Ethical Code

PURPOSE

The Ethical Code, also known as Code of Conducts/Good Practices, has de purpose of collecting the principles, criteria and standards of conduct by which the activities of the employees, managers and administrators of all companies of our Group (whose head is G. Junquera Marítima, S.L.) should be governed. This Ethical Code constitutes a fundamental pillar of the Group, which promotes a positive corporate culture.

Its primary purpose, therefore, is to establish the principles and values that should govern the actions of our Group and all the people mentioned in the previous paragraph, ensuring that they have an ethical and responsible behaviour in the performance of their professional activities. It also expresses our Group’s commitment to the values of business ethic and transparency.

This Ethical Code is binding, and contains provisions whose objective is to make it effective. A Complaint Channel is established, as well as a Disciplinary System, to attribute responsibilities to offenders. This implies the obligation, for all linked subjects, to respect the obligations imposed, in such a way that the infringement of its provisions and policies will be subject to disciplinary sanction.

This Ethical Code will be valid both in Spain, where the Group’s registered office is located, and in the foreign countries in which it currently operates, or may do so in the future. The cultural differences and socio-economic context of the country in question must be taken into account in each case.

This Ethical Code will be valid both in Spain, where the Group’s registered office is located, and in the foreign countries in which it currently operates, or may do so in the future. The cultural differences and socio-economic context of the country must be taken into account in each case.

Certain contents that are contemplated in this Code may be subject to development through norms that, in a more exhaustive way, will be specified in sectoral Codes, if the need to do so is detected. At the same time, there will be the so-called Company Policies, which will regulate, with a greater level of detail than this Code, certain specific sectors or matters that require it.

This document and its content must serve as a basis to prevent irregular and unwanted behaviours, which may lead to criminal liability of the Group as a whole, or of any of the companies that are part of it, or may be linked in any of the ways described.

The values contained in it are also aimed at maintaining and improving the reputational level of the Group, strengthening the commitment of employees and the rest of the persons obligated in this regard. At the same time, it aims to show third parties with whom it relates in any way, the Group’s corporate culture of Compliance.

SCOPE OF APPLICATION

This Ethical Code has the following recipients:

1. It is applicable to all companies that are part of the Group, associates and investees, as well as those with which we have alliances.

2. It links all of their staff, regardless of the position that the occupy in each of them or the functions they may perform. It will bind partners and shareholders, employees, managers, administrators and even third parties, such as suppliers, contractors or business partners of the Group that must adhere to it.

   This is regardless of their nationality or the geographical location where they provide their services. If, as a consequence of this, the linked subjects have to comply with other ethical codes with a different sectoral origin or from other foreign or international norms, such codes must include the principles of this document.

3. Likewise, external advisers, self-employed workers and temporary workers are bound by it.

G. Junquera Marítima, S.L. will promote and encourage among its suppliers and affiliated, managed and collaborating companies and those with which there are alliances, the adoption of behaviour guidelines consistent with those defined in this Ethical Code. In certain cases, they may require them to formalize their commitment to comply with the Code of the guidelines established therein.

In those companies, associations or entities in which G. Junquera Marítima, S.L. has representation, the professionals who represent it will promote Compliance with the principles established in this Code.

Knowledge, acceptance and Compliance

This Ethical Code will be made known to all members of the Group, who will be required to attend the training sessions scheduled by the Company for this purpose.

The Management of each of the companies that make up the Group, the Management of the associated, affiliated and/or managed companies, as well as that of those with which there are alliances, will participate in training programs, sharing workshops with employees or intervening in them, as a sign of the importance of Compliance for the Group

It will use all the necessary means to disseminate the values and principles of the Group and to enforce the conduct guidelines contained in this Ethical Code. They must be a model for others, in their behaviour and level of Compliance with this Code.

It must be expressly accepted by each of the recipients, who must unequivocally commit to its fulfilment. The principles and values that comprise it must govern their conduct.

Each of the Group members will confirm that they had Access to this Code, that they accept it and that they understand what it implies. A record of employee conformities will be kept. An electronic acknowledgment of receipt to the following e-mail address will suffice: juridico@gjunquera.com

No member of the Company, regardless of their level or position, is authorized to request an employee to contravene the provisions of this Ethical Code, and no one can justify their conduct based on an order from a superior or ignorance of this Code.

The same record will be kept for the rest of the recipients who are not employees of any of the companies that are part of the Group.

GENERAL PRINCIPLES

1. Compliance

   The subjects bound by this Code undertake to comply with current laws, the Group’s internal procedures and the values and principles set in this Code.

   They undertake to report any breach that they detect around them.

   All those bound by the Ethical Code and, in particular, employees, must avoid any conduct that could damage the reputation of the company or negatively affects its interests.

