supports the civic engagement of its employees; however, employees must refrain from involving the Group in such activities in moral or financial terms.
Cooperation with Public Entities
The Up Group may get involved in a constructive discussion with public authorities about issues that are of legitimate concern to the Group. It is its obligation to become involved in a dialogue supporting the drafting of legal regulations related to its business in the countries in which it operates. In line with the Rules of the Up Group 2), these activities may only be pursued by employees who have been authorised to that end by responsible managers of the company.
The Group ensures the integrity and transparency of all of its communication with public entities, in order to prevent incorrect procedures from being pursued, in particular non-transparency, conflict of interest, favouritism, and corruption.
Respect for Individuals
The Up Group puts an emphasis on the social dimension of the economy and places individuals and their satisfaction at the forefront of its interests and activities. The Group’s employees are our main assets and the optimal quality of their work lives should be ensured.
Health and Safety
The Up Group ensures a safe work environment that does not jeopardise health, on all its premises throughout the world.
Each of us must contribute to safety by his responsible actions, in line with applicable safety, hygienic, and health rules and procedures, and report any dangerous situation.
Protection
The Group undertakes to ensure protection for its employees from the risk of damage caused by criminal activity and hostile and arbitrary actions, regardless of their place of work, in particular on their business trips.
Diversity and prevention of discrimination and harassment
Professing social justice values, the Group does not tolerate any form of discrimination or harassment.
Employee diversity is an actual benefit to our Group, and the Up Group relies on these differences. We have undertaken to provide equal opportunities to our employees, in terms of recognition and professional development, regardless of their origin, age, heath status, gender, or sexual orientation, political views, or religious confession.
In addition, each employee is entitled to have his human dignity respected and preserved. This principle is of the essence of the Group. Any action or conduct contrary to that right, in particular, all forms of moral or sexual harassment, are strictly prohibited.
Privacy protection
The Up Group undertakes to respect and protect personal information of all stakeholders. That is why we request and use only information that serve the interests of our clients, business partners, and employees and that is intended to improve the quality of services. Personal data collection is performed with the aim of contributing to the company’s management, subject to strict adherence to applicable legal obligations and, in particular, in line with the privacy protection act.
Environmental Protection
The Up Group offers goods and services that have only a small environmental impact. Nevertheless, as a socially responsible company, it integrates a strong environmental direction in its corporate strategy. It is engaged in fighting global warming and expects its branches and partners to get involved in the energy control process.
Protection of Group Assets
Protection of information
Confidential information means non-public information or documents of a strategic, financial, technical, or commercial nature, the disclosure of which outside of the Group may harm its interests. All employees are obliged to protect the Group from unjustified publication of confidential information pertaining to the Group or its stakeholders.
Protection of the Group’s assets and resources
Tangible and intangible assets of the Group are highly valuable to the Group and are involved in the attainment of its profits. It is the obligation of each of us to protect them and to ensure that they are used in accordance with a professional purpose. Employees must ensure that the assets are not abused or wasted and that they are protected from damage, alteration, fraud, loss, or theft.
Financial and Tax Practices
Fair view of accounting and financial data
The Up Group undertakes to maintain regular and correct accounting, giving a fair view of the financial situation, results of operations, transactions, and the assets and liabilities of the Group. These documents are drawn up in line with generally recognised accounting principles and rules and Group internal control procedures.
Senior Group representatives as well as employees shall refrain from any actions that may jeopardise the true view of the Group’s financial statement.
Tax system
The Up Group proceeds in strict adherence to applicable tax legislation and pays all required local and state levies and taxes. The Group unequivocally refuses tax fraud practices and their abetment, in particular it proscribes the execution of transactions through tax havens.
Fighting money-laundering and the financing of terrorism
Money laundering consists of using all means available to keep secret or to conceal the illicit origin of assets or of an income derived from criminal activity, in particular, from human trafficking, tax fraud, and corruption, with the objective to create an impression that the money was obtained legitimately.
Financing of terrorism means direct or indirect provision of funds to an organisation or group that are to be used for the commission of an act of terrorism.
The Up Group implements specific measures in the course of management, training, and due diligence, aimed at the prevention and uncovering of the risk of money laundering and financing of terrorism.
Tool for Overseeing Activities
The Up Group has introduced an internal control mechanism that contains a set of tools, procedures, and activities that contribute to overseeing its activities, the efficiency of its operations, and efficient utilisation of its resources. The Code of Business Conduct constitutes an integral part of the mechanism.
It is the responsibility of general management to ensure that the Code’s principles be adhered to by all Up Group employees. In everyday life, this responsibility has been transferred to the CEOs and managers of individual companies in the Group.
Activities may be offered to employees for developing awareness and training and for the dissemination of information to promote adoption and implementation of these principles in everyday life.
The application of these principles in the work of our branches and adherence to them may be checked by the Group’s internal auditors.