   All of them must know the laws and legal regulations that affect their work, whatever the geographical location in which they are, requesting, in case of doubt, the precise information to the Legal Department of G. Junquera Marítima, S.L. In order to do this, everyone can send a letter to 1 Gregorio Marañón St, Bajo II, 33203, Gijón (Asturias, Spain) or, alternatively, an e-mail to the following address: juridico@gjunquera.com

   They must also respect the obligations and commitments assumed by the Group in its contractual relations with third parties, as well as the commercial practises and good business practices of the countries where they carry out their work.

   No employee or obligated party will consciously collaborate with third parties in the violation of any law or legal norm. They will not participate in any action that compromises the principle of legality.

   G. Junquera Marítima, S.L. will provide the necessary means so that all members of the Group and other obligated subjects are aware of the external and internal regulations relevant to the functions that each one of them performs.

   When a situation of violating the law happens, employees and other obligated subjects must inform the Company through the Complaints Channel provided for in this Code.

2. Ethical behaviour

   The principles and values of the Group G. Junquera Marítima, S.L. constitute the basis on which your business activity is based. Our principles and values are:

   • Integrity. Understood as ethical, honest and good faith performance

   • Respect for legality, human rights and ethical values

   • Respect for people. It is our commitment to avoid any form of harassment, intimidation, abuse or lack of respect, and there must be zero tolerance for any physical or verbal aggression. If a kind of this situation happens, appropriate measures will be taken, including disciplinary sanctions. Once the notification of a situation of harassment or discrimination has been received in the Complaints Channel, an in-depth investigation will be opened immediately, always maintaining the maximum confidentiality. Reprisals will not be admitted against the complainants or those who collaborate to clarity the facts. If it exists, the corresponding disciplinary measures will be adopted.

3. Transparency and Traceability

   Decision-making by those responsible for each area within the organization must be adopted with full transparency, impartiality and traceability.

   The Group’s communications in the sectors of activity in which it participates, as well as in the media, will respect the principles of truthfulness and transparency.

4. Human and Labour Rights

   The Group expresses its commitment to the transversal principles and values of integrity, equality and responsibility, as well as its adherence to the Universal Declaration of Human Rights, the United Nations Global Compact and the Social Policy, guidelines and standards of the International Labor Organization.

5. Environmental Protection

   G. Junquera Marítima, S.L. undertakes to ensure respect for the environment, to try to minimize the environmental impact in all of its activities and to promote among its employees and obligated subjects a culture of respect for the environment as a principle of conduct that should govern its actions. In relationships with contractors and external collaborating companies, these principles will be transmitted.

INTERNAL ORGANIZATION POLICIES

1. Task segregation

   The organization will apply this principle to prevent internal fraud and involuntary mistakes that may happen, preventing the same person from carrying out all the activities of the same operation.

2. Powers and attributions

   The delegation of functions carried out through the granting of powers to administrators, managers and employees will be carried out by the Administrative Managers of each company bound by this Code, with a high degree of diligence.

3. Professional activity development resources

   G. Junquera Marítima, S.L. will make available to its employees the necessary resources for the performance of their professional work, including software, data storage systems and electronic equipment.

   Employees must use them responsibly, as they are not provided for personal use.

4. External activities

   Our organization recognizes and respects the participation of its employees and other obligated subjects in different activities than those that they carry out in our Group. They have to comply with the law and do not conflict with their responsibilities within the Group.

ETHICAL AND GOOD GOVERNANCE POLICIES

1. Anti-bribery

   The Group will act with the highest standards of integrity and honesty in all of their business and activities. Any bribery or unorthodox payment will be rejected, clearly and strictly. Any practice of corruption or payment of commissions will be prevented.

2. Corporate gifts and invitations

   Gifts or invitations in excessive or inappropriate amounts of money that may constitute or give the appearance of bribery will not be accepted or offered.

3. Conflicts of interest prevention

   Situations that may rise a conflict between the personal interests of the subjects bound by this Code and those of the organization or people with whom it is related, will be avoided.

4. Fraud prevention

   Situations of fraud could be committed in the Group, both by Managers and employees. Situations such as misappropriation of assets in the organization, manipulation of documents or computer media (especially accounting, but not limited to them), presentation of fraudulent financial information and any others that evade legal obligations must be prevented.

5. Financial records

   The financial information of G. Junquera Marítima, S.L. will faithfully reflect its economic, financial and patrimonial reality, in accordance with generally accepted accounting principles.

6. Intellectual and industrial property

   The industrial and intellectual property rights of third parties will be respected and the industrial and intellectual property rights of the organization will be protected when they exist.

7. IT Security

   Access to the Group’s information and communication systems will be protected from the risks inherent to them.

8. Confidential information

   The subjects bound by this Code will keep the strictest confidentiality, regarding the information they can access performing their professional work, and cannot provide it to third parties, unless they were expressly authorized or when that information is public or well-known.

9. Data protection

   G. Junquera Marítima, S.L. will ensure the fundamental right to personal data protection, applying appropriate technical and organizational measures to guarantee that the treatment of personal data is in accordance with Regulation (EU) 2016/679 of the European Parliament and of the Council, of 27 Abril 2016, on the Protection of natural persons with regard to the processing of personal data and on the free movement of such data, to Organic Law 3/2018, of December 5, on Protection of Personal Data and guarantee of digital rights, as well as other regulations that develop or replace them.

10. Money laundering prevention and Terrorist financing

    The Group expresses the firm commitment to fight against money laundering and terrorist financing, avoiding the use of any of the companies bound by this Code for illicit purposes.

WORKING ENVIRONMENT

1. Recruiting and Staff appraisal

   The organization undertakes to use objective criteria in the personnel selection processes that it carries out, always being respectful with the principles of equality and non-discrimination. The same criteria should govern the performance evaluations of the employees that are carried out.

   In particular, it will promote effective equality between men and women in access to employment.

2. Professional development, remuneration and compensation

   G. Junquera Marítima, S.L. will promote the personal development of employees, in such a way as to encourage their involvement in the continuous improvement of their professional skills, rewarding and compensating their dedication in a fair and adequate manner.

   As in the previous case, it will ensure that effective equality between men and women is applied within it.

3. Training

   The Group will promote continuous training for its employees. The training programs will contribute to the objectives of the organization, including the promotion of regulatory Compliance control.

4. Personal and working life conciliation

   The Group will respect the personal and family life of its employees, promoting reconciliation measures that facilitate a balance between their personal and professional aspects.

5. Intimacy Rights

   Respect for the personal and family privacy of the people whose data is accessed will be required.

   G. Junquera Marítima, S.L. undertakes to request and use exclusively those data of employees and other people with whom it relates that are accurate for the effective management of its activity or that are required by the applicable regulations.

6. Health, Hygiene and Security at the workplace

   Strict Compliance about health and safety regulations at the workplace, as well as those for the prevention of occupational risks, must be observed within the organization.

   Employees must make a proper use of the personal protective equipment issued to them for certain risk activities.

MARKET

1. Customer relationships

   G. Junquera Marítima, S.L. undertakes to comply with the rules on competition, avoiding any practice that limits or mat constitute unfair competition.

   The information disclosed by any means must be truthful, without allowing the data to be falsified or misleading advertising.

2. Supplier relationships

   Relations with suppliers must be governed by ethics and the use of objective criteria for their choice.

   This Ethical Code will be disseminated among suppliers, requesting their adherence to it on a voluntary basis and, in cases where it is considered necessary, on a mandatory basis, before formalizing any type of commercial relationships with them.

3. Shareholder relationships

   Transparency in the Group’s business strategies will be guaranteed, seeking knowledge and understanding by the partners and shareholders of the companies that are part of it, answering their queries and making any clarifications that are required.

ORGANIZATION

1. Corporate social responsability

   The Group declares its express adherence to the principles of corporate social responsibility, in its relations with the different stakeholders with which it interacts, both internally and externally.

   Its business model will be governed by ethics and oriented towards sustainable development, respect and protection of the environment, the achievement of a safe and healthy work environment, as well as the rejection of any type of fraudulent conduct, such as corruption, abuse, money laundering and, in general, any that produces a negative impact on society.

COMPLAINTS CHANNEL

Any member of the Group, as well as suppliers or third parties who have any type of relationship with any of the companies that compromise it, must report in good faith the irregularities or infractions of the legal or internal rules of the Group by any of the employees, managers and other subjects bound by this Ethical Code.

Complaints or queries related to this Code, may be sent to the following address: 1 Gregorio Marañón St, Bajo II, 33203, Gijón (Asturias, Spain), to the banner that will appear on the website www.gjunquera.com or, alternatively, an e-mail to the following address: juridico@gjunquera.com

The confidentiality of reports will be guaranteed, and the complainant will be protected from possible retaliation.

Complaints made in bad faith, knowing that they are false or with the clear intention of harming a colleague or superior, will obtain the appropriate disciplinary sanction. Also keeping in mind the actions that, in criminal or civil proceedings, could correspond to the offended by an alleged crime of slander or libel, as well as by the injury of his right to honour.

APPROVAL AND UPDATINGS OF THE ETHICAL CODE

This Ethical Code has been approved by the Board of Directors of the Group G. Junquera Marítima, S.L. It is published on the corporate website and it is sent to all members of the Group.

This Code will enter into force on the day of its publication on the corporate website, and will remain in force as long and its cancellation is not approved by the same approval body.

It will be updated when de Audit and Compliance Committee detects the need to do so, or as recommended by the Group’s professionals in each of its areas. This update must also be approved by the Board of Directors of the Group.